2018-12-21T11:23:57-06:00 2018-06-30 113518842 Marks Paneth LLP 685 Third Avenue New York NY 10017 990 2017-07-01 132898799 Scenic Hudson Inc SCEN 8454734440 One Civic Center Plaza No 200 Poughkeepsie NY 12601 Edward O Sullivan President 8454734440 2018-12-11 1 Robert R Lyons CPA P00227472 2125038800 69.74.165.34 2018-12-11 16:18:49 ES P 4D4036FCC58049B3D4882CFCF2E58967925D611A C9F00FD95E436BC684235A774996A9E8B56183B1 2017 2019-02-21 02:37:17Z Edward O Sullivan One Civic Center Plaza No 200 Poughkeepsie NY 12601 8302596 0 X www.scenichudson.org X 1975 NY See Schedule O for Scenic Hudson's mission statement and vision for the Hudson Valley region. 35 35 63 450 0 0 7429458 5759006 1899475 1900575 614456 462893 14725 32697 9958114 8155171 0 0 0 0 5939591 6360832 0 0 1284153 1487525 2181465 7427116 8542297 2530998 -387126 28483775 29510773 587167 804589 27896608 28706184 X Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. More details on Schedule O. 0 0 3139709 988300 PROMOTING REGIONAL IDENTITY - We make the Hudson Valley more attractive to residents and employers by helping to create a shared sense of place and stewardship that is recognized far beyond our borders. We protect world-class scenic beauty; conserve family farms that supply fresh food to local and New York City consumers and drive a growing farm-to-table movement; create parks offering recreation and inviting spaces for people to gather; and mobilize citizens to speak out against threats to the Hudson River and other irreplaceable natural assets that make the valley a great place to live and visit. 1328338 418125 BUILDING COMMUNITY - We ensure that our work benefits all of the region's citizens, urban and rural, especially as demographic shifts continue. We respond to local concerns in diverse communities by partnering with residents and providing them with the expertise to turn neglected natural areas into safe places to exercise, relax, join with family and friends, and teach children about wildlife. In addition to uniting neighborhoods in a shared purpose, carrying out these initiatives affords much-needed skill-building opportunities for teens and has the potential to attract new investment and jobs - the key for revitalizing our cities. 1569854 494150 STRENGTHENING RESILIENCY - We further climate-change adaptation and resilience in our land conservation and community planning work and develop new climate-mitigation policies consistent with our conservation values. We provide guidance for riverfront communities to adapt to and mitigate rising sea levels and other climate-change impacts, and develop strategies for embracing renewable energy without sacrificing core assets - iconic views, farmland, critical habitat, cultural/historic resources - that residents and visitors cherish. We help wildlife adapt by conserving lands containing irreplaceable (and flood-resistant) habitat and migration pathways. We also create and manage our parks to serve as models of resiliency. 6037901 1 1 0 1 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 1 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 23 0 1 63 1 0 1 CJ 0 0 0 1 1 0 0 0 0 X 35 35 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CT PA NJ FL MD RI UT VA IL MA X X Jason Camporese 8454734440 One Civic Center Plaza Suite 200 Poughkeepsie NY 12601 Kristin Gamble Chair 1.00 1.00 X X 0 0 0 Richard Krupp Co-Vice Chair 1.00 0.00 X X 0 0 0 Alexander Reese Co-Vice Chair 1.00 1.00 X X 0 0 0 W Patrick McMullan III Treasurer 1.00 1.00 X X 0 0 0 John W Hamilton Assistant Treasurer 1.00 0.00 X X 0 0 0 Carlos A Gonzalez Secretary 1.00 0.00 X X 0 0 0 Simon Roosevelt Ex Officio Officer 1.00 1.00 X X 0 0 0 Theodore V Buerger Director 1.00 0.00 X 0 0 0 Stephen M Clement III Director 1.00 0.00 X 0 0 0 Jesse B Clinton Director 1.00 0.00 X 0 0 0 Rebecca R Cohen Director 1.00 0.00 X 0 0 0 Michael P Dowling Director 1.00 0.00 X 0 0 0 Cybele Fishman Director 1.00 0.00 X 0 0 0 Gary A Glynn Director 