2020-03-10T08:43:48-05:00 2019-06-30 751044330 LANE GORMAN TRUBITT LLC 2626 HOWELL ST SUITE 700 DALLAS TX 75204 990 2018-07-01 750827460 ST MARK'S SCHOOL OF TEXAS STMA 2143468120 10600 PRESTON ROAD DALLAS TX 75230 SUZANNE TOWNSEND CHIEF FINANCIAL OFFICER 2143468120 2020-03-09 1 MATTHEW D PECK CPA P00029866 2148717500 74.202.44.50 2020-03-09 11:26:04 CD P 4E957E137C0DA7269A9962E60BC4734AB919DB11 2E8E9F538789828D263ADD410F886786F65711CE 2018 2020-09-23 17:36:50Z DAVID DINI 10600 PRESTON ROAD DALLAS TX 75230 52911291 0 X WWW.SMTEXAS.ORG X 1934 TX ST. MARK'S SCHOOL OF TEXAS IS A PRIVATE, NON-PROFIT, NON-SECTARIAN, INDEPENDENT, COLLEGE PREPARATORY DAY SCHOOL FOR BOYS GRADES 1 THROUGH 12. THE SCHOOL AIMS TO AFFORD ITS STUDENTS WELL-ROUNDED PHYSICAL, INTELLECTUAL AND SPIRITUAL EDUCATION. 51 51 310 500 11816 11185 11849243 12674845 22336615 23177791 6837884 4969020 627930 598529 41651672 41420185 2879633 2770990 0 0 21418683 22123965 86696 34123 1974304 12079040 11850615 36464052 36779693 5187620 4640492 255046416 266550130 25512257 31823629 229534159 234726501 X ST. MARK'S SCHOOL OF TEXAS IS A PRIVATE, NON-PROFIT, NON-SECTARIAN, INDEPENDENT, COLLEGE PREPARATORY DAY SCHOOL FOR BOYS IN GRADES 1 THROUGH 12. THE SCHOOL AIMS TO AFFORD ITS STUDENTS WELL-ROUNDED PHYSICAL, INTELLECTUAL AND SPIRITUAL EDUCATION. 0 0 27298889 2770990 22424936 INSTRUCTIONAL GRADES 1 THROUGH 12 - ST. MARK'S SCHOOL OF TEXAS IS A PRIVATE, NON-PROFIT, NON-SECTARIAN, INDEPENDENT, COLLEGE PREPARATORY DAY SCHOOL FOR BOYS IN GRADES 1 THROUGH 12. THE SCHOOL AIMS TO AFFORD ITS STUDENTS WELL-ROUNDED PHYSICAL, INTELLECTUAL AND SPIRITUAL EDUCATION. THE SCHOOL HAS AN APPROXIMATE ENROLLMENT OF 850 BOYS. 538804 233163 NEW STUDENT/TESTING FEES - EXPENSES RELATED TO THE MATRICULATIONOF STUDENTS TO THE SCHOOL. 371470 433447 STUDENT ACTIVITIES - WIDE RANGING EXPENSES RELATED TONONINSTRUCTIONAL ACTIVITIES OF STUDENTS INCLUDING COMMENCEMENTEXERCISES, STUDENT COUNCIL EXPENSES, AND CLASS FIELD TRIPS. 72911 163518 EXTENDED DAY - AFTER SCHOOL CARE FOR BOYS IN GRADE 1-4. THE PROGRAM HAS AN ENROLLMENT OF APPROXIMATELY 60 BOYS. 72911 163518 28282074 1 1 0 0 0 0 0 1 0 1 1 1 0 0 0 1 1 0 1 0 0 0 0 1 1 1 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 124 0 1 310 1 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 51 51 1 0 1 0 0 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X SUZANNE TOWNSEND 2143468116 10600 PRESTON ROAD DALLAS TX 75230 DAVID B ACKERMAN TRUSTEE 2.00 X 0 0 0 LYDIA B ADDY TRUSTEE 2.00 X 0 0 0 KASIM ALFALAHI TRUSTEE 2.00 X 0 0 0 DAVID A CAMPBELL TRUSTEE 2.00 X 0 0 0 DREW CLANCY TRUSTEE 2.00 X 0 0 0 RYAN N COTTON TRUSTEE 2.00 X 0 0 0 KATHERINE R CROW VICE PRESIDENT 2.00 X X 0 0 0 HILLEL A FEINBERG TRUSTEE 2.00 X 0 0 0 ROBERT L FELDMAN TRUSTEE 2.00 X 0 0 0 JULIA C FLOWERS TRUSTEE 2.00 X 0 0 0 LAWRENCE F GARDNER TRUSTEE 2.00 X 0 0 0 DAVID G GENECOV TRUSTEE 2.00 X 0 0 0 JEFFREY S GENECOV TRUSTEE 2.00 X 0 0 0 JEFFREY S