2013-08-08T15:13:44-05:00 2012-12-31 PATTISON KOSKEY HOWE BUCCI PC 2880 ROUTE 9 SUITE 2 VALATIE NY 12184 990 2012-01-01 141667526 DUTCHESS LAND CONSERVANCY INC % REBECCA THORNTON DUTC 8456773002 PO BOX 138 Suite MILLBROOK NY 12545 REBECCA THORNTON 8456773002 2013-07-23 true 5187586776 2012 2016-02-24 21:20:13Z OAKLEIGH THORNE THORNEDALE FARM LLC PO BOX 258 MILLBROOK NY 12545 4108107 false X DUTCHESSLAND.ORG X 1985 NY THE ORGANIZATION IS DEDICATED TO PRESERVING THE SCENIC, AGRICULTURAL, AND ENVIRONMENTAL RESOURCES OF DUTCHESS COUNTY, NEW YORK, AND THE SURROUNDING AREA THROUGH CONSERVATION EASEMENTS AND PUBLIC EDUCATION. 24 24 12 264 0 1128602 1005340 0 0 23004 -872 82341 128356 1233947 1132824 0 0 0 0 694532 734880 0 0 95004 397711 344255 1092243 1079135 141704 53689 5221712 5390164 266979 123992 4954733 5266172 Dutchess Land Conservancy (DLC) is dedicated to preserving the scenic, agricultural and environmental resources of Dutchess County, New York, and the surrounding area. DLC, as a private non-profit land conservation organization, carries out its mission primarily by obtaining conservation easements on privately held land and monitoring these easements in perpetuity. Conservation easements, acquired through either donation or purchase, are legal agreements limiting future development in order to protect land for conservation purposes. In addition, DLC provides professional assistance to landowners and municipalities to encourage environmentally sound planning, and educates the public on matters of land conservation and stewardship. IN 2009 THE ORGANIZATION WAS AWARDED ACCREDITATION STATUS BY THE LAND TRUST ACCREDITATION COMMISSION, AN INDEPENDENT PROGRAM OF THE LAND TRUST ALLIANCE. false false 496071 LAND CONSERVATION: CONSERVATION EASEMENTS - IN 2012 THE ORGANIZATION WORKED WITH 33 LAND OWNERS ON CONSERVATION EASEMENTS COVERING MORE THAN 6,000 ACRES, 5 LAND OWNERS ON CONSERVATION PLANNING PROJECTS ON 4,300 ACRES, 70 LAND OWNERS ON RESOURCE MAPPING AND RESPONDED TO 10 ADDITIONAL INQUIRIES ABOUT CONSERVATION EASEMENTS AND VISITED MORE THAN 25 PROPERTIES. IN 2012, 13 CONSERVATION EASEMENTS WERE FILED PROTECTING 1250 ACRES WHICH BROUGHT THE ORGANIZATION'S TOTAL LAND PROTECTED TO MORE THAN 36,100 ACRES. PURCHASE OF DEVELOPMENT RIGHTS - 2012 was a record breaking year for PDR projects. In total, the organization preserved 11 farms working with various partners. Working with Scenic Hudson, the Town of Red Hook, and the Natural Resources Conservation Service, the organization completed the protection of nine farms comprising 596 acres in Red Hook. The organization also closed the Bos Haven and Sunset Ridge PDR projects in late December. The organization also continued its work with seven other farmers in the Towns of East Fishkill, LaGrange, Pleasant Valley, Red Hook and Union Vale. MUNICIPAL CONSERVATION AREAS - THROUGH THE ORGANIZATION'S MUNICIPAL CONSERVATION AREA ASSISTANCE PROGRAM, A PROGRAM TO HELP TOWNS ACQUIRE IMPORTANT RESOURCE LAND FOR PASSIVE PUBLIC USE, THE ORGANIZATION HAS BEEN ACTIVELY WORKING WITH DOVER TO ACQUIRE AND PROTECT AN ADDITIONAL 50 ACRES TO BE ADDED TO THE PRESERVE, HAS PROVIDED ADVICE ON PROTECTING LAND SURROUNDING A HISTORIC CIDER MILL IN POUGHKEEPSIE, AND IS WORKING WITH PAWLING ON THE POTENTIAL ACQUISITION OF DLC'S WHALEY LAKE PROPERTY AS A MUNICIPAL CONSERVATION AREA. THE ORGANIZATION ALSO CONTINUED TO REVIEW AND TRACK SEVERAL MAJOR DEVELOPMENT PROPOSALS WITH AN IMPACT TO SIGNIFICANT OPEN SPACE RESOURCES COVERING MORE THAN 3,300 ACRES IN FIVE TOWNS. 