2018-11-14T14:55:55-06:00 2017-12-31 131655065 LUTZ AND CARR CPAS LLP 551 FIFTH AVENUE SUITE 400 NEW YORK NY 10176 990 2017-01-01 311734086 FRIENDS OF THE HIGH LINE INC FRIE 2122069922 820 WASHINGTON STREET NEW YORK NY 100141406 ROBERT HAMMOND EXECUTIVE DIRECTOR 2122069922 2018-11-14 1 MICHAEL WALLACE P00881958 2126972299 38.142.140.186 2018-11-14 10:50:25 ES P 7EE24DDEAA34AFAE9DF92C3D2672F42BD3DA974D 5113AD6B164773D5121634EC23FD61D36CB6A590 2017 2019-02-21 02:37:17Z ROBERT HAMMOND 820 WASHINGTON STREET NEW YORK NY 100141406 50762000 0 X WWW.THEHIGHLINE.ORG X 2000 NY FRIENDS OF THE HIGH LINE IS A NON-PROFIT PARK CONSERVANCY RESPONSIBLE FOR MAINTAINING AND OPERATING AN EXTRAORDINARY PUBLIC SPACE ON THE HIGH LINE. THE HIGH LINE IS A 1.45-MILE ELEVATED FREIGHT RAIL LINE TRANSFORMED INTO A PUBLIC PARK ON MANHATTAN'S WEST SIDE. 40 38 224 201 105572 -26473 14168068 15600000 910341 1846000 531051 2374000 3352552 2843000 18962012 22663000 0 843000 0 0 9168216 10406000 266478 248000 2724606 7181009 18756606 16615703 30253606 2346309 -7590606 103386090 99596000 2009484 2178000 101376606 97418000 X FRIENDS OF THE HIGH LINE WORKS TO BUILD AND MAINTAIN AN EXTRAORDINARY PUBLIC SPACE ON THE HIGH LINE. WE SEEK TO PROTECT THE ENTIRE HISTORIC STRUCTURE, TRANSFORMING AN ESSENTIAL PIECE OF NEW YORK'S INDUSTRIAL PAST AND INSPIRING NEW WAYS OF THINKING ABOUT THE CITY, PARKS, PUBLIC SPACE, PRESERVATION, AND COMMUNITY. WE PROVIDE VIRTUALLY ALL OF THE HIGH LINE'S ANNUAL OPERATING BUDGET AND ARE RESPONSIBLE FOR THE MAINTENANCE OF THE PARK, PURSUANT TO A LICENSE AGREEMENT WITH THE NEW YORK CITY DEPARTMENT OF PARKS & RECREATION. THROUGH EXCELLENCE IN OPERATIONS, STEWARDSHIP, INNOVATIVE PROGRAMMING, AND WORLD-CLASS DESIGN, WE SEEK TO ENGAGE THE VIBRANT AND DIVERSE COMMUNITY ON AND AROUND THE HIGH LINE. 0 0 14606000 933000 HIGH LINE PLANNING, CONSTRUCTION AND CAPITAL REPAIRS:IN 2017, FRIENDS OF THE HIGH LINE ("FHL") CONTINUED TO WORK ON SEVERAL LARGE-SCALE CAPITAL CONSTRUCTION PROJECTS, ADVANCED THE DESIGN PHASES FOR ADDITIONAL LARGE-SCALE PROJECTS, COMPLETED A VARIETY OF CAPITAL IMPROVEMENTS ON THE EXISTING HIGH LINE AND IMPLEMENTED ADVOCACY EFFORTS FOCUSING ON STRATEGIC PLANNING INITIATIVES.CONSTRUCTION ON PHASE II OF SECTION 3 BEGAN IN THE SPRING OF 2017. MANY SIGNIFICANT COMPONENTS OF THE PROJECT WERE COMPLETED, INCLUDING THE BUILDING STRUCTURE, WATERPROOFING AND DRAINAGE. CONSTRUCTION WILL CONTINUE THROUGH 2019. THIS IS THE LAST PIECE OF THE HIGH LINE CURRENTLY NOT ACCESSIBLE TO THE PUBLIC AND IS SCHEDULED TO OPEN IN MID-2019.FHL FINALIZED DESIGN FOR THE 18TH STREET PLAZA, THE FIRST STREET-LEVEL PARK SPACE CONNECTED TO THE HIGH LINE. CONSTRUCTION