2019-07-23T14:49:25-05:00 2018-09-30 221478099 COHNREZNICK LLP 400 CAPITOL MALL SUITE 1200 SACRAMENTO CA 95814 990 2017-10-01 951644033 GIRL SCOUTS OF GREATER LOS ANGELES GIRL 2132130123 801 S GRAND AVENUE SUITE 300 LOS ANGELES CA 900174621 ELISABETH LUTTGENS CEO 2132130123 2019-06-24 1 LISA M CUMMINGS CPA P00043433 9164429100 2019-06-24 209.59.242.22 2019-06-24 14:19:23 PD P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 ADA6FCD58B0E6A74274FAFEDA1DA4E4F23067500 2017 2019-02-21 02:37:17Z ELISABETH L LUTTGENS 801 S GRAND AVENUE SUITE 300 LOS ANGELES CA 900174621 47283469 0 X WWW.GIRLSCOUTSLA.ORG X 1958 CA AS THE LARGEST GIRL-SERVING NONPROFIT IN SOUTHERN CALIFORNIA, GSGLA BUILDS GIRLS OF COURAGE, CONFIDENCE, AND CHARACTER, WHO MAKE THE WORLD A BETTER PLACE. 18 18 285 24454 3150 6775 864600 1169095 1457062 1641072 1305512 2276754 17349349 19490445 20976523 24577366 384822 800129 0 0 10399135 11712115 0 0 1111785 7069820 7626157 17853777 20138401 3122746 4438965 36233167 39898632 2808860 2372516 33424307 37526116 X SEE SCHEDULE O 0 0 4360205 81187 2108370 HIGH IMPACT PROGRAMS - SEE SCHEDULE O 8571369 718942 563610 REACH MORE GIRLS/MEMBERSHIP - SEE SCHEDULE O 3362719 0 18377478 FINANCIAL LITERACY/COOKIES - SEE SCHEDULE O 16294293 1 1 0 0 0 0 0 0 1 1 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 76 0 1 285 1 1 1 0 0 0 0 0 0 0 0 0 X 18 18 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 CA X X JOANNE MATHEW 6266772396 801 S GRAND AVENUE SUITE 300 LOS ANGELES CA 900174621 ANTHONY KAUFMAN DIRECTOR (END 04/2018) 2.00 X 0 0 0 APRIL SPENCER DIRECTOR (END 07/2018) 2.00 X 0 0 0 CHERYL M HUNDLEY VICE CHAIR 5.00 X X 0 0 0 CHET KRONENBERG DIRECTOR (END 01/2018) 2.00 X 0 0 0 DAVID A BATTAGLIA DIRECTOR 2.00 X 0 0 0 DENISE GUTCHES DIRECTOR 2.00 X 0 0 0 ELLEN SWARTS DIRECTOR 2.00 X 0 0 0 FRANCES MORENO DIRECTOR (END 04/2018) 2.00 X 0 0 0 HAYLEY ENGLISH BLOCKLEY DIRECTOR 2.00 X 0 0 0 JANA MONROE SECRETARY 5.00 X X 0 0 0 JOANNA DEAN DIRECTOR 2.00 X 0 0 0 JUANITA DAWSON DIRECTOR 2.00 X 0 0 0 KAREN JONG DIRECTOR 2.00 X 0 0 0 KATHRYN E NIELSEN TREASURER 5.00 X X 0 0 0 MANJUSHA KULKARNI DIRECTOR (END 04/2018) 2.00 X 0 0 0 MEGAN L MARTIN DIRECTOR 2.00 X 0 0 0 MIA BRITEL DIRECTOR 2.00 X 0 0 0 MICHELLE C WROAN DIRECTOR 2.00 X 0 0 0 MICHELLE REAGAN ATTALLA DIRECTOR 2.00 X 0 0 0 PATRICIA CRIDER CHAIR (END 04/2018) 5.00 X X 0 0 0 SHELLEY B THOMPSON BOARD CHAIR 5.00 X X 0 0 0 STEVE BOLKOVATZ DIRECTOR (END 06/2018) 