211302 STEWARDSHIP: THE ORGANIZATION HAS NOW PROTECTED 36,100 ACRES STEWARDING 361 EASEMENTS. THE ORGANIZATION AERIAL MONITORS ALL PROPERTIES ANNUALLY AND GROUND MONITORS ITS EASEMENTS ON A THREE TO FOUR YEAR ROTATIONAL BASIS. IN 2012, THE ORGANIZATION AERIAL MONITORED ALL CONSERVATION EASEMENTS AND COMPLETED 90 ON A ROTATIONAL GROUND MONITORING SCHEDULE THROUGH STAFF AND LAND STEWARDS. THE ORGANIZATION WORKED ON OVER 27 STEWARDSHIP MATTERS FROM PRIOR APPROVAL REQUESTS AND LAND MANAGEMENT QUESTIONS TO RESOLVING EASEMENT ISSUES. EACH YEAR THE ORGANIZATION WORKS TO UPDATE OLD BASELINE DOCUMENTATION FILES. STAFF STRIVES TO KEEP UP TO DATE ON INTERNET SERVICES SUCH AS MICROSOFT'S MAPSLIVE.COM AND GOOGLE EARTH WHICH PROVIDE VERY USEFUL ADDITIONAL SOURCES OF AERIAL PHOTOGRAPHY. THE ORGANIZATION'S STEWARDSHIP RESPONSIBILITIES CONTINUE TO INCREASE EACH YEAR AS MORE AND MORE EASEMENTS ARE ACCEPTED. THE ORGANIZATION CONTINUES TO IMPROVE THE TRACKING OF EASEMENT PROTECTED PROPERTY SALES, COMMUNICATION WITH LAND OWNERS AND MAINTAINING A "WATCH LIST" OF EASEMENT PROTECTED LAND ON THE MARKET TO CHECK FOR NEW OWNERSHIP. THROUGHOUT THE YEAR STAFF FILES CRITICAL EASEMENT RELATED DOCUMENTS IN THE ORGANIZATION'S ARCHIVAL STORAGE UNIT IN AN OFF-SITE FACILITY TO ENSURE THE LONG-TERM SAFETY OF THE ORGANIZATION'S MOST VALUABLE DOCUMENTS. VOLUNTEERS: IN ORDER TO HELP WITH STEWARDSHIP AND MONITORING EASEMENTS, THE ORGANIZATION'S LAND STEWARDS VOLUNTEER TEAM WORKED TOGETHER WITH STAFF TO SUCCESSFULLY COMPLETE GROUND MONITORING. 164949 EDUCATION: EDUCATING PEOPLE ABOUT CONSERVATION TOOLS IS AN INTEGRAL PART OF THE ORGANIZATION'S MISSION. THE ORGANIZATION'S STAFF REGULARLY TALK WITH MUNICIPALITIES, SCHOOL GROUPS, SERVICE AND BUSINESS ASSOCIATIONS, AND PRIVATE LANDOWNERS ABOUT THE IMPORTANCE OF LAND PRESERVATION, SOUND PLANNING, QUALITY GROWTH THAT PROTECTS IMPORTANT RESOURCES, AND WAYS TO KEEP FARMERS ON THE LAND. LOCAL OFFICIALS HAVE BEEN EAGERLY ATTENDING THE ORGANIZATION'S ANNUAL TOWN BOARD BREAKFASTS WHICH SERVES TO BRING TOWNS AND THE ORGANIZATION TOGETHER ON COOPERATIVE ISSUES AND IDEAS. In 2012, the organization hosted a Soils Testing Workshop, educated high school students at Dover Junior Senior High School during Earth Day, hosted a walk about the impacts of upstream pollutants and a Cool Ravine Walk both during Watershed Awareness Week at the Dover Stone Church Preserve, and held a Deer Management Workshop. The organization's public outreach also included attending and hosting educational displays at the Millbrook Horse Trials, IBM Awareness Day, the Fine Home Show in Millbrook, and the Orvis Game Show. Additionally, the organization participated with many like-minded organizations in collaborative educational events including hosting a frog-monitor training with the DEC's Estuary Program, and co-sponsoring two speakers with Oblong Land Conservancy on Forest Forensics and Climate Change. The organization partnered with the Finality Farm Sheep Dog Trials for a day of family fun held on a protected property and also hosted its 9th Annual Town Board Breakfast attended by over 30 local leaders representing nine Dutchess County towns and the County Planning Department. The organization did its spring monitoring of purple loosestrife plots as part of its Millbrook Marsh Beetle Release Project. The Organization participated in and attended numerous events including the Berkshire Taconic Community Foundation's Doing Good radio show (NPR), a Land Trust Alliance Leadership Training Workshop, an Audubon Environmental Leadership Dinner honoring Kathy Wriston, a Land Trust Service Centers' meeting at the Trustees of Reservation office in Massachusetts, a Hudson Valley Land Trust leaders' gathering in Beacon, a "Conversation with a Farmer" program at the Red Devon in Stanfordville, a National Agriculture Day breakfast, Winnakee Land Trust's Trails Workshop, a Glynwood Center and Vassar Farms event, and the Fishkill Farms Apple Blossom Festival. The Organization presented at the Town of LaGrange Town Board meeting about the Sleight Farm PDR and met with several other conservation organizations to discuss topics of mutual concern and interest. Staff also attended numerous seminars, classes and webinars to increase knowledge, participated on numerous committees (state, regional and local) and attended various gatherings to promote awareness of the environment, land conservation and the organization's work. The Organization's President continues to serve as Chairman of the Land Trust Alliance's New York Advisory Board. 