IS SCHEDULED TO BEGIN IN LATE 2018.FHL STARTED AND COMPLETED MANY CRITICAL CAPITAL PROJECTS ON BOTH THE HIGH LINE AND AT THE HIGH LINE HEADQUARTERS ("HLHQ") BUILDING AT 820 WASHINGTON STREET. THESE PROJECTS INCLUDED INSTALLATION OF PROTECTIVE MATERIAL ON THE FLYOVER TO PREVENT RUSTING, REPAIRS TO THE 34TH STREET GATE AND TO BONDED AGGREGATE PAVING MATERIAL IN SECTION 3 OF THE HIGH LINE, AND MODIFICATIONS TO THE 22ND STREET SEATING STEPS TO CREATE AN ADA COMPANION SEATING AREA.ADDITIONALLY, FHL WORKED WITH THE NYC PARKS DEPARTMENT AND CITY PLANNING TO MODIFY THE WEST CHELSEA ZONING TEXT TO SECURE A NEW OPERATIONS SPACE IN AN ADJACENT DEVELOPMENT AT WEST 18TH STREET. 4315000 561000 HIGH LINE OPERATIONS:IN 2017, FHL SUCCESSFULLY OPERATED AND MAINTAINED SECTIONS 1, 2, AND 3 OF THE PARK, FROM GANSEVOORT STREET TO WEST 34TH STREET. FHL CONTINUED TO FOCUS ON MAINTENANCE, CLEANLINESS AND SAFETY OF THE 1.45 MILE PARK TO ENHANCE THE SUPERLATIVE AND WORLD CLASS VISITOR EXPERIENCE FOR APPROXIMATELY 7.5 MILLION PEOPLE. THIS WORK INCLUDED THE INTRODUCTION OF NEW SAFETY INITIATIVES THAT INVOLVED A CLOSER COLLABORATION WITH LOCAL POLICE PRECINCTS. THE HORTICULTURE TEAM MANAGED THE GARDENS BY PLANTING OVER 5,000 PERENNIALS, 4,100 BULBS, AND 8 SHRUBS. ALL PLANT MATERIALS WERE COMPOSTED ON-SITE AND WERE THE EXCLUSIVE COMPOST ADDED TO THE GARDENS, THUS ACHIEVING A FULLY SELF-SUSTAINABLE LANDSCAPE SYSTEM. THE FACILITIES TEAM OPERATED AND MAINTAINED ALL THE MECHANICAL, ELECTRICAL, AND PLUMBING FEATURES OF THE PARK AND HLHQ. THE CUSTODIAL SERVICES TEAM REMOVED 123 TONS OF GARBAGE AND 55 TONS OF RECYCLING, MAINTAINED CLEAN RESTROOMS YEAR-ROUND, AND POWER WASHED THE HIGH LINE SEVERAL TIMES DURING THE SUMMER MONTHS. 4100000 843000 118000 PROGRAMMING, ART AND EDUCATION:FHL WELCOMED OVER 45,000 VISITORS TO OVER 400 SCHEDULED PROGRAMS AND ACTIVITIES. FHL HAD OVER 7,500 PARTICIPANTS AT OUR CULTURAL PERFORMANCES AND PUBLIC PROGRAMS, OF WHICH MORE THAN 80% WERE NEW YORKERS. PROGRAMS FOR CHILDREN SERVED OVER 20,500 KIDS AND CAREGIVERS FROM APRIL THROUGH OCTOBER, THROUGH MONTHLY FAMILY PROGRAMMING, INCLUDED PERFORMANCES AND ART-MAKING ACTIVITIES. FHL LEAD 190 GUIDED FIELD TRIPS, SERVING OVER 4,500 ADULTS AND CHILDREN. ADDITIONALLY 1,130 STUDENTS PARTICIPATED IN THE SUMMER CAMP PROGRAM. THE HIGH LINE TEEN PROGRAM PROVIDED EMPLOYMENT FOR 30 LOCAL TEENAGERS AND ENGAGED OVER 1,600 NEW YORK CITY YOUTH THROUGH TWO TEEN NIGHT EVENTS. FHL ALSO WORKED WITH 201 VOLUNTEERS WHO SUPPORTED THE ORGANIZATION THROUGH 4,000 HOURS AS DOCENTS, GREETERS, HORTICULTURAL ASSISTANTS, PLAY PARTNERS, AMBASSADORS AND PHOTOGRAPHERS.FHL COMMISSIONED MORE THAN 37 ART PROJECTS, INCLUDING 7 