HILLIER TRUSTEE 2.00 X 0 0 0 BRADFORD R HIRSCH TRUSTEE 2.00 X 0 0 0 CLARK K HUNT PRESIDENT 2.00 X X 0 0 0 DANIEL L HUNT TRUSTEE 2.00 X 0 0 0 VERA R INGRAM TRUSTEE 2.00 X 0 0 0 DEBBIE JENEVEIN TRUSTEE 2.00 X 0 0 0 OTIS B JENNINGS TRUSTEE 2.00 X 0 0 0 MELINDA D JOHNSON TRUSTEE 2.00 X 0 0 0 AMEE M JOSHI TRUSTEE 2.00 X 0 0 0 ERIC K KUSIN TRUSTEE 2.00 X 0 0 0 JUN IL KWUN TRUSTEE 2.00 X 0 0 0 LARRY LACERTE TRUSTEE 2.00 X 0 0 0 CRAIG R LEVERING TRUSTEE 2.00 X 0 0 0 FRASER E MARCUS TRUSTEE 2.00 X 0 0 0 CINDY A MCCLAIN TRUSTEE 2.00 X 0 0 0 DAVID R MCATEE TREASURER 2.00 X X 0 0 0 W CASEY MCMANEMIN TRUSTEE 2.00 X 0 0 0 GJON N NIVICA JR TRUSTEE 2.00 X 0 0 0 JON L MOSLE III TRUSTEE 2.00 X 0 0 0 KAREN S POLLOCK TRUSTEE 2.00 X 0 0 0 VEERAL K RATHOD TRUSTEE 2.00 X 0 0 0 RYAN K ROBINSON TRUSTEE 2.00 X 0 0 0 JOHN C ROCCHIO TRUSTEE 2.00 X 0 0 0 RYAN T ROGERS TRUSTEE 2.00 X 0 0 0 ELLIOTTTOBY ROOSEVELT III TRUSTEE 2.00 X 0 0 0 C DAVID SAMMONS TRUSTEE 2.00 X 0 0 0 ALAN SCHOELLKOPF TRUSTEE 2.00 X 0 0 0 J CARL SEWELL III TRUSTEE 2.00 X 0 0 0 NATALIE H SIEGEL TRUSTEE 2.00 X 0 0 0 HAROLD C URSCHEL III TRUSTEE 2.00 X 0 0 0 A MICHAEL WARNECKE TRUSTEE 2.00 X 0 0 0 HEATHER H WASHBURNE TRUSTEE 2.00 X 0 0 0 BRAD E WHITE TRUSTEE 2.00 X 0 0 0 TAYLOR H WILSON TRUSTEE 2.00 X 0 0 0 STEPHEN J ROGERS TRUSTEE 2.00 X 0 0 0 MASON D KING TRUSTEE 2.00 X 0 0 0 LEIGH S KOCH TRUSTEE 2.00 X 0 0 0 JONATHAN B MORGAN TRUSTEE 2.00 X 0 0 0 HARLAN P COHEN TRUSTEE 2.00 X 0 0 0 ALLEN E CULLUM TRUSTEE 2.00 X 0 0 0 ROBERT W DECHERD TRUSTEE 2.00 X 0 0 0 PATRICIA A MCBRIDE TRUSTEE 2.00 X 0 0 0 CHARLES E NEARBURG TRUSTEE 2.00 X 0 0 0 LEONARD RIGGS TRUSTEE 2.00 X 0 0 0 ELLIOTT TONY ROOSEVELT JR TRUSTEE 2.00 X 0 0 0 CARL SEWELL TRUSTEE 2.00 X 0 0 0 BARNEY T YOUNG TRUSTEE 2.00 X 0 0 0 DAVID DINI HEADMASTER 40.00 X 623124 0 51163 JOHN ASHTON ASSOCIATE HEADMASTER 40.00 X 394631 0 31746 SUZANNE TOWNSEND CHIEF FINANCIAL OFFICER 40.00 X 301910 0 28075 JOHN S JOLLY SR. DIRECTOR LEADERSHIP GI 40.00 X 194616 0 21477 DEAN CLAYMAN HEAD OF MIDDLE SCHOOL 40.00 X 159276 0 17647 JUDITH T SUTCLIFFE MASTER TEACHING CHAIR 40.00 X 170374 0 21475 MARK WEBB DIRECTOR OF PHYSICAL PLANT 40.00 X 169846 0 18126 JAMES WOMACK DIRECTOR OF DEVELOPMENT 40.00 X 176085 0 21290 2189862 0 210999 48 0 1 0 HC BECK LTD 1807 ROSS AVE SUITE 500 DALLAS TX 75201 CONSTRUCTION 16118804 SAGE DINING SERVICES 1402 YORK RD LUTHERVILLE MD 21093 CONTRACT DINING SERVICE 1243125 ROBERT AM STERN ARCHITECTS LLP ONE PARK AVENUE NEW YORK NY 10016 ARCHITECT 485565 STEPHEN MILLER JR 18208 PRESTON RD STE D9-422 DALLAS TX 75252 CONSTRUCTION 298910 OLEN WILLIAMS INC 1123 SOUTH AIRPORT CIRCLE EULESS TX 76040 AUDIO/VISUAL 164655 19 186600 12488245 723236 12674845 INSTRUCTIONAL GRADES 1 - 12 611710 22424936 22424936 STUDENT ACTIVITIES 611710 433447 433447 ADMISSIONS REVENUE 611710 233163 233163 EXTENDED DAY PROGRAM 611710 86245 86245 23177791 3542131 11816 3530315 9885954 8459065 1426889 1426889 1426889 375006 