872322 true true false true false false true true false true true true false true false false true false false false false false false false true false false false false true false false false false false true true true true false false false false false false false false true 12 0 true 12 true false false false false false true true false false false false X 24 24 true false false false false false false true true false false true true true true true true true true false NY X X X REBECCA THORNTON 8456773002 4289 ROUTE 82 MILLBROOK NY 12545 TIMOTHY M BONTECOU 0.5 X X 0 0 0 OAKLEIGH THORNE 0.5 X X 0 0 0 REBECCA M SEAMAN 0.5 X X 0 0 0 BARRY CHASE 0.25 X 0 0 0 KATHLEEN V AUGUSTINE 0.25 X 0 0 0 STEVEN BENARDETE 0.25 X 0 0 0 WOLCOTT B DUNHAM JR 0.25 X 0 0 0 THOMAS FLEXNER 0.25 X 0 0 0 NANCY N HATHAWAY 0.25 X 0 0 0 THOMAS KEESEE 0.25 X 0 0 0 FRED WHITRIDGE JR 0.25 X 0 0 0 ERIC D ROSENFELD 0.25 X 0 0 0 MOLLY SCHAEFER 0.25 X 0 0 0 DAVID R TETOR 0.25 X 0 0 0 OLIVIA VAN MELLE KAMP 0.25 X 0 0 0 RALPH WEINDLING 0.25 X 0 0 0 ROSS WILLIAMS 0.25 X 0 0 0 BRAD KENDALL 0.25 X 0 0 0 LESLIE FARHANGI 0.25 X 0 0 0 CHUCK MEAD 0.25 X 0 0 0 GILBERT SCHAFER III 0.25 X 0 0 0 JACK BANNING 0.25 X 0 0 0 TIM MAYHEW 0.25 X 0 0 0 KATHLEEN WEATHERS 0.25 X 0 0 0 REBECCA THORNTON 40.0 X 155646 0 4376 155646 0 4376 1 false true false 0 15600 25540 964200 9418 1005340 0 43684 43684 0 0 0 0 0 2871942 2916498 -44556 -44556 141976 16200 58785 83191 0 0 MISCELLANEOUS 37165 37165 CONSULTING INCOME 8000 8000 45165 1132824 45165 43684 0 0 0 0 155646 133856 10895 10895 0 463924 372915 47579 43430 19508 15368 2550 1590 51614 43681 3347 4586 44188 35989 4267 3932 0 32245 24946 7299 11977 11977 0 0 15707 15707 43647 40534 3113 13099 7750 5349 32415 26679 1725 4011 2642 1010 1296 336 0 8445 3928 3208 1309 9323 7429 1270 624 0 6758 6708 50 0 0 27842 19489 8353 20498 13027 3754 3717 PROJECT EXPENSES 44449 44449 EDUCATION PROGRAMS 12449 12449 EQUIPMENT RRM 14899 7899 3820 3180 HUDSONIA PROJECT 23500 23500 24360 15009 7718 1633 1079135 872322 111809 95004 0 0 587237 482042 23840 25810 0 0 0 0 0 0 0 0 0 0 10598 12369 449334 252851 318644 196483 2154616 3935405 1791437 305730 0 0 0 0 335340 432325 5221712 5390164 54001 70992 0 0 0 53000 0 0 0 0 0 0 212978 0 0 0 0 0 266979 123992 X 2802460 3149015 1673821 1577920 478452 539237 4954733 5266172 5221712 5390164 53689 353901 -96151 X false true X true false X 809661 918706 1087014 1100158 1005340 4920879 133220 86096 155035 135985 141976 652312 0 0 0 942881 1004802 1242049 1236143 1147316 5573191 222800 161900 203205 128949 150620 867474 0 222800 161900 203205 128949 150620 867474 4705717 151118 19707 6650 23575 43684 244734 0 151118 19707 6650 23575 43684 244734 0 0 1093999 1024509 1248699 1259718 1191000 5817925 0.80883 0.75714 0.04207 0.07418 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false true false true false false true true true false LOBBYING ACTIVITIES SCHEDULE C, PART IIB, LINE 1I THE ORGANIZATION PARTICIPATES IN LOBBYING THROUGH MAILINGS TO LEGISLATORS, ATTENDANCE AT LAND TRUST ALLIANCE AND AMERICAN FARMLAND TRUST ORGANIZED LOBBY DAYS, MEETINGS WITH REPRESENTATIVES TO EDUCATE THEM ABOUT THE ORGANIZATIONS WORK, AND PARTICIPATION IN PRESS CONFERENCES CONCERNING STATE GRANTS. OTHER EXPENSES CONSISTS OF MILEAGE AND OTHER REIMBURSABLES TO THOSE WHO ATTEND THESE MEETINGS AND CONFERENCES. X X X 361 36100.00 6 1 true 4197.00 211998 true 7700 2598008 110685 336791 3045484 2614967 163612 -180571 2598008 2348583 176392 89992 2614967 2153230 223300 8053 36000 2348583 3641293 97300 -1567550 17814 2153229 0.82000 0.18000 0 0 376162 220079 156083 73172 32772 40400 196483 BERKSHIRE TACONIC 305730 F 305730 DONATED ARTWORK 7700 RESTRICTED CASH FOR ENDOWMENT 24625 PROPERTY HELD FOR SALE 400000 432325 1511925 353901 25200 379101 1132824 1132824 1104335 25200 25200 1079135 1079135 CONSERVATION EASEMENT FINANCIAL REPORTING SCHEDULE D PART II LINE 9 EXPENSES RELATED TO PURCHASED CONSERVATION EASEMENTS ARE RECORDED AS PURCHASE OF DEVELOPMENT RIGHTS. ANY OFFSETTING REVENUES ARE RECORDED AS PURCHASE OF DEVELOPMENT RIGHTS