VIDEO PROGRAMS, 3 ART PERFORMANCES, AND 15 MAJOR COMMISSIONS, WHICH IT HELPED FABRICATE AND INSTALL, ON THE HIGH LINE. FURTHERMORE, FHL SOLIDIFIED PARTNERSHIPS WITH OTHER NYC ART NON-PROFIT ORGANIZATIONS, PARTICIPATING IN A FESTIVAL EXHIBITION WITH 13 OTHER NON-PROFIT ORGANIZATIONS AND REALIZING A PERFORMANCE IN COLLABORATION WITH THE WHITNEY MUSEUM OF AMERICAN ART. FHL CONTINUED ITS WORK ON THE HIGH LINE NETWORK, A GROUP OF INFRASTRUCTURE REUSE PROJECTS-AND THE PEOPLE WHO ARE HELPING THEM COME TO LIFE. FHL WORKED WITH NETWORK MEMBERS TO DRAFT AN EQUITABLE IMPACT FRAMEWORK, A RESOURCE INTENDED TO HELP MEMBERS IMPLEMENT A MORE RIGOROUS ASSESSMENT OF THE ECONOMIC, SOCIAL AND ENVIRONMENTAL CONSEQUENCES THEY ARE CREATING. SECONDLY, FHL HELD TWO IN-PERSON CONVENINGS - ONE IN NEW YORK CITY FOR STAFF MEMBERS OF NETWORK PROJECTS, AND ONE IN LOS ANGELES FOR SENIOR LEADERS. 2330000 828428 COMMUNICATIONS, EXPENSES: 1,263,000, REVENUE: -0-RETAIL, VENUE RENTALS AND CONCESSIONS, EXPENSES: 1,067,000, REVENUE: 828,428 2330000 828428 25351000 1 1 0 1 0 0 0 0 0 1 1 1 0 0 1 0 1 0 0 0 0 0 0 1 1 0 0 1 0 1 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 173 0 224 1 1 1 0 0 0 0 1 1 0 0 0 0 X 40 38 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CT NJ X MARK QUINN VICE PRESIDENT OF FINANCE 2122069922 820 WASHINGTON STREET NEW YORK NY 100141406 ROBERT HAMMOND CO-FOUNDER & EXECUTIVE DIR 40.00 X X 612274 0 12895 CATHERINE C MARRON CHAIR 5.00 X X 0 0 0 MARIO J PALUMBO JR CO-CHAIR 3.00 X X 0 0 0 SUSAN VINIAR VICE CHAIR 3.00 X X 0 0 0 JASON STEWART TREASURER 3.00 X X 0 0 0 PETER S WILSON SECRETARY 3.00 X X 0 0 0 PHILIP E AARONS FOUNDING CHAIR 1.00 X 0 0 0 KAREN HERSKOVITZ ACKMAN MEMBER 1.00 X 0 0 0 JENNIFER ALLAN SOROS MEMBER 1.00 X 0 0 0 JOHN H ALSCHULER JR EMERITUS CHAIR 1.00 X 0 0 0 BRUCE A BEAL JR MEMBER 1.00 X 0 0 0 JOHN BLONDEL MEMBER 1.00 X 0 0 0 AMANDA M BURDEN MEMBER 1.00 X 0 0 0 URSULA M BURNS MEMBER 1.00 X 0 0 0 JAMES CAPALINO MEMBER 1.00 X 0 0 0 R MARTIN CHAVEZ MEMBER 1.00 X 0 0 0 SHARON DAVIS MEMBER 1.00 X 0 0 0 KRISTEN M DICKEY MEMBER 1.00 X 0 0 0 LISA MARIA FALCONE MEMBER 1.00 X 0 0 0 ELLEN FITZSIMMONS MEMBER 1.00 X 0 0 0 ALEXANDRE VON FURSTENBERG MEMBER 1.00 X 0 0 0 GARY HANDEL MEMBER 1.00 X 0 0 0 JEFFREY HARRIS MEMBER 1.00 X 0 0 0 HERMINE RIEGERL HELLER MEMBER 1.00 X 0 0 0 J TOMILSON HILL MEMBER 1.00 X 0 0 0 SANDRA JACKSON-DUMONT MEMBER 1.00 X 0 0 0 STEFAN KALUZNY MEMBER 1.00 X 0 0 0 WENDY KEYS MEMBER 1.00 X 0 0 0 JANE LAUDER MEMBER 1.00 X 0 0 0 HEATHER MCDOWELL LEVIN MEMBER 1.00 X 0 0 0 GIFFORD MILLER MEMBER 1.00 X 0 0 0 SARAH MIN MEMBER 1.00 X 0 0 0 ACKNEIL M MULDROW III MEMBER 1.00 X 0 0 0 DONALD R MULLEN JR MEMBER 1.00 X 