SouthCoast Community Foundation Governance Orientation 2020 by southcoastcf

Governance Orientation 2020

Welcome to the SouthCoast Community Foundation! We are so honored that you have become a member of the governance of the Community Foundation. Whether you are a new Board Director or a Corporator, your engagement will be critical to the future success of our efforts and we could not be more pleased that you have joined us in this work. Over the past few years, the SouthCoast Community Foundation has re-established itself as a significant force for good on behalf of the residents of our region. From our work to support early childhood education, to ensuring that our elders are supported, from our local students who are pursuing college and advanced degrees, to our local artists who bring such creativity to our communities, from the local efforts to protect our precious open spaces, to those that celebrate the wonderful diversity of cultures in our regions, the Community Foundation stands proudly with many other great organizations and individuals who share our commitment to mobilize philanthropy by matching donors and resources with community needs for the benefit of our region. The past few months have demonstrated how important a community foundation is for the health and well-being of our residents. And we have also been harshly reminded of our failure, as a society, to ensure that the colors of oneâ€™s skin does not predetermine your success, your happiness, nor your personal safety. There is clearly much work for us to do. We hope todayâ€™s orientation provides you with the foundational knowledge of our work as well as the inspiration to help us to meet the many challenges ahead. Thank you. Regards,

Linda Bodenmann Chair

John Vasconcellos President

Governance Orientation August 5, 2020 9:00 AM to 1:00 PM Agenda 9:00

Welcome and Introduction

Linda Bodenmann

9:15

Re-Commitment: Strategic Plan 2019-2023

John Vasconcellos

10:45 Our Community. Your Foundation. •

History

•

Mission Statement

•

Organizational Overview o

11:15

Meet the Staff

Break Jason Rua

11:30 Governance

12:15

1:00

John Vasconcellos

•

By-Laws

•

Board of Directors

•

Corporators

•

Committees

Finances

Pam Evans

•

Audit

•

Quarterly Financials

•

Investment Review

•

Fundraising and Business Development

Adjourn

John Vasconcellos & Tricia Grime John Vasconcellos

Governance Orientation 2020 Table of Contents 1. Re-Commitment: Strategic Plan 2019-2023 (pages 5-20) 2. Organizational History and Overview (pages 21-32) 3. By-Laws (pages 33-47) 4. Board of Directors (pages 48-130) 5. Corporators (pages 131-133) 6. Committees (pages 134-149) 7. Audit (pages 150-178) 8. Financials (pages 179-189) 9. Investment Policy (pages 190-199) 10. Investment Performance (pages 200-268) 11. Fee Policy and Schedules (pages 269-271)

Section 1 Re-Commitment: Strategic Plan 2019-2023

Re-Commitment 2019 - 2023 Strategic Plan

MISSION

To mobilize philanthropy by matching donors and resources with community needs for the benefit of our region.

Building on nearly 25 years of history and looking ahead toward the next phase of its work to fulfill its mission â€œto mobilize philanthropy by matching donors and resources with community needs for the benefit of our regionâ€?, the Community Foundation of Southeastern Massachusetts has grounded itself in a deep understanding of the organizationâ€™s business model as well as the needs and challenges of our region.

While there is much to learn from the practices and experiences of other community foundations, each one is unique, and the Community Foundation is obligated to pay attention to what makes this so and how we move forward from there. An early marketing piece for the Foundation, created in response to the 1993 feasibility study that provided the argument and opportunity for this Foundation, captured it well in one of its headlines: A Community Foundation Could Succeed. It was then, and it remains now, to be all about potential. But as with that early rumination, it requires clarity, commitment and community. Over the past three years the Foundation has sought to build on the successes of the previous two decades while acknowledging the challenges. It has been a time of re-alignment, re-invigoration, re-engagement and re-commitment to that initial idea. With this Plan, and over the next five years the Foundation will build upon that history and strive to create an entity that can truly fulfill that mission.

The Current Landscape The Community Foundation, while serving the forty-one communities of Southeastern Massachusetts, has focused its work in the South Coast, anchored by New Bedford and Fall River. Most of our assets are held in advised funds, established by donors from the Greater New Bedford region and thus the philanthropic focus of the Community Foundation has been New Bedford. Not surprisingly, the philanthropic profile of the region reflects a high degree of need and non-profit saturation in the city of New Bedford followed by Fall River, Brockton and Plymouth while private philanthropic assets tend to accumulate in the suburban areas - especially Marion, Dartmouth, Westport, Mattapoisett and Mansfield. Corporate philanthropy tends to be dominated by banks and credit unions with other businesses reflecting a philanthropy that is highly localized in three distinct areas of the region: South Coast, Greater Attleboro/Taunton, and Great Plymouth County/Brockton. The current business model of the Community Foundation is atypical of most community foundations as the revenue profile reflects a high dependence on annual fundraising, a limited Board-Designated Endowment, a preponderance of advised funds versus discretionary funds, a low number of grants made and gifts received per capita, and an historical reliance on fiscal sponsorships for asset gathering. The broadest regional engagement the Community Foundation has achieved is through scholarship work which draws donors and/or applicants from all but a few of the towns and cities in the region. 9

The Work Ahead

In order to meet our mission and fulfill the obligations of the Community Foundation the strategic focus over the next five years will need to balance internal improvements with more robust and engaging external initiatives. We will continue our commitment to be the philanthropic partner of choice for local donors and we will articulate and promote a clear vision of the impact we will have in servicing the needs of our communities.