1.00 0.00 X 0 0 0 James C Goodfellow Director 1.00 0.00 X 0 0 0 Marjorie L Hart Director 1.00 1.00 X 0 0 0 Lisina M Hoch Director 1.00 0.00 X 0 0 0 Richard H Klapper Director 1.00 0.00 X 0 0 0 Daniel J Kramer Director 1.00 0.00 X 0 0 0 Judah S Kraushaar Director 1.00 0.00 X 0 0 0 Douglas S Land Director 1.00 0.00 X 0 0 0 Carl H Loewenson Jr Director 1.00 0.00 X 0 0 0 Evan Mason Director 1.00 0.00 X 0 0 0 Zack McKown Director 1.00 0.00 X 0 0 0 Eileen D Millett Director 1.00 0.00 X 0 0 0 Frederic C Rich Director 1.00 1.00 X 0 0 0 Leslie Richards-Yellen Director 1.00 0.00 X 0 0 0 Jay Saunders Director 1.00 0.00 X 0 0 0 Leigh Seippel Director 1.00 1.00 X 0 0 0 JE Hoke Slaughter Director 1.00 0.00 X 0 0 0 Maarten R van Hengel Director 1.00 0.00 X 0 0 0 Dawn Watson Director 1.00 0.00 X 0 0 0 Edward B Whitney Director 1.00 0.00 X 0 0 0 Julia Harte Widdowson Director 1.00 0.00 X 0 0 0 Usha Wright Director 1.00 0.00 X 0 0 0 Elizabeth McCormack Director (Former) 1.00 0.00 X 0 0 0 David Redden Director (Former) 1.00 0.00 X 0 0 0 Edward O Sullivan President 37.00 5.00 X 399774 0 131527 Steven Rosenberg Senior Vice President 28.00 20.00 X 267430 0 108845 Erin Riley Senior Vice President 40.00 2.00 X 236404 0 45357 Jason Camporese Chief Finance & Operations Officer 38.00 7.00 X 178891 0 38582 James Burgess Director of Communications 39.00 1.00 X 153025 0 11795 Seth McKee Land Conservation Director 1.00 39.00 X 128686 0 32642 Rita Shaheen Dir. of Parks & Community Engagement 1.00 39.00 X 115106 0 10492 Theresa Vanyo Director of Human Resources 40.00 0.00 X 120884 0 19809 1600200 0 399049 8 0 1 0 0 X 393570 50 5365386 308632 5759006 Fees (see Schedule O) 900099 1900575 1900575 1900575 344024 344024 118869 0 118869 118869 118869 147425 393570 147425 0 Miscellaneous 900099 32697 32697 32697 8155171 1900575 0 495590 X 1492627 680420 382530 429677 3668452 2757471 460828 450153 255855 172446 40681 42728 607641 449211 75915 82515 336257 226637 53465 56155 15530 10649 4881 22800 22800 114000 114000 63269 63269 801815 756483 45332 133330 99885 13875 19570 392434 293993 40840 57601 156409 112969 23864 19576 2285 2285 Program/public outreach 425874 261700 45396 118778 Equipment 53719 36483 9836 7400 8542297 6037901 1220243 1284153 29009 16815 3642125 3443922 2737940 2323782 41315 53827 116297 89638 19070 26659 17167565 18537515 3926751 4188253 920000 920000 28483775 29510773 555058 750067 32109 54522 587167 804589 X 20201380 20837842 7695228 7868342 27896608 28706184 28483775 29510773 -387126 1196702 0 X X 0 1 X 1 0 X 5397251 4659675 5816333 7429458 5759006 29061723 5397251 4659675 5816333 7429458 5759006 29061723 4847356 24214367 285822 285379 285851 299581 344024 1500657 1995 110406 127666 137625 180122 557814 31120194 9017050 0.77810 0.83610 X Schedule A, Part II, Line 10, Explanation of Other Income: Miscellaneous - 2013 Amount: $ 1,995. 2014 Amount: $ 9,815. 2015 Amount: $ 2,305. 2016 Amount: $ 14,725. 2017 Amount: $ 32,697. Gross Income from Fundraising Events - 2013 Amount: $ 0. 2014 Amount: $ 100,591. 2015 Amount: $ 125,361. 2016 Amount: $ 122,900. 2017 Amount: $ 147,425. 455 59841 60296 8482001 8542297 577115 144279 0 0 504697 511290 527386 577115 2120488 3180732 90067 105102 87450 60296 342915 126174 127823 131847 144279 530123 795185 20798 13688 12238 455 47179 189444444 57195 17431312 8511300 198421651 168420197 1251720 28262427 8489900 189444444 178554564 917329 -2845896 8205800 168420197 182909191 289100 3076273 7720000 178554564 158031429 5192544 26729409 7044400 182909191 0.09000 0.00000 0.91000 0 1 1 23910 23910 0 92387 65728 26659 26659 Pooled investment funds - ex U.S. commingled funds 2651868 F Pooled investment funds - alternative investment funds 1536385 F 4188253 Due to related party 54522 54522 X Part V, Line 4: USE OF ENDOWMENT FUNDS: As articulated in detail in Part VII of Schedule R, Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. Neither organization holds a "permanent endowment," that is, a