186600 353250 21756 21756 9248 4845 4403 4403 3169043 2673946 495097 495097 MISCELLANEOUS 611710 52151 52151 FORFEITED DEPOSITS 611710 25122 25122 77273 41420185 23255064 11816 5478460 2770990 2770990 1471930 627555 774384 69991 16553131 14479917 1038806 1034408 988179 632263 298484 57432 1874684 1190885 557244 126555 1236041 817524 350186 68331 80193 80193 34123 34123 430547 430547 113347 7595 96695 9057 107629 42229 39294 26106 1741626 454264 1287362 788207 739256 44353 4598 758582 690974 58387 9221 490029 286864 160950 42215 29157 29157 88857 58938 26801 3118 3552142 3257199 267169 27774 395538 362895 29577 3066 SUPPLIES 919885 503629 308681 107575 MAINTENANCE EXPENSE 886947 813748 66323 6876 SPECIAL EVENTS 677639 389212 75329 213098 CONTRACT SERVICES 508716 156137 250976 101603 281574 281574 36779693 28282074 6523315 1974304 3672909 2933102 36801409 24952626 15877699 11924820 7367 10152352 202081 232912 60823 99879 126620124 48237408 64976821 78382716 108588239 113132136 23791327 23538192 1067741 1201395 255046416 266550130 6476637 4180193 15525083 24362557 3510537 3280879 25512257 31823629 X 62115273 85527898 110232559 90327334 57186327 58871269 229534159 234726501 255046416 266550130 X 4640492 987309 -186600 -248859 X X 0 1 X 1 0 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 90000 90000 X X X 0 146190797 488527 5105722 2099011 3522801 430547 145732687 140147421 959239 10606456 2313054 2851576 357689 146190797 128427693 917630 16457760 2413696 2957691 284275 140147421 144763343 661008 -4817658 2297131 9554682 327187 128427693 147336322 2059215 898497 2049531 3103509 377651 144763343 0.08280 0.40400 0.51320 1 0 3798588 3798588 103750435 38240463 65509972 8190413 5954278 2236135 10880688 4042667 6838021 78382716 HEDGE FUNDS 13363113 F PRIVATE EQUITY FUNDS 1422625 F COMMINGLED POOLS-FIXED INCOME 8752454 F 23538192 41444444 987309 -963050 24259 41420185 0 41420185 36252102 186600 2056799 2243399 34008703 2770990 2770990 36779693 PART XI, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN VALUE OF SPLIT INTEREST AGREEMENT 83,452. PLEDGE DISCOUNTS -301,307. COGS 2,056,799. RECLASS OF GRANTS EXPENSE -2,286,911. TUITION REMISSION NET -484,079. FUNDRAISING LOSSES -31,004. PART XII, LINE 2D - OTHER ADJUSTMENTS: RECLASS OF COGS 2,056,799. PART XII, LINE 4B - OTHER ADJUSTMENTS: RECLASS OF GRANTS 2,286,911. RECLASS OF TUITION REMISSION 484,079. PART V, LINE 4: INTENDED USES OF THE ORGANIZATION'S ENDOWMENT FUNDS THE ENDOWMENT FUNDS ARE USED FOR FINANCIAL AID, FACULTY SUPPORT, PROGRAM SUPPORT, AWARDS, AND SUSTAINING THE FACILITIES. PART X, LINE 2: FIN 48 (ASC 740) FOLLOWING IS THE TEXT FROM THE FOOTNOTES OF THE ORGANIZATION'S AUDITED FINANCIAL STATEMENTS: THE SCHOOL IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE UNITED STATES INTERNAL REVENUE CODE ACCORDING TO THE UNITED STATES INTERNAL REVENUE SERVICE ("IRS") DETERMINATION LETTER DATED AUGUST 25, 1971, EXCEPT TO THE EXTENT