BY 2023, WE WILL,

1. Build a Community Foundation that Can Serve the Needs of our Region From the Foundationâ€™s origins, it was clearly identified that its effectiveness will be predicated on the need to create and sustain capacity and expertise, through an endowment as well as organizational competency. Over the next five years, we will: Increase the Board-Designated Endowment Fund A limited Board-Designated Endowment Fund hampers the Foundationâ€™s ability to operate in a sustainable manner as well as be responsive and agile to community needs. By increasing this Endowment Fund and other key discretionary funds, the Foundation will establish a reliable stream of income for operations as well as resources that can be deployed with greater flexibility.

Gather Permanent Funds Agency Endowment, Donor Advised and Scholarship Funds all provide an opportunity to build our asset base and provide reliable, consistent revenue while serving the needs of local non-profits, donors and our community. Our role as the philanthropic partner for these entities will also provide the opportunity to collaborate with donors. Build Flexibility In addition to earned revenue, we will continue to grow the Annual Fund and other traditional fundraising channels to maintain and broaden our organizational capacity, to serve as an entry point for potential fund donors, and to strengthen our ability to address community needs. Work Smartly The Foundation will invest in improved technology to fulfill the challenges of this Plan. A more compelling, user-friendly and informative website with a donor/ fund advisors portal is critical to our marketing efforts, donor/fund advisor engagement, and broader communication initiatives. A more reliable and flexible database will enhance our grant-and scholarship-making abilities while increasing internal productivity. A board portal will improve our communications with governance allowing for more effective engagement and robust voluntarism.

Embrace the Region Building on the work of the Creative Commonwealth Initiative, we will continue to seek out and create opportunities to support non-profits and attract donors beyond Greater New Bedford with particular focus on Fall River.

2. Be an Effective Catalyst for Philanthropy The Community Foundation holds a unique role in the local community as it not only acts as a grant-maker, it is also, by definition, a public charity and is therefore not burdened or limited by variable individual or corporate interests and thus, can assume a very public posture on behalf of philanthropy. Too often philanthropy in our community is characterized as being a limited or diminishing resource, while in truth, philanthropy is only limited by a lack of creativity and vision. The Community Foundation has the opportunity to not only collect and distribute assets, but to also serve the community by giving a voice to the need and impact of philanthropy, and to act in a variety of ways that will serve and build philanthropy. Over the next five years, we will: Increase External Profile The Foundation will increase awareness of our work and the role of philanthropy in our communities through increased and more effective marketing and communications initiatives as well as through targeted community leadership. The Board, President and key staff will be perceived of as reliable and thoughtful voices for philanthropy in the region.

Build Strategic Partnerships with Funders Utilizing the Foundationâ€™s local expertise and network, we will seek out and develop relationships with funders within and outside of the region whose work would benefit from such a partnership. This will provide local funders with an opportunity to strategically increase their impact, especially in the context of our focus areas, as well as funders outside of the region who would benefit from our local expertise, operations and grant-making capacity. Expand Role as Convener of Philanthropy As the leader of the Greater New Bedford Funders Group and through other professional connections and networks, the Foundation will be the public face and voice on behalf of private philanthropy for the good of our region.

3. Improve the Quality of Life in Our Region through Education, Arts and Culture and Economic Opportunity While the Foundation will always seek to serve the intention of our fund donors, there is an opportunity to excite philanthropy and make meaningful impact by focusing on strategic areas of need. The areas identified as those with the greatest potential for impact and support will allow the Community Foundation to create initiatives, attract funding, and serve the region more effectively. These areas: education, arts and culture, and economic opportunity will be informed through the rigorous collection, analysis and dissemination of information and data to guide potential programmatic interventions. A key component of each of these issue areas will be the creation of internal expertise along with robust thought leaders and community engagement. In partnership with the Public Policy Center at UMass Dartmouth, we will create initiatives that are guided by reliable data, thoughtful interventions and deeply informed by local leadership through our ad hoc committees for each issue. Education It is the rare conversation regarding the improvement of our region that does not come back to the need to increase and improve education â€“ particularly in New Bedford and Fall River. From early literacy to college scholarships to mid-career professional development, the need is extensive. 15

With our Scholarship Funds we have an opportunity to expand our impact beyond that first year of college and to truly see a significant impact with this investment. Additionally, the Community Foundation will find interventions that address the foundational needs for educational success from early literacy to social/emotional support programs for high schoolers. As with each of these issues, the work will be based on thoughtful analysis of data and information. Specifically, our work with the Public Policy Center will not only inform the work but create a baseline from which to orient new and expanded initiatives. Arts and Culture Our Creative Commonwealth Initiative will continue to be the focus of this highprofile and robust area of opportunity. Building on the partnership with the Barr Foundation, we will attract and create local philanthropy that will augment that external investment. While the initial focus has been, in response to our community outreach, to target public art, capacity building for small non-profits, access for youth and the elevation of culturally diverse creativity for Fall River and New Bedford, there is much more opportunity beyond this start.