2.00 X 0 0 0 SVETLANA BYKOVA DIRECTOR (END 04/2018) 2.00 X 0 0 0 TANIA L VAN HERLE DIRECTOR 2.00 X 0 0 0 TOD BURNETT DIRECTOR 2.00 X 0 0 0 WILLIAM NELSON DIRECTOR 2.00 X 0 0 0 BRENDA ZAMZOW CHIEF FINANCIAL & ADMIN OFFICER 50.00 X 194056 0 14321 ELISABETH L LUTTGENS CHIEF EXECUTIVE OFFICER 50.00 X 329304 0 14913 DENISE NOWACK CHIEF MISSION DELIVERY OFFICER 50.00 X 184141 0 19076 NATALIE FARRAR-ADAMS CHIEF EXTERNAL RELATIONS OFFICER 50.00 X 155197 0 791 JOANNE MATHEW DIRECTOR OF FINANCE & RISK MGMT 50.00 X 121635 0 1366 KENYA YARBROUGH DIRECTOR OF MARKETING 50.00 X 100567 0 4411 STACI JOHNSON DIRECTOR OF HUMAN RESOURCES 50.00 X 105821 0 8994 1190721 0 63872 7 0 1 0 TECHMD 3750 SOUTH SUSAN STREET SOUTH COAST METRO CA 92704 OUTSOURCED IT SERVICES 411484 JOSEPH THOREN CONSTRUCTION PO BOX 2387 BIG BEAR CITY CA 92314 CONSTRUCTION SERVICES 172883 GOODMAN & DAUGHTERS CONSTRUCTION 11225 DOROTHY LANE FRAZIER PARK CA 93225 CONSTRUCTION SERVICES 106832 MCD CONSTRUCTION 80 WEST SIERRA MADRE BLVD SIERRA MADRE BLVD CA 91024 CONSTRUCTION SERVICES 102380 4 1169095 4500 1169095 PROGRAM FEES 900099 1641072 1641072 1641072 393803 393803 77046 1863 0 0 77046 1863 78909 78909 6669985 2998962 5687179 2098817 982806 900145 1882951 1882951 34048521 14920107 19128414 19128414 OTHER INCOME 900099 279972 279972 ADVERTISING REVENUE 541800 3150 3150 283122 24577366 21049458 3150 2355663 800129 800129 989738 792995 139841 56902 8353213 6692741 1180233 480239 670298 537055 94708 38535 1029305 824697 145431 59177 669561 536464 94603 38494 55604 44551 7856 3197 62560 50124 8839 3597 75406 60417 10654 4335 788123 631458 111355 45310 447657 358671 63250 25736 363141 290955 51309 20877 614616 492441 86840 35335 1739352 1393599 245755 99998 309932 248323 43791 17818 30169 24172 4263 1734 15521 12436 2193 892 762178 610670 107689 43819 306167 245306 43259 17602 SUPPLIES & RECOGNITIONS 1700484 1362458 240263 97763 OTHER EXPENSES 261361 209407 36928 15026 EQUIP MAINT & CONTRACTS 93886 75224 13263 5399 20138401 16294293 2732323 1111785 4391549 3113380 3023744 4009432 355376 246880 39863 48798 381458 417140 473933 438322 22129608 7869604 14181240 14260004 13386004 17364676 36233167 39898632 1767814 1842042 291576 58899 78905 88084 670565 383491 2808860 2372516 X 32557566 37174513 725132 209994 141609 141609 33424307 37526116 36233167 39898632 4438965 -337156 0 X X 0 1 X 1 0 X 1435009 2227603 1979196 864600 1169095 7675503 1435009 2227603 1979196 864600 1169095 7675503 421998 7253505 373260 296076 386254 374623 472712 1902925 360273 291362 651635 10230063 86714839 0.70900 0.75040 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: OTHER INCOME - 2013 AMOUNT: $ 360,273. 