fund intended by the donor to preserve its original principal amount and thus where spending is restricted to income and other investment earnings. SH and SHLT do hold four "quasi-endowment" funds, which had a combined market value of $198,421,651 as of June 30, 2018, as follows: The Scenic Hudson Board Designated Fund is held by SH for the purpose of supporting the annual operating budget. Spending from the Board Designated Fund is determined annually by the board based on a percentage of the average balance over a rolling twelve-quarter period. As of June 30, 2018, the balance of the Board Designated Fund was $17,856,610. The Lila Acheson and Dewitt Wallace Hudson Valley Land Preservation Endowment (the "Wallace Fund") is a donor-restricted fund held by SHLT. It is principally used to support capital and other costs of purchasing land and conservation easements to meet SHLT's land preservation goals. Spending from the Wallace Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Special appropriations are permitted under exceptional circumstances by Board approval, subject to donor restrictions. As of June 30, 2018, the balance of the Wallace Fund was $174,577,105. The Kathryn W. Davis Fund for Park Planning and Community Land Use (the "Kathyrn W. Davis Fund") is a donor-restricted fund held by SH. This fund is used to support SH's staff, consultants and other costs for park design, park management and land use planning. Spending from the Kathryn W. Davis Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. As of June 30, 2018, the balance of the Kathryn W. Davis Fund was $5,046,478. The Conservation Easement Enforcement Fund (the "Easement Enforcement Fund") is a board-designated fund held by SHLT. Appropriations are made at the discretion of the Board, generally by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Spending is used primarily to cover legal and other costs incurred to support the perpetual obligation to monitor and enforce conservation easements and to defend lands held in fee for conservation. As of June 30, 2018, the balance of the Easement Enforcement Fund was $941,458. As required by the Instructions to Form 990, the combined value of these four funds is reported on Schedule D, Part V of the 990 for both Scenic Hudson, Inc. and The Scenic Hudson Land Trust, Inc., notwithstanding that each such entity itself owns only two of such funds, as described above. Because of the small size of the Board Designated Fund relative to SH's operations, and the restricted purposes of the Wallace Fund, Kathryn W. Davis Fund and Easement Enforcement Fund, Scenic Hudson is highly dependent on donor contributions to meet its annual operating needs. Similarly, the capital costs of preserving the highest priority conservation lands in the Hudson Valley far exceed the appropriations available from the Wallace Fund. Accordingly, Scenic Hudson's land preservation program - which is run primarily through The Scenic Hudson Land Trust - is highly dependent on capital contributions from individuals, foundations and government entities. Part X, Line 2: DISCLOSURE OF UNCERTAIN TAX POSITIONS: The Organization believes it had no uncertain tax positions as of June 30, 2018 and 2017 in accordance with Accounting Standards Codification ("ASC") Topic 740, "Income Taxes," which provides standards for establishing and classifying any tax provisions for uncertain tax positions. Central America and the Caribbean - 0 0 Passive foreign investments N/A 1536385 0 0 0 0 0 0 1536385 0 1536385 0 0 0 0 0 0 Gala 540995 393570 147425 83518 62672 1200 35 540995 393570 147425 83518 62672 1200 35 147425 0 X X X X X 0 1 0 0 0 0 0 0 0 Edward O Sullivan President 329875 0 60000 0 9899 0 130231 0 1296 0 531301 0 0 0 Steven Rosenberg Senior Vice President 232430 0 35000 0 0 0 85600 0 23245 0 376275 0 0 0 Erin Riley Senior Vice President 201404 0 35000 0 0 0 28640 0 16717 0 281761 0 0 0 Jason Camporese Chief Finance & Operations Officer 