Economic Opportunity Dovetailing the other areas of focus, economic opportunity will capture our efforts toward removing obstacles and increasing success for our community members in the economic realm. This will include our work through the Womenâ€™s Fund, immigration initiatives, and workforce development. Building on the work of our Polaroid Fund in partnership with the Boston Foundation, we will seek to deepen our understanding of our role in providing opportunity for our residents to thrive economically.

As with all our work, this strategic planning process was deeply informed by our community, with guidance from our leadership, and expertise from our staff. We are very grateful to them for their efforts in creating Re-commitment. STRATEGIC PLANNING COMMITTEE

Linda Bodenmann Seth Garfield Carl Cruz Eric Strand Louis Sousa John Vasconcellos STAFF

John Vasconcellos, President Pam Ellis, Development Systems Administrator Pam Evans, Director of Finance & Administration Rayana Grace, Arts & Culture Program Manager Tricia Grime, Development Manager Kim Heard, Office Administrator Holly Stickles, Program & Donor Services Manager Valerie Bassett, Executive Director, Women’s Fund Audrey Spina, Development Coordinator, Women’s Fund BOARD OF DIRECTORS

Linda Bodenmann Terence Boyle Colleen Carney Nicholas Christ Carl J. Cruz Erik Domingues, MD, FAAD William R. Eccles Jr. Seth Garfield Gerry Kavanaugh Maria Rosario Cynthia Rose Jason Rua Louis Sousa Eric Strand John Vasconcellos

Community Foundation of Southeastern Massachusetts Key Initiatives for 2019 The Key Initiatives for 2019 are stated as the three Strategic Planning Objectives: i) Creating a Community Foundation that Can Serve the Needs of our Region (a) Enhance Technology and Website Capacity (i) Establish a new grant and donor platform (ii) Establish a new online scholarship program (iii) Design and introduce a new website (iv) Establish a online Board Portal (b) Organizational Health (i) Work closely with Governance Committee to expand Board capacity and engagement (ii) Re-align staffing to reflect new development position and reduced finance and administrative capacity (iii) Pursue professional development for key staff (c) Annual Fundraising (i) Re-invigorated Summersâ€™ Last Blast (ii) Introduce a spring appeal for Annual Fund ii) Be a Catalyst for Local and Extra-Regional Philanthropy (a) Establish new funds and strategic partnerships (i) Robust Engagement with Donors, Prospects and Advisors (ii) Establish complimentary foundation partnerships iii) Make a Significant Impact in our Areas of focus: (a) Arts and Culture (i) Complete second year of Creative Commonwealth Initiative (ii) Secure ongoing relationship with the Barr Foundation (iii) Fund Field of Interest Funds for New Bedford and Fall River (b) Education 1. Establish Ad Hoc Committee and Mandate 2. Initiate work toward impact goals (c) Economic Opportunity 1. Establish Ad Hoc Committee and Mandate 2. Initiate work toward impact goals

Community Foundation of Southeastern Massachusetts Key Initiatives for 2020 January 2020 1. Plan, launch, and execute a marketing and communications campaign to increase awareness of the Community Foundation and our work, including hiring staff, rolling out a new website, new collateral, the introduction of our new name, logo, and the celebration of our 25th Anniversary. 2. Utilizing our 25th Anniversary, execute a campaign to raise permanent funds for our BoardDesignated Endowment, seek to establish a Legacy Society for deferred giving, and continue to focus on opening new funds. 3. Increase the quality and responsiveness of our donor engagement, with the completion of the transition to improved technology, which will include the creation of donor and Board portals, and grant-making software. 4. Execute on our Creative Commonwealth Initiative including grant-making, capacity building initiatives, marketing, and building philanthropic investment in support of local arts and culture. 5. Create and initiate the work of an education initiative, focusing on early childhood education and college/career readiness, to be informed by our past granting, scholarship work, learnings, and community needs and opportunities. 6. Continue our exploration of the best and most effective impact on economic opportunity through ongoing discussions with stakeholders, fund advisors, board members, and other key constituents and potential partners.