2014 AMOUNT: $ 291,362. 2015 AMOUNT: $ 0. 2016 AMOUNT: $ 0. 2017 AMOUNT: $ 0. 0 1 X 181121 14629 9970 185780 176973 18772 14624 181121 172869 12899 8795 176973 190036 43 -8456 5616 3138 172869 176535 21535 5154 2880 190036 0.76220 0.23780 0 0 4707022 4707022 9870672 4227522 5643150 750583 711170 39413 1544227 1153107 391120 5257104 1777805 3479299 14260004 CAPITAL LEASE PAYABLE 125930 DEFERRED RENT 257561 383491 X 24164803 -337156 -337156 24501959 75407 75407 24577366 20062994 0 20062994 75407 75407 20138401 PART IV, LINE 2B: GIRL SCOUT MEMBERSHIP DUES ARE PAID TO GSGLA AS CUSTODIAN FOR GIRL SCOUTS OF THE USA (GSUSA). THESE FUNDS ARE TRANSFERRED 100% TO GSUSA. AS OF FISCAL YEAR END 9/30/18, THE FUND HAS A BALANCE OF $88,084. PART V, LINE 4: THE INTENDED USES OF THE ORGANIZATION'S ENDOWMENT FUNDS ARE FOR CAMPERSHIPS, SCHOLARSHIPS AND GENERAL USES. PART X, LINE 2: THE COUNCIL IS A NOT-FOR-PROFIT ORGANIZATION EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND SECTION 23701(D) OF THE REVENUE AND TAXATION CODE OF CALIFORNIA. ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS INCLUDED IN THE ACCOMPANYING FINANCIAL STATEMENTS. THE COUNCIL HAS NO UNRECOGNIZED TAX BENEFITS AT SEPTEMBER 30, 2018. THE COUNCIL'S FEDERAL AND STATE INCOME TAX RETURNS PRIOR TO THE 2015 AND 2014 FISCAL YEARS, RESPECTIVELY, ARE CLOSED AND MANAGEMENT CONTINUALLY EVALUATES EXPIRING STATUTES OF LIMITATIONS, AUDITS, PROPOSED SETTLEMENTS, CHANGES IN TAX LAW AND NEW AUTHORITATIVE RULINGS. IF APPLICABLE, THE COUNCIL RECOGNIZES INTEREST AND PENALTIES ASSOCIATED WITH TAX MATTERS AS PART OF INCOME TAX EXPENSE AND INCLUDES ACCRUED INTEREST AND PENALTIES WITH ACCRUED EXPENSES IN THE STATEMENT OF FINANCIAL POSITION. 1 GIRL ASSISTANCE 18744 379145 303392 COST BASIS VEST, INSIGNIA TAB, USA FLAG, COUNCIL ID SET, TROOP NUMBERS, MEMBERSHIP PIN, TREFOIL PIN, BADGES, CEI PLATFORM FEES, JOURNEY SET, GIRLS GUIDE ADULT ASSISTANCE 1456 36405 CAMPERSHIPS 180 81187 PART I, LINE 2: THE MEMBER SERVICES AND PROGRAM DEPARTMENTS OF GIRL SCOUTS OF GREATER LOS ANGELES ARE RESPONSIBLE FOR REVIEWING AND APPROVING ALL FINANCIAL AID REQUESTS. APPROVAL IS BASED ON ESTABLISHED FINANCIAL AID CRITERIA. FOR LARGER REQUESTS, A COMMITTEE