IT HAS UNRELATED BUSINESS INCOME. FOR THE YEARS ENDED JUNE 30, 2019 AND 2018, UNRELATED BUSINESS INCOME DID NOT RESULT IN ANY MATERIAL NET TAXABLE INCOME, THEREFORE NO PROVISION FOR INCOME TAX HAS BEEN PROVIDED IN THE ACCOMPANYING FINANCIAL STATEMENTS. THE SCHOOL IS REQUIRED TO FILE AN ANNUAL FORM 990-T WITH THE UNITED STATES INTERNAL REVENUE SERVICE FOR ANY UNRELATED BUSINESS INCOME. GAAP REQUIRES THE EVALUATION OF TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN THE COURSE OF PREPARING THE SHCOOL'S FINANCIAL STATEMENTS TO DETERMINE WHETHER THE TAX POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED BY THE APPLICABLE TAX AUTHORITY. TAX POSITIONS NOT DEEMED TO MEET THE MORE LIKELY THAN NOT THRESHOLD WOULD BE RECORDED AS A TAX BENEFIT OR EXPENSE IN THE CURRENT YEAR. A RECONCILIATION IS NOT PROVIDED HEREIN, AS THE BEGINNING AND ENDING AMOUNTS OF UNRECOGNIZED BENEFITS ARE ZERO, WITH NO INTERIM ADDITIONS, REDUCTIONS, OR SETTLEMENTS. THE SCHOOL IS RELYING ON ITS TAX-EXEMPT STATUS AND ITS ADHERENCE TO ALL APPLICABLE LAWS AND REGULATIONS TO PRESERVE THAT STATUS. HOWEVER, THE CONCLUSIONS REGARDING THE UNCERTAINTY IN INCOME TAXES WILL BE SUBJECT TO REVIEW AND MAY BE ADJUSTED AT A LATER DATE BASED ON FACTORS INCLUDING, BUT NOT LIMITED TO, ONGOING ANALYSIS OF TAX LAWS, REGULATIONS, AND INTERPRETATIONS THEREOF. THE SCHOOLS INFORMATIONAL RETURNS FILED WITH THE IRS ARE GENERALLY SUBJECT TO EXAMINATION FOR THREE YEARS AFTER THE LATER OF THE DUE DATE OR DATE OF FILING. AS A RESULT, THE SCHOOL IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY TAX AUTHORITIES FOR YEARS PRIOR TO 2016. 1 1 1 1 1 1 1 0 0 0 0 0 0 0 0 0 0 1 SCHEDULE E, PART I, LINE 3 ST. MARK'S SCHOOL OF TEXAS PUBLISHES ITS RACIALLY NONDISCRIMINATORY POLICY IN LOCAL PAPERS AT LEAST ONCE PER YEAR. THIS POLICY IS ALSO PUBLISHED ON THE ORGANIZATION'S WEBSITE. X X X 1 BARNES & ROCHE INC 919 CONESTOGA ROAD ROSEMONT PA 19010 CONSULTING 0 0 13357 0 CHARITABLE DEVELOPMENT CONSULTING PO BOX 1486 FREDERICK MD 21702 CONSULTING 0 0 13975 0 27332 TX CELEBRATE 2019 365759 186600 179159 181755 65100 38413 63138 365759 186600 179159 181755 65100 38413 63138 348406 -169247 9248 4845 1 1.00000 9248 4845 4845 4403 TX 0 RAFFLE EXPLANATIONSEE PART IV FOR EXPLANATIONTHE TEXAS CHARITABLE RAFFLE ENABLING ACT, EFFECTIVE JANUARY 1, 1990, PERMITS "QUALIFIED ORGANIZATIONS" TO HOLD UP TO TWO RAFFLES PER CALENDAR YEAR, WITH CERTAIN SPECIFIED RESTRICTIONS. THE ORGANIZATION IS NOT REQUIRED TO REGISTER WITH THE STATE BEFORE CONDUCTING A RAFFLE IF TWO OR LESS RAFFLES ARE HELD DURING THE CALENDAR YEAR. 0 0 0 1.00000 SUZANNE TOWNSEND 10600 PRESTON ROAD DALLAS TX 75230 0 SUZANNE TOWNSEND RECORDKEEPING X 0 SCHEDULE G, PART I, LINE 2B, COLUMN (V) COMPENSATION OF PROFESSIONAL FUNDRAISERS COMPENSATION AGREEMENTS FOR PAYMENTS TO PROFESSIONAL FUNDRAISERS DISTINGUISH BETWEEN PAYMENTS FOR SERVICES VERSUS REIMBURSEMENTS FOR FUNDRAISING EXPENSES. REIMBURSABLE