Section 2 Organizational History and Overview

A BRIEF HISTORY Our community is full of people who care deeply about making it a great place to live, work and raise a family. It was just such a group that came together 28 years ago. These leaders had an idea and wanted answers. They wanted to know if a community foundation could improve the quality of life for us all—then and for generations to come. Thoughtful and provocative folks, they found kindred spirits at the Island Foundation and Polaroid Foundation who agreed to fund a comprehensive feasibility study. Prepared by Gloria Clark and with nearly two dozen key stakeholder interviews conducted by John Bullard, the study affirmed the group’s direction and the seeds for our Community Foundation were sown. Seventeen local leaders formalized the Steering Committee which was chaired by Carl Ribeiro and the late Eric Lindell. Together, they developed an idea into an action plan and started to build a charitable organization. In 1995, they took the leap. The Community Foundation became a non-profit agency. From here, the Community Foundation began the work of meeting its mission, “to mobilize philanthropy by matching donors and resources with community needs for the benefit of our region.” We gained significant traction with an anonymous gift of $1 million to establish Project YES to combat youth drug use, and that momentum continued when feasibility study co-author Gloria Clark entrusted the Community Foundation to manage the endowment of the agency she led— the ARC of Greater New Bedford. The new millennium brought two generational acts of philanthropy that continue to impact New Bedford today. New Bedford native and founder of Qualcomm, Irwin Jacobs celebrated his Whaling City roots when he and wife Joan Klein Jacobs established the Jacobs Family New Bedford High School Scholarship Fund with a gift of $1 million. That same year, a group of dynamic women philanthropists led by the Honorable Bettina Borders established the Women’s and Girl’s Endowment Fund or the Women’s Fund as we refer to it today. With its mission, “to support programs that develop, promote, and protect the mind, body, soul, and choices of women and girls,” the Women’s Fund continues to be a catalyst for equality and opportunity in the region. The Community Foundation reached an important milestone in 2004 when it crossed the $5 million threshold in assets under management. The next year, our tenth birthday, the Foundation held the first of what would become a summer tradition on the South Coast, the fabulous Summer’s Last Blast fundraising event. 22

Some birthdays are more memorable than others, and our tenth will remain etched in our minds forever because of the generosity of the late Dick Young. Dick, together with the trustees of the Acushnet Foundation, made the single largest gift to date to our Community Foundation when they donated Acushnet’s $8 million in assets. One of the important areas the Community Foundation makes a difference in is the support and capacity building of grassroots groups and local initiatives. As a fiscal sponsor, we have provided a critical platform to many creative and innovative projects. We are proud of the work of groups such as AHA! which is celebrating its 20th year of supporting and advocating for Downtown New Bedford’s creative economy. Our second largest fund joined the Community Foundation on our 15th birthday, when John and Peter Bullard and the trustees of the Henry H. Crapo Foundation gifted its $4 million in assets. That same year, Bank Five, under the leadership of President and CEO Bill Eccles established the Bank Five Foundation Fund at the Community Foundation. Today, the Bank Five Fund has well over $1 million in assets and is doing incredible good in our community. Access to quality education has been a priority area for the Community Foundation since our founding, and over the years we have partnered with many like-minded advocates and philanthropists to establish the more than 60 scholarship funds we manage today. These scholarship funds will make some 130 awards this year, providing over $400,000 in tuition assistance to scholars. And many of these advocates have offered further support of public education through private philanthropy with the creation of several local education foundation funds. We have continued to grow and more importantly we have continued to act as our community’s bank for good, granting more than $25 million since 2005 to nonprofit organizations and individuals.

Types of Funds Whether you want to support a cause, organization, or help an aspiring scholar, the Community Foundation has a type of Fund to meet your philanthropic goals. And with the option to have a Fund be permanent or temporary, you have the flexibility to give how and when you choose. Most importantly, by partnering with the Community Foundation, you instantly have the support of a trusted leader in philanthropy with access to our expertise in local grantmaking.

Through a Donor Advised fund, you can support the towns, schools, or nonprofits you care most about in Southeastern Massachusetts and elsewhere. A Donor Advised Fund at the Community Foundation allows you to play an active role in your philanthropy, and easily manage your giving without the hassles of running a private foundation. The Community Foundation handles all the investment, administrative and grantmaking work, while you maintain your role in choosing the recipients of your grants. While you can continue in areas of grantmaking that interest you, the Community Foundation can also keep you informed of emerging community needs. Donor Advised Funds may be designed as Permanently Endowed, Spend Down, or Pass-Through depending upon the wishes of the donor.

Field of Interest Funds are unique philanthropic vehicles that allow donors to support the causes they hold dear while benefiting from the local grantmaking expertise of the Community Foundation. A Field of Interest Fund allows you to impact a cause that is important to you, such as public education, the performing arts, the environment, or a particular local geographic area. The Community Foundation invests the funds and provides all necessary legal and administrative services. We also work with you to establish the criteria and process for thoughtful grant making. When you establish a Field of Interest Fund, you ensure it will continue to support the issues you care about most today, and in perpetuity.