IS INVOLVED. FINANCIAL AID IS GIVEN TO ASSIST MEMBERS WHO CANNOT AFFORD EXPENSES ASSOCIATED WITH GIRL SCOUTING, SUCH AS GSUSA MEMBERSHIP DUES OF $25, PROGRAM ACTIVITIES AND CAMP. X X X X X 0 0 0 0 0 0 0 0 0 BRENDA ZAMZOW CHIEF FINANCIAL & ADMIN OFFICER 194056 0 0 0 0 0 6047 0 8274 0 208377 0 0 0 ELISABETH L LUTTGENS CHIEF EXECUTIVE OFFICER 318451 0 0 0 10853 0 7017 0 7896 0 344217 0 0 0 DENISE NOWACK CHIEF MISSION DELIVERY OFFICER 184141 0 0 0 0 0 5886 0 13190 0 203217 0 0 0 NATALIE FARRAR-ADAMS CHIEF EXTERNAL RELATIONS OFFICER 155197 0 0 0 0 0 0 0 791 0 155988 0 0 0 PART I, LINE 3 THE ORGANIZATION HAS AN EXECUTIVE COMPENSATION COMMITTEE COMPOSED OF BOTH BOARD MEMBERS AND COMMUNITY MEMBERS. THE COMMITTEE RECOMMENDS ANY CHANGES TO COMPENSATION BASED ON DISCUSSION OF STUDIES FROM AN INDEPENDENT COMPENSATION CONSULTANT, AND LOCAL MARKET AND NATIONAL COMPARATIVE DATA. FORM 990, PART III, LINE 1, DESCRIPTION OF ORGANIZATION MISSION: OUR G.I.R.L.S ARE GO-GETTERS, INNOVATORS, RISK-TAKERS, AND LEADERS. GIRL SCOUTS OF GREATER LOS ANGELES' (GSGLA) LONGSTANDING PRESENCE IN THE COMMUNITY MAKES IT THE OLDEST, LARGEST, AND MOST ACTIVE GIRL-SERVING NONPROFIT ORGANIZATION IN OUR REGION. GIRL SCOUTS BUILDS GIRLS OF COURAGE, CONFIDENCE, AND CHARACTER, WHO MAKE THE WORLD A BETTER PLACE. WITH THE SUPPORT OF 24,000 ADULT MEMBERS, GSGLA SERVES OVER 47,000 GIRLS IN GRADES K-12. OUR PROGRAMS IMPROVE GIRLS' LIVES THROUGH THE GIRL SCOUT LEADERSHIP EXPERIENCE (GSLE). GSLE ENGAGES GIRLS IN THREE KEY ACTIVITIES: DISCOVERING WHO THEY ARE AND WHAT THEY VALUE; CONNECTING WITH OTHERS; AND TAKING ACTION TO MAKE THE WORLD A BETTER PLACE. OUR NATIONALLY-ALIGNED MOVEMENT'S OUTCOMES INCLUDE SKILL MASTERY IN GOAL SETTING, DECISION-MAKING, MONEY MANAGEMENT, PEOPLE SKILLS, AND BUSINESS ETHICS. EVERY ACTIVITY IN GIRL SCOUTING IS DESIGNED TO GIVE GIRLS THE SKILLS AND TOOLS TO GROW INTO PASSIONATE LEADERS OF COURAGE, CONFIDENCE, AND CHARACTER. GIRL SCOUTS' PROGRAMS NOT ONLY ADDRESS THE NEED TO NURTURE AND ENRICH GIRLS' LIVES, BUT ALSO TO BREAK TRADITIONAL FEMALE ROLES BY EDUCATING AND EMPOWERING GIRLS. OUR FOUR PROGRAM PILLARS ARE: STEAM (SCIENCE, TECHNOLOGY, ENGINEERING, ART AND MATH), OUTDOORS, LIFE SKILLS, AND ENTREPRENEURSHIP. WE DELIVER HANDS-ON STEAM EXPERIENCES TO DEVELOP YOUNG GIRLS' INTEREST AND CONFIDENCE IN THE SCIENCES WITH AN EFFORT TO CLOSE THE FIELD'S PERSISTENT UNDERREPRESENTATION OF WOMEN. WE DEVELOP GIRLS' ENTREPRENEURIAL