EXPENSES INCLUDE THE FOLLOWING: $6,791 - TRAVEL, AIRFARE, LODGING, TELEPHONE ETC. SCHEDULE G, PART II FUNDRAISING EVENTS THE SCHOOL HELD A MAJOR EVENT DURING THE FISCAL YEAR. AN AUCTION WHICH HAD GROSS RECEIPTS OF $561,606 AND DIRECT EXPENSES OF $353,250, RESULTING IN A NET PROFIT OF $208,356. PER FORM 990 INSTRUCTIONS, THE SCHOOL IS REQUIRED TO RECLASS THE CHARITABLE CONTRIBUTION PORTION OF ITS FUNDRAISING GROSS RECEIPTS TO FORM 990, PART VIII, STATEMENT OF REVENUE, LINE 1C. 1 FINANCIAL AID TO STUDENTS ATTENDING ST. MARK'S 120 2286911 FMV N/A TUITION REMMISSION TO STUDENTS ATTENDING ST. MARK'S 24 484079 FMV N/A PART I, LINE 2: PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS. THE ORGANIZATION PROVIDES FINANCIAL AID TO STUDENTS ATTENDING THE SCHOOL. THE FINANCIAL AID IS PROVIDED SO LONG AS THE STUDENT CONTINUES TO MEET THE SCHOOL'S STANDARDS AND EXPECTATIONS AND SO LONG AS THE FAMILY'S NEEDS WARRANT SUCH AID. APPLICATION FOR FINANCIAL AID, HOWEVER, MUST BE MADE ANNUALLY AND IN ACCORDANCE WITH THE APRIL 15 DEADLINE. X X X X 1 1 X X X X X 0 0 0 0 0 0 0 0 0 DAVID DINI HEADMASTER 623124 0 0 0 0 0 36500 0 14663 0 674287 0 0 0 JOHN ASHTON ASSOCIATE HEADMASTER 394631 0 0 0 0 0 18900 0 12846 0 426377 0 0 0 SUZANNE TOWNSEND CHIEF FINANCIAL OFFICER 301910 0 0 0 0 0 18900 0 9175 0 329985 0 0 0 JOHN S JOLLY SR. DIRECTOR LEADERSHIP GI 194616 0 0 0 0 0 12687 0 8790 0 216093 0 0 0 DEAN CLAYMAN HEAD OF MIDDLE SCHOOL 159276 0 0 0 0 0 9000 0 8647 0 176923 0 0 0 JUDITH T SUTCLIFFE MASTER TEACHING CHAIR 170374 0 0 0 0 0 12533 0 8942 0 191849 0 0 0 MARK WEBB DIRECTOR OF PHYSICAL PLANT 169846 0 0 0 0 0 9441 0 8685 0 187972 0 0 0 JAMES WOMACK DIRECTOR OF DEVELOPMENT 176085 0 0 0 0 0 9960 0 11330 0 197375 0 0 0 PART I, LINE 1A BENEFITS PROVIDED TO OFFICERS, DIRECTORS, AND KEY EMPLOYEES DAVID DINI RECEIVED THE FOLLOWING BENEFITS, WHICH WERE REPORTED IN HIS TAXABLE COMPENSATION: -DISCRETIONARY SPENDING ACCOUNT -HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE -HEALTH OR SOCIAL CLUB DUES OR INITIATION FEES -PERSONAL SERVICES A HACKBERRY CULTURAL EDUCATION FACILITIES 752237898 NONEAVAIL 2001-08-17 4000000 REFINANCING LOAN 0 0 0 A 690897 4000000 52659 4000000 2015 1 0 1 1 A 0 1 0 0 0 0 0 0 0 A 0 SCHEDULE K, PART I, BOND ISSUES (A) ISSUER NAME: HACKBERRY CULTURAL EDUCATION FACILITIES FINANCE CORPORATION PART III LINE 9 AND PART IV, LINE 7 WRITTEN MONITORING PROCEDURES THE ORGANIZATION HAS REPRESENTED THAT IT WILL, AND COVENANTED TO, COMPLY WITH ALL TAX REQUIREMENTS IMPOSED BY THE CODE TO SATISFY SECTIONS 141 AND 145 THROUGH 150 OF THE CODE IN THE TAX CERTIFICATE AND LOAN AGREEMENT RELATED TO THE TAX-EXEMPT BOND ISSUE. OTHER THAN THESE REPRESENTATIONS AND COVENANTS, THE ORGANIZATION HAS NOT ADOPTED POST-ISSUANCE MONITORING PROCEDURES. THE ORGANIZATION REALIZES THAT POST-ISSUANCE MONITORING PROCEDURES ARE AN IMPORTANT TOOL IN THE MANAGEMENT OF ISSUES ARISING AFTER TAX-EXEMPT BONDS ARE ISSUED. WHILE THE