Tejon Ranch Conservancy

“The form 990 is reviewed by the executive director and the finance committee of the board.”

“THE CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS AND OFFICERS OF THE ORGANIZATION. IN THE EVENT OF A POTENTIAL CONFLICT OF INTEREST, ALL MATERIAL FACTS ARE REQUESTED TO BE DISCLOSED TO THE BOARD OF DIRECTOR IN ORDER TO DETERMINe WHETHER AN ACTUAL CONFLICT EXISTS. IN THE EVENT OF AN ACTUAL CONFLICT INVOLVING A MATERIAL FINANCIAL INTEREST, THE BOARD OF DIRECTORS REVIEWS THE TRANSACTION. THE BOARD MAY NOT APPROVE UNLESS IT DETERMINES IN GOOD FAITH, AFTER A REASONABLE INVESTIGATION, THAT IT HAS EVALUATED ALL MATERIAL FACTS AND DETERMINED THAT THE TRASANCTION WAS FAIR, REASONABLE, AND MORE ADVANTAGEOUS THAN OTHER OPTIONS WITHOUT REQUIRING MORE EFFORT. MINUTES OF SUCH DELIBERATIONS ARE MAINTAINED AND THE BOARD OF DIRECTORS HAS ACCESS TO LEGAL COUNSEL TO ADVISE ON SUCH MATTERS.”

“Comparability data is provided by an outside consultant for salary and benefit information. The compensation package provided to the executive director was determined and approved by the board of directors.”

“Comparability data is provided by an outside consultant for salary and benefit information. The compensation package provided to the executive director was determined and approved by the board of directors.”

“Documents made available upon request.”

“The conservancy received in-kind donations of services that are reported on the 12/31/2024 reviewed financial statements in the amount of $19,304. The donation of services was for legal services and valued by the firm providing the legal services. The services were for management purposes, and not program related.”

“The Conservancy has entered into a conservation and land use agreement with Tejon Ranch Company (TRC) and resource organizations, including the Sierra Club, NaturalResources Defense Council, Audubon California, the Planning and Conservation Leagueand the Endangered Habitats League. Per the agreement, the Conservancy receivedadvances of approximately $800,000 per year through 2021 from Tejon Ranch Company, arelated party.These advances are primarily to manage and preserve natural resource values of 240,000 acres of the 270,000-acre Tejon Ranch conserved lands. Such advances bear no interest and there is no fixed repayment date on the advances. The balance owed on advances received as of December 31, 2024 was $11,760,000.The repayment of advances to the Conservancy is dependent on the occurrence of certain events and their timing and are therefore subject to change in amount and period. These events and their timing are described in the following paragraph.The terms of the June 2008 Ranch Wide Agreement set aside 90% of the Tejon Ranch forconservation and created the nonprofit Tejon Ranch Conservancy as the easement holder and stewardship manager of the 240,000 preserved acres. It further provides for a future income stream to the Conservancy through residential real estate transfer fees. Ten percent, or 30,000 acres of Tejon Ranch are designated by the landowner, TRC, for real estate development. For each residential transaction, the Conservancy will receive a residential .25% transfer fee in perpetuity. Acknowledging that these residential sales will take time to occur, TRC will provide $800,000 in annual advances of the future transfer fees to theConservancy through the year 2021. Beginning in 2022, the advance transfer fee liability is payable in years in which the Conservancy has collected transfer fees on residential sales in excess of $800,000 per year and only from that amount in excess of $800,000 (e.g., in a given future year beyond 2021, the Conservancy received $799,999 in transfer fees, no repayment is due; conversely, the Conservancy collects $800,100 in transfer fees, only the $100 above the $800,000 is due against the accrued liability). At no time is the accrued liability due and payable other than within the above terms.”