SKILLS THROUGH BUSINESS AND FINANCIAL LITERACY USING TANGIBLE EXAMPLES SUCH AS THE GIRL SCOUTS' COOKIE PROGRAM - THE WORLD'S LEADING ENTREPRENEURIAL PROGRAM FOR GIRLS - TO TEACH FOUNDATIONAL BUSINESS AND LEADERSHIP SKILLS. WE DEMONSTRATE HEALTHY RELATIONSHIPS, STRONG SELF-ESTEEM, AND POSITIVE BODY IMAGES, AND FOSTER PERSONAL UNDERSTANDING OF THE IMPORTANCE OF RESPECTING SELF AND OTHERS. WE ENRICH AND BROADEN GIRLS' EXPERIENCES THROUGH OUTDOOR ADVENTURE AND ENVIRONMENTAL AWARENESS. BY EMPOWERING GIRLS AS LEADERS IN ALL OF THESE WAYS, GIRL SCOUTS MAXIMIZES THEIR PERSONAL GROWTH, COGNITIVE DEVELOPMENT, AND POTENTIAL FOR ECONOMIC SUCCESS, ALL WHILE PROVIDING THE GIRL SCOUT LEADERSHIP EXPERIENCE. FORM 990, PART III, LINE 4A, DESCRIPTION OF PROGRAM SERVICE: HIGH IMPACT PROGRAMS: GIRL SCOUTS UNIQUELY PREPARES GIRLS FOR A LIFETIME OF LEADERSHIP THROUGH ACCESS TO THOUSANDS OF GIRL-LED EXPERIENCES, SKILL BUILDING OPPORTUNITIES, AND KEY CONNECTIONS. GIRL SCOUTS NOT ONLY LEARN INNOVATIVE AND RELEVANT SKILLS (LIKE CODING, PUBLIC SPEAKING, OR BUDGETING), BUT THEY ARE ALSO GAINING THE GRIT, PROBLEM-SOLVING, AND EMPATHY THEY NEED TO OVERCOME CHALLENGES THROUGHOUT THEIR WHOLE LIVES - ESPECIALLY AS THEY BECOME LEADERS IN THEIR CHOSEN FIELDS. GIRLS ARE INSPIRED TO REALIZE THEIR FULL POTENTIAL THROUGH GSLE THAT INVOLVES EXPERIENCES THAT ARE GIRL-LED AND INCLUDE LEARNING BY DOING IN SAFE, ALL-GIRL SPACES. GIRL SCOUT PROGRAM OUTCOMES INCLUDE: A STRONG SENSE OF SELF, POSITIVE VALUES, CHALLENGE SEEKING, HEALTHY RELATIONSHIPS, AND PROBLEM-SOLVING SKILLS. THE HIGHEST ACHIEVEMENT IN GIRL SCOUTS IS THE GOLD AWARD. THE GOLD AWARD IS A TWO-YEAR UNDERTAKING AND REQUIRES A HIGH SCHOOL GIRL SCOUT (GRADES 9-12) TO COMPLETE LEADERSHIP TRAINING; DEVELOP A LARGE SCALE "TAKE ACTION" PROJECT THAT HAS LASTING IMPACT ON THE COMMUNITY; AND DEDICATE A MINIMUM OF 80 HOURS TO PLANNING AND PROJECT IMPLEMENTATION. LEADERSHIP EXCELLENCE IS ALSO REFLECTED IN THE SILVER AWARD FOR CADETTES (GIRLS IN GRADES 6-8) AND THE BRONZE AWARD FOR JUNIORS (GIRLS IN GRADES 4-5). FORM 990, PART III, LINE 4B, DESCRIPTION OF PROGRAM SERVICE: REACH MORE GIRLS/MEMBERSHIP: AT GSGLA, INCREASING GIRL AND VOLUNTEER MEMBERSHIP IS A CORE PRIORITY OF OUR STRATEGIC PLAN. THROUGH ALTERNATIVE PATHWAYS INCLUDING SPECIAL PARTNERSHIPS WITH SCHOOLS AND COMMUNITY PROGRAMS IN UNDERSERVED COMMUNITIES, AS WELL AS HANDS-ON, GRASSROOTS COMMUNITY ORGANIZING TO GROW TROOPS OF GIRLS AND