0 0 0 MICHAEL PHILLIPS MEMBER 1.00 X 0 0 0 STEVEN RUBENSTEIN MEMBER 1.00 X 0 0 0 MITCHELL SILVER FAICP MEMBER 1.00 X 0 0 0 ELIZABETH W SMITH MEMBER 1.00 X 0 0 0 JON STRYKER MEMBER 1.00 X 0 0 0 DARREN WALKER MEMBER 1.00 X 0 0 0 JOANNE WILSON MEMBER 1.00 X 0 0 0 BRONSON VAN WYCK MEMBER 1.00 X 0 0 0 CLAUDE JOHNSON CHIEF ADVANCEMENT OFFICER 40.00 X 277269 0 15525 RISE WILSON CHIEF PROGRAM OFFICER 40.00 X 28400 0 61 JULIE TWITMYER CHIEF OPERATING OFFICER 40.00 X 197189 0 3674 MARK QUINN VP OF FINANCE & ASSISTANT TREASURER 40.00 X 140271 0 34476 SANAYA KAUFMAN VICE PRESIDENT OF DEVELOPMENT 40.00 X 191080 0 26249 ADAM GANSER VICE PRESIDENT FOR PLANNING & DESIGN 40.00 X 160405 0 27518 CECILIA ALEMANI CURATOR AND DIRECTOR OF HL ART 40.00 X 138958 0 16693 KIRK LOVE VP OF MARKETING & CREATIVE SERVICES 40.00 X 141151 0 26969 ADRIENNE IMBRIACO VP OF ADMIN & STRATEGIC PROJECTS 40.00 X 131196 0 22994 2018193 0 187054 13 0 1 0 NYC ECONOMIC DEVELOPMENT CORPORATION 110 WILLIAM STREET NEW YORK NY 10038 CONSTRUCTION 8990272 FJ SCIAME CONSTRUCTION CO INC 14 WALL STREET NEW YORK NY 10005 NEW YORK NY 10005 CONSTRUCTION 2072592 JAMES CORNER FIELD OPERATIONS 475 TENTH AVE 9TH FLOOR NEW YORK NY 10018 DESIGN 1764707 BITEFOOD LTD 126 UNDERCLIFF AVENUE EDGEWATER NJ 07020 EVENT CATERING 365875 NYC DEPT OF PARKS AND RECREATION 1234 5TH AVENUE 233 NEW YORK NY 10029 PARK SECURITY 253205 14 3869000 207000 11524000 744000 15600000 REPAIRS, MAINTENANCE AND IMPROVEM 713990 1459000 1459000 SUBLICENSING CONCESSION INCOME 713990 326000 326000 FIELD TRIPS AND WALKING TOURS 713990 61000 61000 1846000 1261000 1261000 2143000 0 2143000 2143000 2143000 27831000 26718000 1113000 1113000 1113000 958000 3869000 958000 0 1028000 423000 605000 499428 105572 OTHER REVENUE 900099 95000 95000 95000 22663000 2440428 105572 4517000 X 843000 843000 1223000 477000 541000 205000 7493000 5672000 635000 1186000 159000 118000 16000 25000 936000 735000 80000 121000 595000 426000 71000 98000 20000 20000 40000 40000 248000 248000 123000 123000 1229000 861000 160000 208000 173000 98000 10000 65000 89000 71000 1000 17000 219000 94000 114000 11000 276000 128000 84000 64000 209000 160000 14000 35000 59000 42000 7000 10000 HIGH LINE CONSTRUCTION 13657000 13657000 ART PRODUCTION 599000 599000 SUPPLIES 520000 384000 35000 101000 UBI TAX EXPENSE 5000 5000 1538606 986000 222000 330606 30253606 25351000 2178000 2724606 3263546 3680000 2581366 1902000 24276080 25315000 428777 252000 256499 214000 1457000 901000 652479 556000 64982175 60610000 6867679 7067000 77489 103386090 99596000 1306035 1812000 522141 231000 181308 135000 2009484 2178000 X 69820048 62232000 25775919 29343000 5780639 5843000 