Designated Funds allow donors to support the nonprofit charitable organizations they care most about while utilizing the comprehensive donor support services of the Community Foundation. The intent of a Designated Fund is to support a specific nonprofit organization in perpetuity. You may name one or more organizations to receive annual grants from your Fund. Designated Funds at the Community Foundation provide support to nonprofits such as the New Bedford Symphony Orchestra and the Schwartz Center for Children. Gifts to a Designated Fund can be made during life or by bequest and other planned giving vehicles.

Through a Scholarship Fund, you can support students in their pursuit of higher education in a way that is personal, purposeful, and rewarding. A Scholarship Fund at the Community Foundation allows you to play an active role in your philanthropy, and easily manage your giving without the hassles of running a private foundation. The Community Foundation handles all the investment, legal and administrative work, as well as the entirety of the scholarship application, award and payment process, while you set the criteria for the awarding of scholarships and, if desired, be directly involved in their selection.

By investing in a Discretionary Fund, you help the Community Foundation respond to emerging and existing community needs quickly and effectively. The Community Foundation’s Discretionary Fund is designed to provide resources that allow its Board of Directors and staff leadership to directly and surgically impact pressing areas of need or opportunity in our community. This fund utilizes the local philanthropic expertise of the Community Foundation to test innovative solutions to our region’s biggest issues in education, healthcare, the environment, and beyond.

Agency Endowment Funds provide nonprofit organizations with a predictable annual revenue source to be used or re-invested at the organization’s discretion. By entrusting its Agency Endowment Fund to the Community Foundation an organization benefits from economies of scale, which allow for lower trading costs per dollar of investment, diversification and professional money management. In our “Bank for Good”, we pool this nonprofit nest egg for investment purposes with nearly 200 funds totaling $30 million under Community Foundation management.

The Community Foundation builds the capacity of new entities aspiring to nonprofit status through our Fiscal Sponsorship program. Fiscal Sponsorships allow grassroots organizations to focus on meeting their mission and developing their capacity to do good in the community without the accounting and legal requirements of a certified 501(c)3 public charity. Fiscal Sponsorships operate under the Community Foundationâ€™s nonprofit status and receive services from accounting and insurance to payroll and donation management.

Funds Under Management Agency Endowment Advocacy Resource Center Fund Center for Child Care and Development DBA as John Boyd Center Fund Child and Family Services Fund Diabetes Association Endowment Fund Loft School Fund New Bedford High School Scholarship Fund NorthStar Learning Centers Endowment Fund Womens' Center Fund Board Created Endowment SouthCoast Community Foundation Endowment Fund Ladies Benevolent Society Discretionary Fund President's Fund Designated John H. Brown Charitable Remainder Trust Fund Louis Silverstein Family Fund New Bedford Half Marathon Committee Fund New Bedford Star Kids Scholarship Fund Paul and Elaine Chervinsky Charitable Fund Rhoda Wheeler Sheehan Fund S. Heath Rich Fund Schooner Ernestina Endowment Fund Stasia Gorczyca Endowment Fund for the New Bedford Symphony Orchestra Discretionary SouthCoast Community Foundation Operating Fund Southcoast Emergency Response Fund Donor Advised A. Sharon Hughes Young Fund Acushnet Foundation Fund Albert Lees Education Fund Alexa Latteo-Holmes Family Bright Smile Fund Allan and Priscilla Ditchfield Fund Amy Edwards Second Wind Initiative Fund Angel Fund BankFive Foundation Fund Buckley Family Fund Christopher and Yvonne Steere Fund Christopher Jon Souza Fund Dartmouth Education Foundation Endowment Fund 27

David B. Stone Family Fund Easton Legacy Fund Gordon Kent Lenci Family Fund Gosnold Community Fund Hawthorn Medical Associates Charitable Fund Henry H. Crapo Foundation Fund Howland Fund For Aged Women Jacobs Family Donor Advised Fund James Arnold Fund Jim and Bess Hughes Fund John F. Korn and Jayne Rebello Korn Fund John Lipsky-George Whittaker Fund Kate Mahoney Fund Katelyn Dunner Fund Kerry Lynch and Dean Slocum Charitable Fund Ladies' Branch of the New Bedford Port Society Endowment Fund MacGregor Fiske Fund MacLean Children's Fund Marjorie Waite Fund Mary Morley Crapo Hyde Eccles Fund Nancy Calnan Sylvia Fund New Bedford Education Foundation Endowment Fund ORR Tri Town Education Foundation Fund Rainy Day Endowment Fund Ronald and Dale Ferris Family Fund Rotary Club Committee Advised Fund SouthCoast 11th Hour Fund Stephan C. Flanagan Education Enrichment Fund Team Noah Foundation Fund TJA Fund Upstream Foundation Westport Education Foundation Endowment Fund William H. and Mary H. Woods Fund for Arts and Literacy Wintrub and Barton Family Fund Field of Interest SouthCoast Community Foundation Education Roundtable Fund Creative Commonwealth Initiative Elwyn G. Campbell Book Award Fund Huidekoper Fund Jane Brightman Education Enrichment Fund Marion Community Fund Martha G. Coggeshall Fund New Bedford Education Foundation Polaroid Fund Senator Montigny Children's Equality and Empowerment Fund Senator Rodrigues Arts and Culture Fund Westport and Beyond-The Erika Hall Memorial Scholarship Fund 28