ORGANIZATION DOES NOT CURRENTLY HAVE DETAILED WRITTEN PROCEDURES, IT HOWEVER HAS CONSULTANTS, WITH WHOM IT CONSULTS FROM TIME TO TIME ON AN AD HOC BASIS, INCLUDING BOND COUNSEL, TO ENSURE ONGOING COMPLIANCE WITH TAX AND SECURITIES LAWS. IN ADDITION, THE ORGANIZATION IS CONSIDERING ESTABLISHING ADDITIONAL POST-ISSUANCE MONITORING PROCEDURES TO ENSURE CONTINUED COMPLIANCE WITH SECTIONS 141 AND 145 THROUGH 150 OF THE CODE. PART V PROCEDURES TO UNDERTAKE CORRECTIVE ACTION THE SCHOOL WILL CONSIDER ADOPTING SPECIFIC WRITTEN PROCEDURES TO ENSURE TIMELY CORRECTION OF POTENTIAL VIOLATIONS OF FEDERAL TAX REQUIREMENTS RELATED TO ITS BOND ISSUE THROUGH THE USE OF THE VOLUNTARY CLOSING AGREEMENT PROGRAM IF SELF-REMEDIATION IS NOT AVAILABLE UNDER APPLICABLE REGULATIONS. HOWEVER, THE SCHOOL HAS COVENANTED IN ITS TRUST AGREEMENT AND OTHER DOCUMENTS RELATED TO ITS BOND ISSUE TO COMPLY WITH ALL APPLICABLE FEDERAL TAX REQUIREMENTS RELATED TO ITS BOND ISSUE. ADDITIONALLY, THE SCHOOL HAS COVENANTED TO MAINTAIN ALL REQUIRED RECORDS RELATED TO ITS BOND ISSUE FOR FEDERAL TAX COMPLIANCE AND ENGAGES AN EXPERT TO COMPUTE THE SCHOOL'S POTENTIAL REBATE LIABILITY UNDER APPLICABLE ARBITRAGE REBATE REGULATIONS, WHEN REQUIRED, TO ENSURE TIMELY COMPLIANCE WITH THESE REQUIREMENTS. X 32 531791 SELLING PRICE X 1 90000 APPRAISAL X AUCTION AND RAFFLE ITEMS 49 186600 FMV 0 1 1 PART I, LINE 32B: USE THIRD PARTIES TO SOLICIT, PROCESS, OR SELL NONCASH CONTRIBUTIONS A STOCK BROKER IS USED TO SELL STOCK RECEIVED AS CONTRIBUTIONS. FORM 990, PART VI, SECTION A, LINE 2 FAMILY AND BUSINESS RELATIONSHIPS HILLEL FEINBERG AND WAYNE PLACIDE - BUSINESS RELATIONSHIP JON MOSLE, III AND TAYLOR WILSON - BUSINESS RELATIONSHIP JON MOSLE, III AND CRAIG BUDNER - BUSINESS RELATIONSHIP JON MOSLE, III AND A. MICHAEL WARNECKE - BUSINESS RELATIONSHIP CLARK HUNT AND DANIEL HUNT - FAMILY RELATIONSHIP DAVID ACKERMAN AND A. MICHAEL WARNECKE - BUSINESS RELATIONSHIP DAVID GENECOV AND CRAIG BUDNER - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 4 THE FOLLOWING CHANGES WERE MADE TO THE BYLAWS EFFECTIVE FOR THE 2019 CALENDAR YEAR: SPECIAL MEMBER DESIGNATION WAS REMOVED. ELECTIVE OFFICERS WERE CHANGED TO INCLUDE: PRESIDENT, VICE PRESIDENT AND SECRETARY AND SUCH OTHER OFFICERS AS MAY BE DETERMINED FROM TIME TO TIME BY THE BOARD. POSITION OF TREASURER, ASSISTANT TREASURER, AND ASSISTANT SECRETARY WERE ELIMINATED FROM THE BOARD. TERM OF OFFICERS WAS CHANGED TO "SCHOOL YEAR" TERM, RATHER THAN ANNUALLY. ADDITION OF ARTICLE 11. INDEMNIFICATION AS FOLLOWS: 11.1 REQUIRED AND PERMISSIVE INDEMNIFICATION. THE CORPORATION SHALL INDEMNIFY AND ADVANCE REASONABLE EXPENSES TO (I) ANY PERSON WHO IS OR WAS A TRUSTEE, LIFE TRUSTEE, OFFICER, OR SPECIAL ADVISOR OF THE CORPORATION OR (II) ANY PERSON DESCRIBED IN CLAUSE (I) WHO SERVES OR HAS SERVED AT THE REQUEST OF THE CORPORATION AS A TRUSTEE, DIRECTOR, OFFICER, PARTNER, VENTURER, PROPRIETOR, EMPLOYEE, AGENT, OR SIMILAR