CONTRIBUTIONS OR LAND PROTECTION CONTRIBUTIONS. THE ORGANIZATION DOES NOT HOLD ANY CONSERVATION EASEMENTS ON ITS STATEMENT OF FINANCIAL CONDITION. CONSERVATION EASEMENTS DONATED TO THE ORGANIZATION HAVE NO MARKET VALUE IN THE HANDS OF THE ORGANIZATION AND THEREFORE ARE NOT CONSIDERED AS SUPPORT. DONATED EASEMENTS ARE CARRIED AT ZERO BOOK VALUE PRIMARILY BECAUSE A TYPICAL CONSERVATION EASEMENT PROVIDES THE ORGANIZATION WITH NO AFFIRMATIVE RIGHTS EXCEPT TO MONITOR AND ENFORCE THE EASEMENT AND THIS CONSTITUTES A BURDEN. COSTS INCURRED BY THE ORGANIZATION TO PURCHASE DEVELOPMENT RIGHTS ARE EXPENSED IN THE PERIOD INCURRED. SCHEDULE D PART V LINE 4 - ENDOWMENTS SCHEDULE D PART V LINE 4 Permanently restricted net assets as of December 31, 2012 consist of funds contributed for the long-term administration of conservation easements. The earnings on these funds are solely for the purpose of covering the costs of stewarding each easement. Permanently restricted net assets totaled $539,237 at December 31, 2012. Unrestricted net assets as of December 31, 2012, consist of four Board Designated categories. The Board designated unrestricted amounts are for the following purposes: Stewardship Fund $ 66,640 Land protection 1,954,196 Land easement acquisition 209,456 Reserve fund 133,174 Total Board Designated $2,363,466 SCHEDULE D PART II LINE 3 - AMENDED EASEMENTS AMENDED EASEMENTS Easement: Banning/Silvernails LLC Landowner: John P. Banning, Jr and Irene W. Banning Amendment: Recorded at Dutchess County Clerk's Office at Document No. 02-2012-1959 on 05/08/2012. Reasons for Amendment: To amend the original conservation easement (which was recorded in the Office of the Dutchess County Clerk on December 30, 2005 at Document No. 02 2005 11743) as required under the terms of the easement to enable Landowners to exercise rights reserved therein to specifically designate the location of a second permitted building envelope thereby showing the location of such building envelope on the conservation easement map under Exhibit B; and also to advance the conservation purposes of the original conservation easement by decreasing the square foot limitation of the permitted principal residence while increasing by a lesser amount the square foot limitation of the permitted tenant/guest house, which will result in a smaller total maximum building footprint on the Property, resulting in enhanced preservation and no increase in value to the landowner. Easement: Perkins Landowner: Carol R. Perkins and Robert M. Perkins Amendment and Restatement: Recorded at Dutchess County Clerk's Office at Document No. 02-2012-3535 on 08/10/2012. Reasons for Amendment and Restatement: To advance the scenic preservation and conservation purposes of the original conservation easement (which was recorded in the Office of the Dutchess County Clerk on December 12, 2002 at Document No. 02 2002 12075) by adding 16 additional acres of highly developable unprotected land with high conservation value to increase the amount of preserved land; updating the original easement to current Organization conservation easement terms and standards which will facilitate the interpretation and administration of the original easement; by imposing additional limitations on permitted development of the Property including limiting and decreasing the square foot limitation of existing and permitted un-built residential structures, capping the aggregate footprint area of accessory structures, and decreasing the aggregate footprint area of agricultural structures; and establishing a building envelope located to protect natural resources in which to cluster a limited number of permitted structures; all resulting in a gain in conservation value, enhanced preservation and no increase in value to the landowner. Easement: Hunt Landowner: James E. Hunt and Alejandra E. Hunt Amendment and Restatement: Recorded at Dutchess County Clerk's Office at Document No. 02-2012-4214 on 09/12/2012. Reasons for Amendment and Restatement: To advance the scenic preservation and conservation purposes of the original conservation easement (which was recorded in the Office of the Dutchess County Clerk on December 30, 2002, at Liber 22002, Page 07083, and at Document No. 0.2 2002 12538) by updating the original easement to current Organization conservation easement terms and standards; increasing the size of the preservation area and decreasing the size of the existing building envelope; permitting a change in location of a small swimming pool, pool house and stone patio all clustered within an area in the preservation area; permitting a limited increase in size of a principal residence while decreasing the size of the permitted and un-built tenant/guest house resulting in the same amount of residential space; overall resulting in enhanced preservation for the property and no increase in value to the landowner. Easement: AbuHaidar Landowner: Munir AbuHaidar and Susan L. AbuHaidar Amendment: Recorded at Dutchess County Clerk's Office at Document No. 02-2012-5132 on 11/07/2012 Reasons for Amendment: To advance the scenic preservation and conservation purposes of the amended and restated conservation easement (which was recorded in the Office of the Dutchess County Clerk on January 20, 2006 at Document No. 02-2006-583) by correcting misidentified natural resources and incorporating previously unknown information on natural resources; increasing the preservation areas of the property by approximately 18-acres; establishing a small building envelope around permitted structures in order to cluster structures on non-preservation areas on the property; extinguishing rights to residential and accessory structures within the preservation areas; all resulting in enhanced preservation and no increase in value to the landowner. Easement: Babcock Landowner: Frederick and Serena Whitridge Amendment and Restatement: (1) 57.75 acre property Recorded at Dutchess County Clerk's Office at Document No. 02-2012-5977 on 12/19/2012. (2) 142.29 acre property Recorded at Dutchess County Clerk's Office at Document No. 02-2012-5977 on 12/19/2012. Reasons for Amendment and Restatement: To advance the scenic preservation and conservation purposes of the original conservation easement (which was recorded in the Office of the Dutchess County Clerk on March 9, 1990 at Liber 1860 and Page 177) by creating two conservation easements from the one original easement to better represent current ownership, and updating the original easement to current Organization's conservation easement terms and standards, all of which will facilitate the interpretation and administration of the original easement; and by establishing designated building envelopes previously not established, increasing the amount of preservation area, establishing size limits on residential structures, and establishing aggregate footprint coverage limitations for the property, all resulting in enhanced preservation and no increase in value to the landowner. Easement: Serena Landowner: Ottavio Serena Amendment and Restatement: Recorded at Dutchess County Clerk's Office at Document No. 02-2012-6155 on 12/28/2012. Reasons for Amendment and Restatement: To advance the scenic preservation and conservation purposes of the original conservation easement (which was recorded in the Office of the Dutchess County Clerk on December 14, 1987 at Liber 1779 and Page 706) and first amendment to the conservation (which was recorded in the Office of the Dutchess County Clerk on July 29, 1997 at Document No. 5419 and Liber 1997, Page 237) by updating the original easement and first amendment to the conservation easement to current Organization's conservation easement terms and standards which will facilitate the interpretation and administration of the original easement, resulting in enhanced preservation and no increase in value to the landowner. SCHEDULE D PART II LINE 5 - EASEMENT POLICIES EASEMENT POLICIES The organization has the following policies/procedures in place and approved by the organization's Board: The organization's Conservation Easement Enforcement Procedure: This procedure discusses the importance of Conservation Easement enforcement, process guidelines, prevention strategies, steps to take in the event of a violation from remediation to litigation. Conservation Easement Acquisition Procedures and Checklist: This document outlines the procedure for easement acquisition from A-Z including the organization's obligation to monitor easement protected properties annually. The Easement Stewardship Fund Policy: This Policy notes the legal obligation the organization takes on to uphold the terms of the conservation easements and to monitor, oversee and enforce them. It spells out the organization's Stewardship Endowment request to land owners. The organization's Stewardship Records Management Procedure: This Procedure spells out annual monitoring procedures as well as baseline documentation and record keeping. These policies are not directly reflected in the organization's current conservation easements. LUNCHEON 103306 10600 92706 11675 17963 10885 HORSE SHOW 54070 5600 48470 5001 8112 5149 1 800 800 158176 16200 141976 16676 26075 16034 58785 83191 X X false false false false false false false false false REBECCA THORNTON 153146 0 0 0 2500 0 0 0 0 0 155646 0 0 0 OAKLEIGH B THORNE FORMER DIRECTOR/RELATIVE 1 LEASES OFFICE SPACE FOR $1/YR false X 2 false false false NO REVENUE REPORTED FOR COLUMN C SCHEDULE M PART I LINE 33 THE ORGANIZATION RECEIVED 2 DONATED CONSERVATION EASEMENTS IN 2012 and one partially donated conservation easement (bargain sale). THE VALUE TO THE ORGANIZATION IS $0 SINCE IT FOLLOWS A ZERO VALUATION POLICY FOR EASEMENTS. NO VALUE IS ASSIGNED TO EASEMENTS BECAUSE A TYPICAL CONSERVATION EASEMENT PROVIDES THE ORGANIZATION WITH NO AFFIRMATIVE RIGHTS EXCEPT TO MONITOR AND ENFORCE THE EASEMENTS, AND THUS CONSTITUTES A BURDEN. FURTHERMORE, CONSERVATION EASEMENTS DONATED TO THE ORGANIZATION HAVE NO MARKET VALUE IN THE HANDS OF THE ORGANIZATION AND ARE NOT CONSIDERED AS SUPPORT. CONFLICT OF INTEREST POLICY MONITORING PART VI GOVERNANCE, MANAGEMENT, DISCLOSURE THE ORGANIZATION REGULARLY AND CONSISTENLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. PERSONS COVERED UNDER CONFLICT OF INTEREST POLICY: COVERED PERSONS INCLUDE ANY INSIDER OF THE ORGANIZATION WHO IS ANY DIRECTOR, OFFICER, ADVISORY COMMITTEE MEMBER OR EMPLOYEE, OR ANY TRUSTEE OF THE LAND OR OTHER SUBSTANTIAL CONTRIBUTOR, PARTY RELATED TO THE ABOVE, VOLUNTEER WITH AN INVOLVEMENT IN POLICY OR STEWARDSHIP OF EASEMENTS, ANYONE WITH AN ABILITY TO INFLUENCE DECISIONS OF ORGANIZATION OR A PERSON WITH ACCESS TO INFORMATION NOT AVAILABLE TO THE GENERAL PUBLIC. THE LEVEL AT WHICH DETERMINATIONS OF WHETHER A CONFLICT EXISTS ARE MADE: ANY CONFLICT OR POSSIBLE APPEARANCE THEREOF IS FULLY DISCLOSED A) TO THE BOARD (IF ACTION THEREON IS TO BE TAKEN BY THE BOARD); B)TO A COMMITTEE OF THE BOARD (IF ACTION THEREON IS TO BE TAKEN BY SUCH COMMITTEE), OR C) TO THE AUDIT COMMITTEE OR THE PRESIDENT (IF NO ACTION IS TO BE TAKEN BY THE BOARD OR A COMMITTEE OF THE BOARD). THE LEVEL AT WHICH ACTUAL CONFLICTS ARE REVIEWED: THE ORGANIZATION'S CONFLICT OF INTEREST POLICY IS ADMINISTERED BY THE ORGANIZATION'S BOARD AUDIT COMMITTEE, WHICH IS AUTHORIZED TO RECEIVE NOTIFICATIONS UNDER THIS POLICY AND INTERPRET THE PROVISIONS OF THE POLICY. IN THE CASE OF AN EMPLOYEE, AFTER DISCLOSURE TO THE PRESIDENT, THE PRESIDENT MAY CHOOSE TO SUBMIT THE QUESTION TO THE AUDIT COMMITTEE FOR A DECISION OR TO PROCEED WITH THE DECISION OR ACTION AT ISSUE, PROVIDED, HOWEVER, THAT PROCEEDING DOES NOT VIOLATE THE LAW, INCLUDING APPLICABLE SELF-DEALING PROVISIONS AND PROHIBITIONS AS TO PRIVATE INUREMENT AND PRIVATE BENEFIT. RESTRICTIONS IMPOSED ON PERSONS WITH A CONFLICT: IN THE CASE OF CONFLICTS INVOLVING A DIRECTOR OR OFFICER, THE DIRECTOR OR OFFICER HAVING SUCH CONFLICT LEAVES THE ROOM IN WHICH DISCUSSION IS CARRIED ON AND REFRAINS FROM VOTING OR OTHERWISE ATTEMPTING TO INFLUENCE THE DECISION THEREON. VIOLATIONS OF THE ORGANIZATION'S CONFLICT OF INTEREST POLICY MAY BE GROUNDS FOR DISMISSAL AS AN EMPLOYEE OR SEVERANCE FROM THE BOARD OF DIRECTORS, ADVISORY COMMITTEE OR AS A VOLUNTEER. THE ORGANIZATION HAS AN AGENDA ITEM NUMBER ONE FOR ALL BOARD OF DIRECTOR AND EXECUTIVE COMMITTEE MEETINGS THE FOLLOWING: "1) CONFLICTS OF INTEREST - OPPORTUNITY FOR BOARD MEMBERS TO DISCUSS POTENTIAL CONFLICTS OF INTEREST REGARDING ITEMS ON THE AGENDA." THIS SERVES AS A REMINDER TO BOARD MEMBERS (OR STAFF) TO DISCLOSE ANY CONFLICT OF INTEREST AT THIS TIME. CONFLICTS OR POTENTIAL CONFLICTS ARE RECORDED IN THE ORGANIZATION'S MEETING MINUTES. COMPENSATION REVIEW AND APPROVAL PROCESS PART VI GOVERNANCE, MANAGEMENT, DISCLOSURE REVIEW BY A COMPENSATION COMMITTEE: THE ORGANIZATION'S BOARD COMPENSATION COMMITTEE CONSISTS OF FOUR MEMBERS OF THE BOARD THAT 1) REVIEWS THE ORGANIZATION'S STAFF COMPENSATION PACKAGES, 2) ENSURES THE ORGANIZATION'S COMPENSATION PACKAGES ARE IN LINE WITH CURRENT MARKET BY RESEARCHING COMPARABLE COMPENSATION PACKAGES THROUGH A COMPETITIVE ANALYSIS & COMPENSATION & BENEFITS STUDY, 3) REVIEWS INFORMATION GATHERED BY COMMITTEE MEMBERS, STAFF AND/OR OUTSIDE SPECIALISTS, AND 4) MAKES RECOMMENDATIONS TO THE ORGANIZATION'S EXECUTIVE COMMITTEE. THE COMMITTEE MEETS IN NOVEMBER OR DECEMBER OF EACH YEAR TO DETERMINE STAFF COMPENSATION FOR THE FOLLOWING FISCAL YEAR. USE OF COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS: THE COMPENSATION COMMITTEE REVIEWS SALARY INFORMATION BY THE LAND TRUST ALLIANCE, STAFF BENEFIT SURVEYS OF SIMILAR CONSERVATION ORGANIZATIONS IN NEW YORK; COMPARABLE SALARY DATA FROM AVAILABLE FORM 990'S AND OTHER INFORMATION FOR SIMILAR ORGANIZATIONS AND COMPARABLE POSITIONS AND TAKES INTO CONSIDERATION INFORMATION FROM THE U.S. BUREAU OF LABOR STATISTICS, New York COUNCIL OF NON PROFITS, GUIDESTAR, AND CHARITY NAVIGATOR. THEY REVIEW ALL INFORMATION AND MAKE A RECOMMENDATION TO THE EXECUTIVE COMMITTEE, WHICH MAKES THE FINAL DECISION ON STAFF COMPENSATION PACKAGES. THE FULL BOARD OF DIRECTORS APPROVES STAFF COMPENSATION AS PART OF THE BUDGET APPROVAL. CONTEMPORANEOUS DOCUMENTATION AND RECORDKEEPING WITH RESPECT TO DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENT: THE COMPENSATION COMMITTEE AND EXECUTIVE COMMITTEE DELIBERATIONS ARE HELD IN EXECUTIVE SESSION. THE PRESIDENT PARTICIPATES IN DISCUSSION OF ALL STAFF EXCEPT HERSELF AT WHICH TIME SHE LEAVES THE ROOM. THE PRESIDENT IS IN CHARGE OF KEEPING THE RECORDS OF STAFF COMPENSATION AND DECISIONS BY BOTH THE COMPENSATION COMMITTEE AND EXECUTIVE COMMITTEE. THE MINUTES OF THESE MEETINGS ARE REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE AND SENT TO THE FULL BOARD OF DIRECTORS. 990 REVIEW PROCESS 990 PART VI LINE 10 - 990 REVIEW THE ORGANIZATION'S AUDITORS PREPARE THE FORM 990 BASED ON THEIR AUDIT AND IT IS PRESENTED TO THE ORGANIZATION'S PRESIDENT AND TREASURER IN DRAFT FORM, WHO THEN ENSURE THAT THE AUDIT COMMITTEE HAS THE OPPORTUNITY TO REVIEW IT. FOLLOWING THEIR COMMENTS AND ANY APPROPRIATE REVISIONS AGREED TO AND MADE BY THE AUDITORS IT IS MADE AVAILABLE TO ALL BOARD MEMBERS TO REVIEW PRIOR TO FILING WITH THE IRS. THE BOARD TREASURER SIGNS FORM 990 PRIOR TO FILING. ONCE FORM 990 IS FILED, IT IS INCLUDED ON THE ORGANIZATION'S WEBSITE VIA A DIRECT GUIDESTAR CONNECTION AS WELL AS IN THE ORGANIZATION'S BOARD MANUAL WHICH THE BOARD CAN REVIEW ON THE ORGANIZATION'S WEBSITE BY SPECIAL PASSWORD. ALTERNATIVELY ALL BOARD MEMBERS MAY RECEIVE A PAPER COPY UPON REQUEST. PUBLIC AVAILABILITY OF 990 AND OTHER INFORMATION 990 PART VI LINE 19 - PUBLIC AVAILABILITY The Organization makes its Financial Statements available on its website and its IRS Form 990 available on its website through a direct GuideStar link. It makes these as well as other governing documents and Conflict of Interest Policy available to the public by request. OFFICER BUSINESS RELATIONSHIPS 990 PART VI LINE 2 The Organization and a local non-profit organization, the Cary Institute of Ecosystem Studies (CIES), have overlapping Organization Board Members (OBM), Board member family members, and staff: Timothy Bontecou (Organization Board Chair), Steven Benardete, (CEIS Board Vice Chairman), as well as Jack Banning's wife Irene Banning (CEIS Board Chairman), and Fred Whitridge's wife Serena Whitridge, all serve on the Board of CIES. OBM's Kathleen Weathers and Olivia Van Melle Kamp, and former OBM Peter Groffman, are employees of the CIES. The organization and a local private school, Dutchess Day School (DDS), had an overlapping OBM, family member, and staff: Oakleigh Thorne served on the DDS Board but stepped off in 2012, Leslie Farhangi's husband John Tuke is on the DDS Board and Nancy Hathaway is the Head of School for Dutchess Day School. Three OBM's have business relationships: Oakleigh Thorne and Timothy Mayhew are both clients of Gil Schafer (for G. P. Schafer Architect, PLLC). Two OBM's have a family relationship: Jack Banning is Oakleigh Thorne's cousin in law. 990 PART VI 1A DELEGATED AUTHORITY TO EXECUTIVE COMMITTEE Composition of the Executive Committee: The Executive Committee is composed of eleven members of the Organization's Board of Directors (can be anywhere from 4 to 12 members and members must be Board members per the Organization's By Laws). This committee meets monthly and oversees the day to day operations of the Organization and manages Board issues between Board meetings as appropriate. Not less than four members constitute a quorum. Scope of Executive Committee Authority: Under the Organization's updated By Laws adopted in July 2006, the Organization's Board delegated authority to the Executive Committee by resolution adopted by the Board in July 2008, as amended by resolution and Delegation of Transaction Approval Policy adopted by the Board in December 2008. The Executive Committee has all of the authority of the Board, except authority as to: (a) the filling of vacancies in the Board or in any committee thereof; (b) the fixing of compensation of the Directors for serving on the Board or any committee thereof; (c) the amendment or repeal of the By-Laws or the adoption of new By-Laws; or (d) the amendment or repeal of any resolution of the Board which by its terms shall not be so amendable or repealable. This authority is limited so that, with respect to any land or easement transaction, the Executive Committee is only authorized to: a) review and approve conservation easements between regular meetings of the Board; b) act on land deals as delegated to it by the Board of Directors; c) act on minor items between regular meetings of the Board; and d) meet in situations where the Executive Committee concludes that it is necessary or desirable to take prompt action where it is impossible or impractical to call a special meeting of the Board, and take whatever action it deems necessary. All major items, items that are controversial in nature, and all conservation easement amendments are decided by the full Board. Information pertaining to conservation easements and all other items to be considered by the Executive Committee are sent to the full Board prior to each Executive Committee meeting. Specific notice is given to the full Board whenever possible when the Executive Committee is considering making a final decision on behalf of the full Board. Executive Committee minutes reflecting its discussion and decisions are circulated to all board members prior to the following full Board meeting. A report of any actions specifically taken by the Executive Committee on behalf of the Board are given at each full meeting of the Board. All decisions made by the Executive Committee on behalf of the Board are presented to the full Board for ratification at the next subsequent meeting. In cases where time is of the essence and items up for a decision by the Executive Committee are controversial, a special meeting of the Board is called to deliberate such issues. The Organization's Conflict of Interest Policy applies in all cases pertaining to the Organization's Delegation of Transaction Approval Policy. The Board reviews and assesses the Delegation of Transaction Approval Policy and its implementation annually and makes modifications as voted upon by the full Board.