Westport Community Engagement Fund Women & Girls Endowment Fund Fiscal Agent/Annuity Frank Gracie Gift Annuity Fund Fiscal Sponsorship AHA New Bedford Fund Attleboro-Taunton Community Health Network Dartmouth Education Foundation Program and Operating Fund Dear Santa Fund Friends of Pembroke Skate Park Fund Greater New Bedford Youth Alliance Martin Luther King Day Fund New Bedford Lyceum Old Bedford Village Development Corporation Probable Futures Schooner Ernestina Fiscal Agent Fund SouthCoast Funders Fund Women & Girls Operating Fund Scholarship Albert F. Carr Scholarship Fund Alexa Latteo-Holmes Family Scholarship Fund Ann M. Pappi Memorial Scholarship Fund Bowman Scholarship Trust Fund Carlin Lynch Scholarship Fund CB's Character Blessings Scholarship Fund Charles J. Lewin Interfaith Scholarship Fund Christine Saulnier Pimental Scholarship Fund Clayton Bond Auman Maritime Scholarship College Club of New Bedford, Inc. Scholarship Fund Colton-Khoo Scholarship Fund Daniel P. Bergeron Scholarship Fund David C. DuBois Scholarship Fund David Cappannari Scholarship Fund Dean Cassell Golf Scholarship Fund Dr. Eric G. Bourgeois Memorial Scholarship Fund Edward D. Thomas Trust Scholarship Fund Ellery R. Sherman Memorial Scholarship Fund Eric C. Johnson Memorial Scholarship Fund Fairhaven Centurion Scholarship Fund Fall River Chamber Foundation/James T. Waldron Scholarship Fund Francis S. Ferreira Scholarship Fund Frank & Eleanor Gracie Family Scholarship Fund Frank D. Sylvia Trust Fund George Earl and Katherine Hartley Church Scholarship Fund Gosnold Community Scholarship Fund Gregory G. Misodoulakis Memorial Scholarship Fund Jacobs Family New Bedford High School Scholarship Fund 29

James T. Grady Scholarship Fund John A. Conway MD Scholarship Fund Joseph X. Vasconcelos Memorial Foundation Fund Katherine Hassan Penton Scholarship, New Bedford Class of 1948, Scholarship Fund Kathleen Joyce Nelson Scholarship Fund Ladies' Branch of the New Bedford Port Society Scholarship Fund Leo R. and Muriel A. Lanouette Fund Lipsky-Whittaker GLBTQ Scholarship Fund Louis M. Rusitzky Scholarship Fund Mary Quinn Scholarship Fund Matthew "Matty" Ryan Oliveira Scholarship Fund Nate King Memorial Scholarship Fund New Bedford High School Class of 1960 Scholarship Fund New Bedford Woman's Club Scholarship Fund Padanaram Foundation Art Scholarship Fund Paul F. Vecchi Memorial Scholarship Fund Sam McFadden Scholarship Fund Samuel and Solomon Rusitzky Entrepreneurial Education Fund Somerset Scholarship Fund Thomas O. and Sarah F. Jackson Trust Fund Award Thomas S. Hathaway Scholarship Fund Van Sloun Foundation Scholarship Fund Webb Family Scholarship Fund William Tucker Keene Memorial Scholarship Fund

Our mission:

To mobilize philanthropy by matching donors and resources with community needs for the benefit of our region.

Service Area The SouthCoast Community Foundation serves 41 cities and towns across 4 counties of Southeastern Massachusetts. Our service area includes Greater New Bedford, Greater Fall River, Southern Plymouth County and more.

The SouthCoast Community Foundation serves charitable organizations in Bristol, Plymouth, Dukes and Norfolk Counties. ƌŝƐƚŽů ŽƵŶƚǇ

Acushnet Attleboro Berkley Dartmouth Dighton Easton Fairhaven Fall River Freetown Mansfield New Bedford North Attleboro Norton

Raynham Rehoboth Seekonk Somerset Swansea Taunton Westport

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Abington Bridgewater Brockton Carver East Bridgewater Halifax Hanson

Kingston Lakeville Marion Mattapoisett Middleboro Plymouth Plympton Rochester Wareham West Bridgewater Whitman

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Avon Stoughton

Staff Roster John Vasconcellos President jvasconcellos@southcoastcf.org 508.996.8253, ext. 201