153891 0 25000 0 0 0 15382 0 23200 0 217473 0 0 0 James Burgess Director of Communications 136673 0 15000 0 1352 0 10934 0 861 0 164820 0 0 0 Seth McKee Land Conservation Director 120852 0 7834 0 0 0 9668 0 22974 0 161328 0 0 0 PART I, LINE 4B: NOTE ON SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN: During the year ended June 30, 2015, Scenic Hudson, Inc. (SH) and Edward Sullivan, President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement run through January 31, 2020 at which time Mr. Sullivan will complete his commitment and receive a one-time lump sum payment of $500,000. Since Mr. Sullivan provides essential services to The Scenic Hudson Land Trust, Inc. (SHLT), which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under the plan. Accordingly, SHLT will recognize this obligation over the term of the agreement. During the year ended June 30, 2018, SHLT recognized $98,631 of expense related to this agreement. During the year ended June 30, 2016, SH and Steven Rosenberg, Senior Vice President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement run through June 14, 2021 at which time Mr. Rosenberg will complete his commitment and receive a one-time lump sum payment of $230,000. Since Mr. Rosenberg also provides essential services to SHLT, which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under the plan. Accordingly, SHLT will recognize this obligation over the term of the agreement. During the year ended June 30, 2018, SHLT recognized $46,000 of expense related to this agreement. X 26 308632 Fair Market Value 0 1 0 FORM 990, PART I, LINE 1: DESCRIPTION OF ORGANIZATION'S MISSION AND SIGNIFICANT ACTIVITIES: Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. Our work is guided by our vision for the region: The Hudson Valley is a community of informed and engaged citizens working to make the region a model of vibrant riverfront cities and towns linked by inviting parks and trails, beautiful and resilient landscapes, and productive farms. FORM 990, PART III, LINE 1: FURTHER CONTEXT FOR ORGANIZATION'S MISSION (CONTINUED): Scenic Hudson helps citizens and communities preserve land and farms and create parks where people experience the outdoors and enjoy the Hudson River. We also bring together people, businesses and government to protect the river and natural resources that are the engines of the valley's local economies. Today, in the face of new challenges and the effects of climate change, we are dedicated to making the Hudson Valley a great place to live, work and play. Our focus is on strengthening and maximizing benefits all can enjoy from the region's great assets - beautiful open spaces, working farms, and vibrant cities and town centers. Form 990, Part VI, Section B, line 11b 990 REVIEW AND OVERSIGHT PROCESS: The Audit Committee first reviews the 990 in draft form for Scenic Hudson and The Scenic Hudson Land Trust. Once the Audit Committee has satisfactorily completed its review, they will recommend distribution of the drafts to the full Board of Directors for review and acceptance at its next meeting. Printed and electronic copies of the draft 990s are distributed to the full board in preparation for the meeting. The board is encouraged to review the draft and provide comments or seek clarification, where necessary, before their acceptance. The return is filed upon acceptance by the board. Public inspection copies of the 990 are available on the Organization's board extranet and on the Organization's website (www.scenichudson.org/about/financials). Form 990, Part VI, Section B, line 12c MONITORING OF THE CONFLICT OF INTEREST POLICY: All board members and staff are required to review and sign the organization's conflict of interest policy annually. Board members who may have any real or perceived conflict of interest must abstain from discussion and voting around such issues. The Board of Directors reviews conflicts of interest that may arise (real or