VOLUNTEERS, WE REACH OVER 17,000 GIRLS IN LOW-INCOME NEIGHBORHOODS. THIS GROUP HAS SEEN A 24% INCREASE IN MEMBERSHIP GROWTH SINCE MEMBERSHIP YEAR 2017. GSGLA CONTINUES TO GROW OUR IMPACT IN LOW-INCOME AND UNDERSERVED COMMUNITIES THROUGHOUT GREATER LOS ANGELES. OUR PROGRAMS TAKE PLACE AT TITLE I SCHOOLS, LOCAL COMMUNITY CENTERS, AND PUBLIC AND TRANSITIONAL HOUSING FACILITIES. IN ADDITION, GSGLA ALSO PROVIDED FINANCIAL ASSISTANCE TO NEARLY 15,000 GIRLS PARTICIPATING IN TROOPS AND PARTNERSHIP PROGRAMS. OF THESE, 1,847 ENGAGE IN GIRL SCOUTS THROUGH THE TROOP START UP MODEL. FINANCIAL ASSISTANCE HELPS OFFSET COSTS FOR PROGRAM ACTIVITIES, CAMP, AND MEMBERSHIP FEES. THIS ASSISTANCE ALLOWS GIRLS TO PARTICIPATE IN ENRICHING EXPERIENCES THAT ARE AGE-APPROPRIATE AND HELP DEVELOP LIFE AND LEADERSHIP SKILLS AS THEY GROW THEIR COURAGE, CONFIDENCE, AND CHARACTER. WITH OVER 24,000 REGISTERED ADULT MEMBERS, VOLUNTEER DEVELOPMENT AND TRAINING IS CRITICAL TO THE GIRL SCOUT MISSION. AS DIRECT PROGRAM PROVIDERS, VOLUNTEERS MUST BE PREPARED TO PROVIDE THE LEADERSHIP EXPERIENCE. GSGLA VOLUNTEERS ARE A DIVERSE GROUP OF WOMEN AND MEN, FROM A WIDE VARIETY OF BACKGROUNDS SUCH AS PROFESSIONALS, RECENT COLLEGE STUDENTS, RETIREES, AND PARENTS. GSGLA HAS AN EXTENSIVE VOLUNTEER TRAINING PROGRAM DELIVERED BY STAFF. TOPICS INCLUDE: INTRODUCTION TO GIRL SCOUTS, TROOP LEADER TRAINING (SPECIFIC TO AGE LEVELS K-12), OUTDOOR TROOP CAMPING, ALL ASPECTS OF THE COOKIE PROGRAM, SERVICE UNIT MANAGER TRAINING, ADULT EDUCATOR TRAINING, SPECIAL EVENT TRAINING, AND FIRST AID AND CPR TRAINING FOR ADULTS AND CHILDREN. THE MISSION DELIVERY STAFF RECRUITS VOLUNTEERS, PROVIDES ASSISTANCE AND ONGOING TRAINING AND SUPPORT, MONITORS CRIMINAL BACKGROUND CHECKS, AND RECOGNIZES THEIR MANY ACHIEVEMENTS. FORM 990, PART III, LINE 4C, DESCRIPTION OF PROGRAM SERVICE: FINANCIAL LITERACY/COOKIES: TEACHING GIRLS BUSINESS AND FINANCIAL LITERACY SKILLS AND GIVING THEM VALUABLE ENTREPRENEURIAL EXPERIENCES IS WHY MANY OF OUR GIRL SCOUTS HAVE BECOME SUCCESSFUL BUSINESS LEADERS. THE GIRL SCOUT COOKIE PROGRAM IS THE LARGEST FINANCIAL LITERACY PROGRAM IN THE WORLD FOR GIRLS. IT HAS BEEN A CORNERSTONE PROGRAM AT GIRL SCOUTS FOR MORE THAN 100 YEARS. THIS PROGRAM, AS WELL AS THE FALL PRODUCT PROGRAM (MAGAZINE SUBSCRIPTIONS AS WELL AS NUTS AND CANDY), HELP GIRLS BUILD CONFIDENCE WHILE LEARNING BUSINESS AND MARKETING SKILLS, GOAL-SETTING, DECISION MAKING, MONEY MANAGEMENT, PEOPLE