Tricia Grime Development Manager pgrime@southcoastcf.org 508.996.8253, ext. 216

Jasmyn Baird Marketing & Communications Coordinator jbaird@southcoastcf.org 508.996.8253, ext. 217

Kim Heard Office Administrator kheard@southcoastcf.org, 508.996.8253, ext. 215 Holly Weeden Program & Donor Services Manager hweeden@southcoastcf.org, 508.996.8253, ext. 206

Pam Evans Director of Finance & Administration pevans@southcoastcf.org 508.996.8253, ext 204

Open Position Development Systems Administrator 508.996.8253x 214

Rayana Grace Arts & Culture Program Manager rgrace@southcoastcf.org 508.996.8253, ext 202

Board of Directors

Board Committees Executive Committee Arts & Culture Committee Audit Committee Development Committee Education Committee Finance Committee Governance Committee Grants Committee Investment Committee Scholarship Committee

Corporators

President John Vasconcellos Fiscal Sponsorship

Office Administrator Kim Heard Development Manager Tricia Grime

Director of Finance & Administration Pam Evans

Development Systems Administrator Open

Program & Donor Services Manager Holly Weeden

Marketing & Communications Coordinator Jasmyn Baird

Arts & Culture Program Manager Rayana Grace

Section 3 By Laws

COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. BY-LAWS

Dated: August 11, 1994 Board Approved Revision April 3, 2001 Board Approved Revision February 24, 2015 Board Approved as Amended and Restated May 9, 2017 Board Approved Revision August 14, 2018

TABLE OF CONTENTS COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC.

PREAMBLE

SECTION I. ARTICLES OF ORGANIZATION

1.1. Name 1.2. Location

4 5

SECTION 2. NATURE OF CORPORATION

2.1 Foundation is a Charitable Corporation 2.2 Power and Authority of Foundation 2.3 Dissolution SECTION 3. BOARD OF DIRECTORS

5 5 6 6

3.1 Number and Qualifications of Board of Directors 3.2 Compensation 3.3 Terms of Office 3.4 Powers and Duties 3.5 Meetings 3.6 Quorum 3.7 Notice 3.8 Majority Vote 3.9 Participation by Means of Communication 3.10 Action taken without a Meeting 3.11 Vacancies

6 6 6 6 8 8 8 8 9 9 9

SECTION 4. MEMBERS

SECTION 5. OFFICERS

5.1 5.2 5.3 5.4 5.5

Officers of Foundation Duties of Officers Assigned by Board of Directors Professional Advisors Appointment of Additional Officers Requirement of Bond

9 10 10 10 10

SECTION 6. COMMITTEES 6.1 6.2 6.3 6.4 6.5 6.6

Committees Executive Committee Governance Committee Investment Committee Finance Committee Audit Committee

11 11 11 12 12 12

SECTION 7. MANAGEMENT AND FINANCES 7.1 General Administration 7.2 Fiscal Year

12 12 14

SECTION 8. BOOKS AND RECORDS

8.1 Books and Records 8.2 Annual Audit 8.3 Conflict of Interest

14 14 14

SECTION 9. AMENDMENTS

9.1 Amendments

BY-LAWS OF COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. PREAMBLE The COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. (hereafter referred to as the “Foundation”) is a nonprofit public benefit corporation organized to foster and promote charitable activities for the general welfare of the people of Southeastern Massachusetts by giving aid to charitable organizations, institutions, agencies and to individuals, solely for religious, charitable, scientific, literary, cultural, recreation, historic preservation, or educational purposes associated with this goal, as allowed by law. The Foundation is organized exclusively for charitable purposes within the meaning of Internal Revenue Code section 501(c)(3) or the corresponding provision of any future United States internal revenue law. Despite any other provision in these articles, the Foundation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that do not further the purposes of the Foundation, and the Foundation shall not carry on any other activities not permitted to be carried on by (a) a Foundation exempt from federal income tax under Internal Revenue Code section 501(c)(3) or the corresponding provision of any future United States internal revenue law, or (b) a Foundation, contributions to which are deductible under Internal Revenue Code section 170(c)(2) or the corresponding provision of any future United States internal revenue law. The Foundation’s assets are irrevocably dedicated to charitable purposes. No part of the net earnings, properties, or assets of the Foundation, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or to any director or officer of the Foundation. In the event of the liquidation or dissolution of the Foundation, all properties and assets remaining after payment, or provision for payment, of all debts and liabilities of the Foundation shall be distributed to a nonprofit fund, foundation, organization, or corporation that is organized and operated exclusively for charitable purposes and that has established its exempt status under Internal Revenue Code Section 501(c)(3). SECTION 1: NAME AND LOCATION 1.1 Name. The name of the Corporation shall be as set forth in the ARTICLES OF ORGANIZATION, that being COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. These By-Laws, the power of the Corporation and of its Directors and all matters concerning the conduct and regulation of the business and affairs of the Corporation shall be subject to such provisions in regard thereto, if any, as are set forth in the Articles of Organization as from time to time in effect. 1.2 Location. The principal office of the Corporation in the Commonwealth of Massachusetts shall initially be located at the place set forth in the Articles of Organization of the Corporation. The Directors may change the location of the principal 39