FUNCTIONARY OF THE CORPORATION OR OF ANOTHER FOREIGN OR DOMESTIC CORPORATION, PARTNERSHIP, JOINT VENTURE, SOLE PROPRIETORSHIP, TRUST, EMPLOYEE BENEFIT PLAN, OR OTHER ENTERPRISE, AGAINST ALL JUDGMENTS, PENALTIES (INCLUDING EXCISE AND SIMILAR TAXES), FINES, SETTLEMENTS AND REASONABLE EXPANSES (INCLUDING COURT COSTS AND ATTORNEYS' FEES) ACTUALLY INCURRED BY HIM OR HER IN CONNECTION WITH A PROCEEDING ARISING OUT OF OR RELATING TO SUCH PERSON'S SERVICE(S) FOR, ON BEHALF OF, OR AT THE REQUEST OF, OR SUCH PERSON'S STATUS WITH, THE CORPORATION, TO THE FULLEST EXTENT THAT A CORPORATION MAY OR IS REQUIRED TO GRANT INDEMNIFICATION TO A DIRECTOR UNDER, BUT SUBJECT TO ANY LIMITATIONS OR REQUIREMENTS UNDER, THE TEXAS BUSINESS ORGANIZATIONS CODE OR OTHER APPLICABLE LAW (WHETHER OR NOT SUCH PERSON IS, IN FACT, CONSIDERED AS A DIRECTOR UNDER THE TEXAS BUSINESS ORGANIZATIONS CODE). THE CORPORATION ALSO MAY INDEMNIFY AND ADVANCE REASONABLE EXPENSES TO A PERSON WHO IS AN EMPLOYEE, AN AGENT, OR AN INDIVIDUAL IDENTIFIED IN CLAUSE (I) OR (II) ABOVE AND WHO IS NOT A TRUSTEE TO SUCH FURTHER EXTENT, BUT SUBJECT TO ANY LIMITATIONS OR REQUIREMENTS, CONSISTENT WITH LAW, AS MAY BE PROVIDED BY THE CORPORATION'S CERTIFICATE OF FORMATION, THESE BYLAWS, OR GENERAL OR SPECIFIC ACTION OF THE BOARD, OR BY CONTRACT. 11.2 LIMITATION ON INDEMNIFICATION. IN CASE OF A SUIT BY OR IN THE RIGHT OF THE CORPORATION AGAINST A PERSON SPECIFIED IN SECTION 11.1, THE PERSON SHALL NOT BE ENTITLED TO INDEMNIFICATION (INCLUDING, WITHOUT LIMITATION, PAYMENT OF EXPENSES), EXCEPT AS OTHERWISE MAY BE REQUIRED BY APPLICABLE LAW OR CONSISTENT WITH APPLICABLE LAW BY CONTRACT, THE CORPORATION'S CERTIFICATE OF FORMATION, THESE BYLAWS, OR GENERAL OR SPECIFIC ACTION OF THE BOARD. 11.3 CONTINUATION OF INDEMNIFICATION. THE INDEMNIFICATION (INCLUDING, WITHOUT LIMITATION, PAYMENT OF EXPENSES) PROVIDED BY THIS ARTICLE 11 SHALL CONTINUE AS TO A PERSON WHO HAS CEASED TO HOLD A POSITION WITH THE CORPORATION SPECIFIED IN THIS ARTICLE 11 WITH RESPECT TO HIS OR HER SERVICE IN THAT POSITION AND SHALL INURE TO HIS OR HER HEIRS, EXECUTORS, AND ADMINISTRATORS. 11.4 DEFINITION OF PROCEEDING. AS USED IN THIS ARTICLE 11, THE TERM "PROCEEDING" MEANS (I) A THREATENED, PENDING, OR COMPLETED ACTION OR OTHER PROCEEDING, WHETHER CIVIL, CRIMINAL, ADMINISTRATIVE, ARBITRATIVE, OR INVESTIGATIVE; (II) AN APPEAL OF AN ACTION OR PROCEEDING DESCRIBED BY CLAUSE (I) OF THIS SECTION 11.4; AND (II) AN INQUIRY OR INVESTIGATION THAT COULD LEAD TO AN ACTION OR PROCEEDING DESCRIBED BY CLAUSE (I) OF THIS SECTION 11.4. 11.5 NON-EXCLUSIVITY. THE RIGHTS OF A PERSON SET FORTH IN THIS ARTICLE 11 SHALL NOT BE EXCLUSIVE OF ANY OTHER RIGHT WHICH SUCH PERSON MAY HAVE OR HEREAFTER ACQUIRE RELATING TO THE SUBJECT MATTER HEREOF IF SUCH OTHER RIGHT IS NOT PROHIBITED BY APPLICABLE LAW OR THIS ARTICLE 11. THE BOARD OF TRUSTEES SHALL HAVE THE POWER TO DEFINE THE EXTENT OF, AND THE REQUIREMENTS AND LIMITATIONS FOR, THE CORPORATION'S INDEMNIFICATION OF ANY INDIVIDUAL OR ENTITY TO THE EXTENT SUCH POWER IS NOT LIMITED BY APPLICABLE LAW OR THIS ARTICLE 11. ADDITION OF ARTICLE 12.8 12.8 BOARD AND COMMITTEE ACTION WITHOUT MEETING. AN ACTION REQUIRED TO BE TAKEN, OR THAT MAY BE TAKEN, AT A MEETING OF THE BOARD OR A COMMITTEE MAY BE TAKEN WITHOUT A MEETING IF A WRITTEN CONSENT, STATING THE ACTION TO BE TAKEN, IS SIGNED BY THE NUMBER OF TRUSTEES OR COMMITTEE MEMBERS NECESSARY TO TAKE THAT ACTION AT A MEETING AT WHICH ALL TRUSTEES OR COMMITTEE MEMBERS ARE PRESENT AND VOTING, WITH THE CONSENT TO STATE THE DATE OF EACH TRUSTEE'S OR COMMITTEE MEMBER'S SIGNATURE. PROMPT NOTICE OF THE TAKING OF AN ACTION BY TRUSTEES OR A COMMITTEE WITHOUT A MEETING BY LESS THAN UNANIMOUS WRITTEN CONSENT MUST BE GIVEN TO EACH TRUSTEE OR COMMITTEE MEMBER WHO DID NOT CONSENT IN WRITING TO THE ACTION. FORM 990, PART VI, SECTION A, LINE 7A MEMBERS WHO MAY ELECT ONE OR MORE MEMBERS OF THE GOVERNING BODY A TRUSTEE COMMITTEE RECURITS NEW TRUSTESS TO THE BOARD ON A YEARLY BASIS. THE COMMITTEE THEN SUBMITS THE NOMINATIONS TO THE EXECUTIVE COMMITTEE AND THE BOARD OF TRUSTEES WHO VOTE ON THE NOMINATIONS. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS SUBJECT TO APPROVAL BY MEMBERS, STOCKHOLDERS, OR OTHER PERSONS THE ORGANIZATION HAS VARIOUS COMMITTEES WHO MEET AND MAKE RECOMMENDATIONS TO THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE REVIEWS THE RECOMMENDATIONS AND VOTES ON THE MATTERS. FORM 990, PART VI, SECTION B, LINE 11B REVIEW OF FORM 990 A DRAFT COPY OF THE FORM 990 IS SUBMITTED TO THE AUDIT COMMITTEE. THE COMMITTEE REVIEWS AND APPROVES THE TAX RETURN BEFORE IT IS FILED. ONCE THE RETURN HAS BEEN APPROVED, IT IS COMMUNICATED TO THE EXECUTIVE COMMITTEE AND THE BOARD OF TRUSTEES. FORM 990, PART VI, SECTION B, LINE 12C MONITORING AND ENFORCING CONFLICT OF INTEREST POLICY EACH YEAR EVERY TRUSTEE IS REQUIRED TO COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE. THE DIRECTOR OF FINANCE AND ADMINISTRATION REVIEWS EACH QUESTIONNAIRE FOR ANY ISSUES. FORM 990, PART VI, SECTION B, LINE 15 DETERMINING COMPENSATION COMPENSATION FOR EMPLOYEES IS DETERMINED BY REVIEWING THE EMPLOYEE'S PAST WORK HISTORY AND THE CURRENT YEAR BUDGET BY THE DEPARTMENT HEADS. THE DEPARTMENT HEADS THEN MAKE RECOMMENDATIONS TO THE HEADMASTER WHO THEN MAKES THE FINAL DETERMINATION FOR THE EMPLOYEE'S COMPENSATION. THE HEADMASTER'S COMPENSATION IS DETERMINED BY THE EXECUTIVE COMMITTEE WHO IS ADVISED BY COMPENSATION CONSULTANTS AND BY COMPARING COMPENSATION TO OTHER COMPARABLE INDEPENDENT SCHOOL'S DATA. FORM 990, PART VI, SECTION C, LINE 19 AVAILABILITY OF DOCUMENTS TO THE PUBLIC AVAILABLE UPON REQUEST FORM 990, PART XI, LINE 9: CHANGE IN VALUE OF SPLIT INTEREST A 83,452. OTHER CHANGE IN NET ASSETS - FUNDRAISING -31,004. PLEDGE DISCOUNT IN ACCORDANCE WITH ASC 958-605-30 -301,307. FORM 990, PART XII, LINE 2C NO CHANGE FOR THE CURRENT YEAR.