SKILLS, AND BUSINESS ETHICS. BY PARTICIPATING IN REAL MONEY-EARNING, FINANCIAL LITERACY PROJECTS, OUR GIRLS BUILD REAL-LIFE SKILLS THAT ALSO BENEFIT THEIR TROOP, COMMUNITY, AND THE GSGLA COUNCIL. THESE FINANCIAL EDUCATION PROGRAMS HELP GIRLS GAIN THE CONFIDENCE AND SKILLS TO BECOME SUCCESSFUL BUSINESS LEADERS AND ENTREPRENEURS. FORM 990, PART VI, SECTION A, LINE 6 GSGLA HAS ONE CLASS OF VOTING MEMBERS. ANY INDIVIDUAL 14 YEARS OF AGE AND OVER WHO IS A MEMBER OF THE GIRL SCOUT MOVEMENT AND IS A CURRENTLY REGISTERED MEMBER OF GSUSA AND AFFILIATED WITH THE COUNCIL, INCLUDING STAFF OF THE COUNCIL, IS A VOTING MEMBER OF THE COUNCIL. FORM 990, PART VI, SECTION A, LINE 7A ALL MEMBERS IN GOOD STANDING OF THE COUNCIL SHALL BE ENTITLED TO AN EQUAL VOTE CONCERNING THE FOLLOWING MATTERS PRESENTED TO THE MEMBERS FOR A VOTE: - ELECTION OF OFFICERS AND DIRECTORS AND MEMBERS OF THE BOARD DEVELOPMENT COMMITTEE OF THE COUNCIL; - IN APPROPRIATE YEARS, ELECTION OF DELEGATES AND ALTERNATES TO THE NATIONAL COUNCIL OF THE GSUSA; - ANY PROPOSED CHANGES OR AMENDMENTS TO THE BYLAWS, PURSUANT TO ARTICLE XVI OR PROPOSED AMENDMENTS TO THE COUNCIL'S ARTICLES OF INCORPORATION; - ON THE DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE COUNCIL'S ASSETS; - ON ANY MERGER AND ITS PRINCIPAL TERMS AND ANY AMENDMENT OF THOSE TERMS; - ON ANY ELECTION TO DISSOLVE THE COUNCIL; AND - IF SUCH MATTERS ARISE, TO REMOVE WITHOUT CAUSE ANY DIRECTOR, OR TO FILL THE VACANCY, OF ANY DIRECTOR REMAINING UNFILLED AT THE TIME OF ANY MEETING OF THE MEMBERS. IN ADDITION, ALL MEMBERS HAVE THE RIGHT TO PROVIDE INPUT ON KEY ISSUES AFFECTING THE COUNCIL AND THE GIRL SCOUT MOVEMENT AND CONSIDER SUCH OTHER PROPER BUSINESS AS MAY BE PUT BEFORE THE MEMBERSHIP. IN ADDITION, ALL MEMBERS SHALL HAVE THE RIGHTS AFFORDED MEMBERS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS OF THE GOVERNING BODY SUBJECT TO APPROVAL BY MEMBERS ARE CHANGES TO THE ORGANIZATION'S BYLAWS AND THE SLATE OF BOARD OF DIRECTORS MEMBERS. THIS APPROVAL IS IN THE FORM OF A VOTE AT THE COUNCIL'S ANNUAL MEETING HELD EACH SPRING. AT THE ANNUAL MEETING, THE MEMBERS SHALL: - ELECT THE ELECTED OFFICERS OF THE COUNCIL, MEMBERS OF THE BOARD OF DIRECTORS, MEMBERS OF THE BOARD DEVELOPMENT COMMITTEE, AND IN APPROPRIATE YEARS, DELEGATES AND ALTERNATES TO THE NATIONAL COUNCIL OF THE GIRL SCOUTS OF THE UNITED STATES OF AMERICA; - CONSIDER AND VOTE ON ANY PROPOSED AMENDMENTS TO THE COUNCIL