Mianus River Gorge Inc.

“The financial results of the mianus river gorge are reviewed by the board of trustees and approved at the may meeting. The auditor prepares the 990 based on this financial statement which was approved by the board. The form 990 is reviewed by the audit committee and the executive director. Any questions are then directed to the auditor who in consultation with the executive director prepares the form 990. The final version is then reviewed by the treasurer and the chairman of the board. A copy is then distributed electronically to all trustees before filing with the irs.”

“A written conflict of interest policy was in place by the end of 2008. They were implemented by the executive director and the board after their adoption by the board of trustees on december 6, 2008. These policies are incorporated into the "personnel policies and procedures manual and the "trustees manual". General policy: the directors, members, and officers of the corporation have a duty of loyalty and fidelity to the corporation and must govern the corporation's affairs honestly and economically, exercising their best care, skill, and judgment for the benefit of the corporation. To avoid even the appearance of impropriety, the directors, members, and officers of the corporation shall: 1. Disclose to the board of trustees any situation in which the director or officer of the corporation has a conflicting interest or duality of interest that could reasonably be viewed as forming a basis for that person to act in other than the best interest of the corporation; and 2. Follow the procedures stated below governing the participation on behalf of the corporation in any transaction in which the person has, or may have, a conflict of interest. Procedures: 1. Any director or member having a possible conflict of interest on any matter should make disclosure of such interests to the other directors or members. In the event of a conflict of interest, the director or member should not participate in the consideration or discussion of nor vote on the matter, but such director or member shall be counted in determining the quorum for the meeting. In the discretion of the chair of the board of directors, a director or member with a conflict of interest may be required to leave that portion of a meeting that considers the matter as to which there is a conflict. The minutes of the meeting should reflect the making of the disclosure, the abstention from discussion and voting, the quorum situation, and whether the director or member was present or absent when the matter was considered. 2. Any officer of the corporation having a possible conflict of interest on any matter before such officer for administrative or other action shall report such conflict to the executive director and the chair of the board of trustees. In the case of the executive director or the chair, such possible conflict shall be reported to the executive committee or the full board and the officer shall abstain from taking any administrative or other action on such matter. 3. The foregoing requirements shall not be construed as preventing any director, member or officer of the corporation from briefly stating his or her position in the matter, nor from answering pertinent questions of the other directors, member or officers of the corporation. 4. Transactions with insiders. The mrgp follows the procedures for transactions with insiders as outlined in the lta standards and practices in effect at the time, and currently stated in 2008 as: "when engaging in land and easement transactions with insiders (see definitions below), the land trust: follows its conflict of interest policy; documents that the project meets the land trust's mission; follows all transaction policies and procedures; and ensures that there is no private inurement or impermissible private benefit. For purchases and sales of property to insiders, the land trust obtains a qualified independent appraisal prepared in compliance with the uniform standards of professional appraisal practice by a state-licensed or state-certified appraiser who has verifiable conservation easement or conservation real estate experience. When selling property to insiders, the land trust widely markets the property in a manner sufficient to ensure that the property is sold at or above fair market value and to avoid the reality or perception that the sale inappropriately benefited an insider." employee conflict of interest policy: any employee having a possible conflict of interest on any matter should make disclosure of such interests”

“Compensation for the executive director is determined by the following process: the board of trustees at their december meeting have an executive session where staff are asked to leave and the board discusses bonuses and compensation for the following year. At this time, the chairman and president recommend to the board the level of compensation for the ed and the board either approves it or modifies it and then approves. Every other year, the chairman researches comparative salaries at other organizations to make appropriate adjustments if necessary. At the december board meeting, the board has an executive session during which they approve the executive director's salary, raise, and bonus. They also vote on this salary when they approve the budget for the following year. The approval of the executive director's compensation and annual budget are documented in the board meeting minutes. The preserve doesn't have key employees, as per the irs definition, if the preserve did, the employee's compensation would be determined in a similar fashion to compensation for the executive director.”

“The mrg makes its governing documents, conflict of interest policy and financial statements available to the public by request.”

“The mrg makes its form 1023 and form 990 available to the public by request. The form 990 is also available on guidestar.org”

“This process has not changed since the prior year.”