perceived) involving the staff. The Executive Committee (or the Board Membership and Governance Committee in some cases) and reviews conflicts of interest (real or perceived) involving the executive team and board, however they may seek input from the full Board of Directors and/or legal counsel. Form 990, Part VI, Section B, line 15 PROCESS FOR DETERMINING EXECUTIVE COMPENSATION: Executive compensation is determined by the Executive Compensation Committee, who engages a third-party consultant who provides a market analysis with recommendations, in consultation with the Board of Directors. The Executive Compensation Committee also incorporates first hand research data on comparable organizations in Scenic Hudson's staff and/or budget size in their recommendations. Form 990, Part VI, Section C, line 19 PUBLIC AVAILABLILITY OF GOVERNING DOCUMENTS: The following corporate governance documents are available to the public on Scenic Hudson's website (www.scenichudson.org/about/financials): * Form 1023 * Form 990 * Audited financial statements * Certificate of Incorporation * Corporate by-laws * Whistleblower policy * Conflict of interest policy FORM 990, PART VIII, LINE 2A: DESCRIPTION OF PROGRAM SERVICE REVENUE: As detailed in Schedule R, Part VII, Scenic Hudson provides The Scenic Hudson Land Trust, a related organization who has no employees of its own, with the services of its employees, office space and general administrative support through a service agreement. Program service revenue, which totaled $1,900,575 during fiscal year 2018, represents the fees collected under this agreement. FORM 990, PART IX: STATEMENT OF FUNCTIONAL EXPENSES (PROGRAM EXPENSE RATIO): Activities that occur in The Scenic Hudson Land Trust, a supporting organization of Scenic Hudson, directly impact the expenses of Scenic Hudson. Such activities include the purchase of conservation easements and land in fee title. With this in mind, the most meaningful calculation of the program expense ratio of Scenic Hudson and The Scenic Hudson Land Trust is to consider these expenses on a consolidated basis. On a consolidated basis, the program expense ratio for Scenic Hudson and The Scenic Hudson Land Trust was 80% and 81%, respectively, for the fiscal years ended June 30, 2018 and 2017. FORM 990, PART XII, LINE 2C: AUDIT OVERSIGHT AND SELECTION PROCESS: The Audit Committee will annually retain or renew the retention of an independent accountant/auditor to conduct an audit and, upon completion thereof, review the results of the audit and any related management letter with the independent auditor. The Audit Committee reports its activities to the full Board of Directors annually. This process has not changed from the prior year. The Scenic Hudson Land Trust Inc 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 237148333 Land Conservation NY 501(C)(3) Line 11, Type I Scenic Hudson Inc 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 The Scenic Hudson Land Trust Inc O 1900575 Board resolution/svcs. agreement The Scenic Hudson Land Trust Inc P 812959 Cash payments PART II AND PART V, LINE 1O: EXPLANATION OF RELATIONSHIP WITH OTHER TAX-EXEMPT ORGANIZATION: Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. SHLT is a supporting organization to SH, and SH is the sole member of SHLT. Each organization has its own governing board, however, the board of SHLT is appointed by that of SH. General operations, including expenses related to staff and benefits, are carried on by SH while SHLT operates primarily as the capital branch by acquiring conservation easements and holding title to land in fee. As SHLT does not have any employees, SH provides SHLT with the services of its employees, office space and general administrative support through a services agreement. Under this agreement, SHLT provides payment to SH of an amount approved annually via Board resolution for such services on a quarterly basis, which in fiscal year 2018 totaled $1,900,575.