101376606 97418000 103386090 99596000 -7590606 3632000 0 X X 0 1 X 1 0 X 30017686 16812986 18102479 14168068 15600000 94701219 30017686 16812986 18102479 14168068 15600000 94701219 19733320 74967899 1094440 738409 2290195 3709622 3404000 11236666 2449 12976 0 15425 105953310 8983888 0.70760 0.60510 X 0 1 0 0 0 0 1 5068 0 0 5068 0 PART II-B, LINE 1: IN 2017, FHL STAFF ENGAGED IN LOBBYING ACTIVITIES WITH REPRESENTATIVES FROM VARIOUS NYC AND NYS AGENCIES REGARDING HIGH LINE MAINTENANCE AND OPERATIONS, HIGH LINE PROGRAMMING, COMMUNITY RELATIONS AND ENGAGEMENT, AND SOLICITATION OF FUNDS. 40501183 3802000 5544817 680000 49168000 34829904 3505000 2166279 40501183 29668788 6283139 -546287 575736 34829904 22360974 7175000 455427 322613 29668788 12300040 8509500 1551434 22360974 0.86170 0.11760 0.02070 0 0 994000 592000 402000 463000 309000 154000 556000 HEDGE FUNDS 4553000 F PRIVATE EQUITY FUNDS 2514000 F 7067000 REFUNDABLE DEPOSITS PAYABLE 13000 SECTION 457 RETIREMENT PLAN PAYABLE 122000 135000 26459000 3632000 287000 3919000 22540000 123000 123000 22663000 30417606 287000 287000 30130606 123000 123000 30253606 PART V, LINE 4: THE ENDOWMENT FOR SUSTAINABILITY IS USED TO SUPPORT THE OPERATIONS OF THE HIGH LINE INCLUDING, BUT NOT LIMITED TO, HORTICULTURE, MAINTENANCE, VISITOR SERVICES, PUBLIC PROGRAMS, PUBLIC ART COMMISSIONS, AND SCHOOL AND YOUTH PROGRAMS. THE HORTICULTURE AND STEWARDSHIP FUND IS USED TO SUPPORT THE HORTICULTURE CARE AND GENERAL MAINTENANCE OF THE PUBLIC PARK ON THE HIGH LINE. THE PUBLIC PROGRAMS FUND IS USED TO SUPPORT PUBLIC PROGRAMS ON THE PARK, INCLUDING THE HIGH LINE TEEN JOB PROGRAM, SCHOOL FIELD TRIPS, AND PUBLIC ART PROJECTS. THE BOARD DESIGNATED HIGH LINE FUND IS USED TO SUSTAIN THE PARK'S LONG-TERM MAINTENANCE AND OPERATIONS. X X X X X X 1 MKDM 612 EAST JEFFERSON STREET CHARLOTTESVILLE VA 22902 DIRECT RESPONSE STRATEGY COUNSEL 0 1005504 164009 841495 SUSAN COURTEMANCHE 40 POWDER HORN HILL ROAD WILTON CT 06897 GENERAL FUNDRAISING COUNSEL 0 0 84000 0 1005504 248009 841495 NY CT NJ BENEFIT DINNER 3055000 2407000 648000 307000 307000 34000 ART DINNER 1318000 1123000 195000 71000 105000 9000 10000 1 454000 339000 115000 11000 104000 4827000 3869000 958000 389000 516000 9000 44000 958000 0 1 MILE LONG OPERA LLC 813060659 843000 FISCALLY SPONSORED ORGANIZATION 0 1 PART I, LINE 2: THE ORGANIZATION MONITORS THE USE OF GRANT FUNDS DISTRIBUTED BY REQUIRING THE RECIPIENT TO SUBMIT COMPLIANCE REPORTS ON THE 60TH DAY FOLLOWING JUNE 30TH AND DECEMBER 31ST OF EACH GRANT PERIOD YEAR. THE REPORTS INCLUDE A COMPLETE REPORT OF GRANTEE'S USE OF THE FUNDS, GRANTEE'S ACTIVITIES IN FURTHERANCE OF THE PROJECT AND AN UPDATED PROJECT