BYLAWS; - PROVIDE INPUT ON KEY ISSUES AFFECTING THE COUNCIL AND THE GIRL SCOUT MOVEMENT; AND, - CONDUCT SUCH OTHER PROPER BUSINESS AS MAY FROM TIME TO TIME COME BEFORE THE COUNCIL. FORM 990, PART VI, SECTION B, LINE 11B THE AUDIT COMMITTEE MEETS WITH THE AUDITORS TO REVIEW AND DISCUSS A DRAFT OF THE FORM 990. ONCE APPROVED BY THE AUDIT COMMITTEE, THE FORM IS PRESENTED TO THE BOARD OF DIRECTORS FOR REVIEW AND DISCUSSION. THE RETURN IS THEN ELECTRONICALLY FILED. FORM 990, PART VI, SECTION B, LINE 12C GSGLA'S SENIOR MANAGEMENT TEAM MEMBERS, BOARD MEMBERS, AND COMMITTEE MEMBERS ARE REQUIRED TO SIGN AN ANNUAL CONFLICT OF INTEREST STATEMENT REQUIRING THEM TO DISCLOSE INTERESTS THAT COULD GIVE RISE TO CONFLICTS. GSGLA CONTINUES TO REGULARLY AND CONSISTENTLY MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY. A PERSON WHO HAS A CONFLICT OF INTEREST IS NOT PERMITTED TO PARTICIPATE IN OR TO HEAR THE BOARD'S OR COMMITTEE'S DISCUSSION OF THE MATTER EXCEPT TO DISCLOSE MATERIAL FACTS AND TO RESPOND WITH QUESTIONS. FURTHERMORE, SUCH PERSON IS NOT PERMITTED TO ATTEMPT TO EXERT HIS OR HER PERSONAL INFLUENCE WITH RESPECT TO THE MATTER, EITHER AT OR OUTSIDE THE MEETING. A PERSON WHO HAS A CONFLICT OF INTEREST WITH RESPECT TO A CONTRACT OR TRANSACTION THAT WILL BE VOTED ON AT A MEETING WILL NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM FOR PURPOSES OF A VOTE. THE PERSON HAVING A CONFLICT OF INTEREST MAY NOT VOTE ON THE CONTRACT OR TRANSACTION AND MAY NOT BE PRESENT IN THE MEETING ROOM WHEN THE VOTE IS TAKEN, UNLESS THE VOTE IS BY SECRET BALLOT. SUCH PERSON'S INELIGIBILITY TO VOTE WILL BE REFLECTED IN THE MINUTES OF THE MEETING. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION HAS AN EXECUTIVE COMPENSATION COMMITTEE COMPOSED OF BOTH BOARD MEMBERS AND COMMUNITY MEMBERS. THE COMMITTEE RECOMMENDS ANY CHANGES TO COMPENSATION BASED ON DISCUSSION OF STUDIES FROM AN INDEPENDENT COMPENSATION CONSULTANT, AND LOCAL MARKET AND NATIONAL COMPARATIVE DATA. FORM 990, PART VI, SECTION C, LINE 19 GSGLA MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, WHISTLEBLOWER POLICY, FINANCIAL STATEMENTS AND INFORMATIONAL RETURNS AVAILABLE ON THE GSGLA WEBSITE AT WWW.GIRLSCOUTSLA.ORG. THE INFORMATIONAL RETURNS ARE ALSO MADE AVAILABLE TO THE PUBLIC THROUGH WWW.GUIDESTAR.ORG, A PUBLIC WEBSITE. FORM 990, PART XII LINE 2C THE PROCESS OF OVERSEEING THE AUDIT AND SELECTING AN INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR.