Appalachian Mountain Club

“AMC has almost 100,000 members, primarily in the Northeast.”

“The members elected the Board of Directors at the AMC Annual Meeting held on January 29, 2016.”

“Decisions of the Board subject to approval by members include annual elections of individuals to the Board, and changes to the Bylaws.”

“A special committee comprised of board members of AMC's Audit Committee and Finance Committee plus AMC's Chief Financial Officer and President is responsible for overseeing the preparation of IRS Form 990 (990). The 990 and its supporting schedules was prepared by the public accounting firm, Tonneson + Co (Tonneson), responsible for auditing the AMC's financial statements. Tonneson's work was based on information provided to them during the course of the audit by AMC's Finance Department staff, plus additional work requested specific to the 990. The special committee performed a detailed review of the completed 990 and reported the results of its review to the Board of Directors. Subsequent to this review, each member of AMC's Board of Directors received a copy of the 990 prior to filing the form with the IRS.”

“Pursuant to the AMC's Bylaws, each Board of Director is responsible for disclosing any possible conflict of interest at the earliest practicable time. Additionally, each board member receives a "Conflict of Interest Disclosure Statement and is requested to disclose any potential conflicts of interest on an annual basis.”

“The Board of Directors has appointed a Compensation Committee comprised of three board members who are not employees of AMC or related to any employee of AMC. The Compensation Committee meets annually and is responsible for reviewing and making recommendations to the Board on the compensation of AMC officers, such as the President, key employees and specific highly compensated employees. As part of its review, the Compensation Committee evaluates various criteria including, but not limited to, the organization's goals and objectives, the performance of the staff, and comparative third-party compensation data.”

“AMC makes its governing documents, conflict of interest policy, financial statements and Form 990 available to the public upon request. Also, the Form 990 and financial statements are available through the Massachusetts Attorney General's office/website and Guidestar. In addition, AMC's audited financial statements and Form 990 are available on our website, www.outdoors.org.”

“The AMC has an Audit Committee of four members appointed by the Board of Directors, one of whom is a member of the Finance Committee and none of whom are officers of AMC. The Audit Committee is charged with annually recommending the designation of an independent auditor to prepare and submit an audited set of financial statements of the Club to the Board of Directors; meeting with the auditors and any officers, employees or committee members they require to report on and respond to any questions they have on the financial conditions or operations of the Club; and periodically assessing the financial controls and accounting system of the Club and recommending any changes deemed appropriate.”

“Founded in 1876, The Appalachian Mountain Club (The AMC) is the nation's oldest outdoor recreation and conservation organization. The AMC has nearly 100,000 members and 16,000 volunteers in twelve chapters from Maine to Washington D.C. We offer over 8,000 outdoor oriented trips each year from hiking and climbing to paddling, snowshoeing and skiing. We serve over 180,000 guests each year at our AMC Outdoor Program Centers, Huts, Camps, Cabins, and Shelters - each AMC destination is a model for environmental education and stewardship. We teach people the skills to be safe outdoors and care for the natural world around us through outdoor education programs for children, adults, and families as well as outdoor leadership training. We maintain almost 2,000 miles of trails throughout the northeast including nearly 350 miles of the Appalachian Trail in five states. We advocate for land and river way conservation, monitor air quality and work to protect alpine and forest ecosystems through the Northern Forest and Atlantic Highlands regions. Through AMC's Maine Woods Initiative, we own and manage 74,000 acres of working forest as part of an innovative approach to conservation combining outdoor recreation, natural resource protection, sustainable forestry and community partnership. We seek to educate and inform our members, volunteers and conservation partners through our books, magazines, White Mountain visitor centers, AMC destinations and website. Lastly, the AMC offers thousands of events and activities every year, encouraging members and volunteers to get out, get active and get involved.”

“for AMC Maine Woods Funding, LLC (MWF) and AMC Maine Woods Initiative, LLC (MW Initiative): AMC Maine Woods Funding, LLC (MWF) and AMC Maine Woods Initiative, LLC (MW Initiative) are related organizations created and controlled by the AMC to secure long-term financing to carry out the AMC's Maine Woods Initiative program. The Maine Woods Initiative is the AMC's strategy for land conservation in the 100-Mile Wilderness region in Maine - addressing regional ecological and economic needs through outdoor recreation, resource protection, sustainable forestry and community partnerships. In August 2015, AMC Maine Woods Initiative, LLC, a wholly owned subsidiary of the Appalachian Mountain Club and a disregarded entity for tax purposes, was formed for the purpose of facilitating a $12.6 million financing structured under the New Markets Tax Credit ("NMTC") program of the U.S. Treasury Department. In conjunction with the NMTC financings, which occurred in September and October 2015, the assets of AMC Maine Woods, Inc. and AMC Maine Woods II, LLC, were transferred to AMC Maine Woods Initiative, LLC, and these entities were dissolved in December 2015. A note receivable was created as part of the financing structured under the New Markets Tax Credit ("NMTC") program of the U.S. Treasury Department and will be paid concurrent with the settlement of the corresponding loans payable mentioned below. In connection with these notes, AMC and an outside organization made contributions to AMC Maine Woods Funding, LLC, treated as a partnership under tax law, resulting in a 5% minority ownership by the outside organization. The above referenced loans payable are also part of a financing structure under the NMTC program of the U.S. Treasury Department. Loan proceeds are to be used for specified project expenses in Piscataquis County, Maine by the AMC's wholly owned subsidiary AMC Maine Woods Initiative, LLC. The loans are secured by certain assets. The loan and related agreements specify debt forgiveness provisions at maturity, and require the AMC to comply with certain covenants. In conjunction with the Loans Payable, single purpose lending entities were established by the lenders whose sole activities are the loans to the AMC Maine Woods Initiative, LLC. The AMC has entered into a put and call agreement with the lenders whereby the AMC may acquire the lending entities from the bank in 2022 or thereafter. It is expected that the AMC will acquire the entities in 2022 and will repay all amounts outstanding, less debt forgiveness amounts, at that time.”