BUDGET VERSUS ACTUAL REPORT. ADDITIONALLY ALL DISBURSEMENT REQUESTS, MUST INCLUDE A DETAILED INVOICE, A SUMMARY OF INTENDED USES OF DISBURSED FUNDS OVER THE PROCEEDING 90 DAY PERIOD AND AN UPDATE ON THE PROJECT BUDGET. X X X X X X 0 1 0 0 0 0 0 0 0 ROBERT HAMMOND CO-FOUNDER & EXECUTIVE DIR 433914 0 160000 0 18360 0 3000 0 9895 0 625169 0 100000 0 CLAUDE JOHNSON CHIEF ADVANCEMENT OFFICER 270685 0 5000 0 1584 0 3000 0 12525 0 292794 0 0 0 JULIE TWITMYER CHIEF OPERATING OFFICER 196906 0 0 0 283 0 0 0 3674 0 200863 0 0 0 MARK QUINN VP OF FINANCE & ASSISTANT TREASURER 135174 0 5000 0 97 0 3000 0 31476 0 174747 0 0 0 SANAYA KAUFMAN VICE PRESIDENT OF DEVELOPMENT 189429 0 1500 0 151 0 3000 0 23249 0 217329 0 0 0 ADAM GANSER VICE PRESIDENT FOR PLANNING & DESIGN 158198 0 2000 0 207 0 3000 0 24518 0 187923 0 0 0 CECILIA ALEMANI CURATOR AND DIRECTOR OF HL ART 136850 0 2000 0 108 0 3000 0 13693 0 155651 0 0 0 KIRK LOVE VP OF MARKETING & CREATIVE SERVICES 139480 0 1500 0 171 0 3000 0 23969 0 168120 0 0 0 ADRIENNE IMBRIACO VP OF ADMIN & STRATEGIC PROJECTS 123110 0 8000 0 86 0 3000 0 19994 0 154190 0 0 0 PART I, LINE 4B THE ORGANIZATION MAINTAINS A 457(B) DEFERRED COMPENSATION PLAN FOR CERTAIN ELIGIBLE EMPLOYEES. $18,000 OF DEFERRED COMPENSATION EXPENSE WAS INCURRED IN 2017 AND THAT AMOUNT WAS CONTRIBUTED TO ROBERT HAMMOND'S PLAN. VAN WYCK & VAN WYCK COMPANY OWNED BY BOARD MEMBER, BRONSON VAN WYCK 145000 RENTALS, DECOR, AND OTHER EXPENSES RELATED TO SPECIAL EVENTS 0 X 10 744000 FAIR MARKET VALUE 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 TWO BOARD MEMBERS, PHILIP AARONS AND MARIO PALUMBO, ARE PARTNERS IN THE SAME FOR-PROFIT CORPORATION. A THIRD BOARD MEMBER, GARY HANDEL, PROVIDES SERVICES TO THEIR CORPORATION. FORM 990, PART VI, SECTION B, LINE 11B THE 990 IS PREPARED BY THE ORGANIZATION'S CONTROLLER AND REVIEWED BY THE VICE PRESIDENT OF FINANCE. THE 990 IS THEN FORWARDED TO THE ORGANIZATION'S ACCOUNTING FIRM FOR FINAL REVIEW. THE 990 IS PRESENTED TO THE AUDIT & FINANCE COMMITTEE OF THE BOARD BY THE CONTROLLER. THE 990 IS THEN MADE AVAILABLE TO BOARD MEMBERS FOR REVIEW AT A BOARD MEETING BEFORE THE RETURN IS FILED. FORM 990, PART VI, SECTION B, LINE 12C TO ENSURE THE ORGANIZATION REGULARLY AND CONSISTENTLY MONITORS AND ENFORCES ITS CONFLICTS OF INTEREST POLICY, EACH DIRECTOR, OFFICER AND MEMBER OF A COMMITTEE WITH POWERS DELEGATED BY THE BOARD SHALL ANNUALLY SIGN A STATEMENT THAT AFFIRMS SUCH PERSON: A) HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY; B) HAS READ AND UNDERSTANDS THE POLICY; C) HAS AGREED TO COMPLY WITH THE POLICY; D) HAS COMPLETED, REVIEWED OR UPDATED THEIR CONFLICT OF INTEREST DISCLOSURE E) UNDERSTANDS THAT FHL IS A CHARITABLE ORGANIZATION AND THAT IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION IT MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. THE AUDIT AND FINANCE COMMITTEE OVERSEES THE IMPLEMENTATION OF, AND COMPLIANCE WITH, FHL'S CONFLICTS OF INTEREST POLICY. UPON THE FIRST KNOWLEDGE BY AN INTERESTED PERSON THAT FHL OR THE BOARD OR A COMMITTEE THEREOF IS CONSIDERING OR HAS CONSIDERED A TRANSACTION, AGREEMENT OR OTHER ARRANGEMENT WITH AN ENTITY OR INDIVIDUAL IN WHICH THE INTERESTED PERSON HAS AN INTEREST, THE INTERESTED PERSON MUST DISCLOSE IN GOOD FAITH THE EXISTENCE OF, AND MATERIAL FACTS CONCERNING, HIS OR HER INTEREST TO THE AUDIT AND FINANCE COMMITTEE OF THE BOARD (THE "AUDIT COMMITTEE"). THE AUDIT COMMITTEE SHALL THEN DETERMINE, BY A VOTE OF NOT LESS THAN A MAJORITY OF THE MEMBERS OF THE AUDIT COMMITTEE PRESENT AT THE MEETING, WHETHER THE TRANSACTION, AGREEMENT OR OTHER ARRANGEMENT IS FAIR, REASONABLE AND IN THE BEST INTERESTS OF FHL AT THE TIME OF SUCH DETERMINATION AND SHALL MAKE A DECISION WHETHER TO ENTER INTO THE TRANSACTION, AGREEMENT OR OTHER ARRANGEMENT IN ACCORDANCE WITH SUCH DETERMINATION. WITH RESPECT TO ANY RELATED PARTY TRANSACTION IN WHICH AN INTERESTED PERSON OR HIS OR HER RELATED PARTIES HAS A SUBSTANTIAL FINANCIAL INTEREST, IN DETERMINING WHETHER THE TRANSACTION, AGREEMENT OR OTHER ARRANGEMENT IS FAIR, REASONABLE AND IN THE BEST INTERESTS OF FHL, THE AUDIT COMMITTEE SHALL REVIEW AVAILABLE INFORMATION REGARDING THE COST AND BENEFIT OF COMPARABLE ALTERNATIVE TRANSACTIONS, AGREEMENTS OR OTHER ARRANGEMENTS, IF ANY. FORM 990, PART VI, SECTION B, LINE 15 BEFORE THE START OF EACH FISCAL YEAR, THE ORGANIZATION'S COMPENSATION COMMITTEE COMPARES THE PROPOSED COMPENSATION OF EACH MEMBER OF THE EXECUTIVE TEAM WITH PEER NON-PROFIT ORGANIZATIONS. THE COMMITTEE ALSO EVALUATES EACH EXECUTIVE TEAM MEMBER'S PERFORMANCE TO ENSURE THAT PROPOSED ANNUAL INCREASES ARE APPROPRIATE. FORM 990, PART VI, SECTION C, LINE 19 BY WRITTEN REQUEST. FORM 990 PART IX: STATEMENT OF FUNCTIONAL EXPENSES - SUMMARY OF OPERATING AND CAMPAIGN EXPENSES OPERATING PROGRAM SERVICE EXPENSES: 10,893,000 OPERATING MANAGEMENT AND GENERAL EXPENSES: 2,178,000 OPERATING FUNDRAISING EXPENSES: 2,653,606 TOTAL OPERATING EXPENSES: 15,724,606 CAMPAIGN CONSTRUCTION AND PLANNING EXPENSES: 14,458,000 CAMPAIGN FUNDRAISING EXPENSES: 71,000 TOTAL CAMPAIGN EXPENSES: 14,529,000 TOTAL FUNCTIONAL EXPENSES, PART IX, LINE 25: 30,253,606 FORM 990, PART XII, LINE 1: AMOUNTS REFLECTED IN THE 2017 FORM 990 FOR THE YEAR ENDED DECEMBER 31, 2017 HAVE BEEN ROUNDED TO THE NEAREST THOUSAND TO CONFORM WITH THE PRESENTATION IN FHL'S AUDITED FINANCIAL STATEMENTS.