office in the Commonwealth of Massachusetts effective upon filing a certificate with the Secretary of the Commonwealth. SECTION 2: NATURE OF CORPORATION 2.1 Foundation is a Charitable Corporation. The Foundation is a charitable corporation formed under Massachusetts General Laws Chapter 180. No dividend shall be declared, no stock shall be issued, and none of its assets and properties, real or personal, shall be used or expended except to carry out its objectives and purposes. 2.2 Power and Authority of Foundation. In order to prosecute properly its objectives and purposes, the Foundation shall have full power and authority to purchase, lease, and otherwise acquire, hold, mortgage, convey, and otherwise dispose of all kinds of properties, both real and personal, in this Commonwealth and in all other states, territories, or dependencies of the United States, and generally to perform all acts expedient or necessary for the proper and successful prosecution of its objectives and purposes. The primary, but not the exclusive, area to be served by the Foundation is the southeastern Massachusetts region and its environs without regard to city or county boundary lines (the "Community"). In order to further its objectives and purposes, the Foundation shall have the power to hold, manage and act as trustee over funds in the form of a trust calling for the foundation as trustee to make income or other payments for a period of a life or lives or other period, to any individuals or for non-charitable purposes, followed by payments to or for the use of the Foundation, or funds in trust to make income or other payments to or for the use of the Foundation, followed by payments to any individuals or for non-charitable purposes. Only payments to or for the use of the Foundation shall be considered Foundation funds subject to the Foundation By-laws and only when the Foundation becomes entitled to their use. Subject to provisions of the Articles of Incorporation, the Board of Directors will pay, apply, divide, and distribute such incomes, revenues, profits, and principal at such time or times as in its discretion may be deemed advisable in the administration and management of the affairs of the Foundation but only for the Foundation's objectives and purposes, it being the true intent and meaning of these By-Laws, anything else to the contrary herein notwithstanding, that the Foundation shall be operated exclusively for charitable, cultural, educational, health, literary, scientific, religious, and public safety purposes, for the prevention of cruelty to individuals or animals, and for the preservation, conservation, protection, and perpetuation of the environment and all living creatures, with no part of the net earnings inuring to the benefit of any private individual or organization, and with no substantial part of the activities being the carrying on of propaganda or otherwise attempting to influence legislation, participating in or intervening in (including the publishing or distributing of statements) any political campaign on behalf of any candidate for public office. 2.3 Dissolution. In the event of the dissolution of this Foundation any remaining assets shall be expended or used to carry out the objectives and purposes designated in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, and any 40

subsequent amendments and reenactments (the "Code"). SECTION 3: BOARD OF DIRECTORS 3.1 Number and Qualifications of the Board of Directors. The Board of Directors shall consist of the President and not less than 12 nor more than 24 other persons. The President shall be an ex officio voting member of the Board and shall be counted for purposes of determining whether there is a quorum. If the Chairâ€™s term as Director ends prior to the end of the Chairâ€™s term as Chair or ends prior to two years thereafter, the Chair or the immediate past Chair, as the case may be, shall be an ex officio voting member of the Board and shall be counted for purposes of determining whether there is a quorum, but shall not be counted in determining whether there are not less than 12 nor more than 24 other persons serving as Director. The exact number of Directors shall be set by the Board of Directors from time to time. Members of the Board shall be elected on the basis of knowledge of the charitable needs of southeastern Massachusetts, and on the basis of activity in or representation of public institutions or organizations in southeastern Massachusetts, which are concerned with charitable needs. The purpose of this provision is to make the Board of Directors generally representative of the public interest in these needs for southeastern Massachusetts. 3.2 Compensation. Directors shall serve without compensation, but they may be reimbursed for reasonable expenses incurred for this Foundation. 3.3 Term of Office. The Directors shall be divided into three classes with the number of Directors in each class being as nearly as possible equal to the number of Directors in each other class. The Directors initially elected to serve in Class 1 shall serve for a term of one year; in Class 2, two years; and in Class 3, for three years. Thereafter, Directors shall serve for three- year terms. Directors may be re-elected to one additional three-year term, except that initial Directors may be re-elected to three additional three-year terms. Officers of the Foundations (as defined below) may continue to serve one-year terms as long as they continue to serve as an officer. A person who has previously served as a Director and who has been off the Board for one or more years may be elected again as a Director. It is the intention of these ByLaws that a person not serve more than nine consecutive years as a Director, except that Directors initially elected in Class 1 may serve ten consecutive years, Directors initially elected in Class 2 may serve eleven consecutive years, and Directors initially elected in Class 3 may serve twelve consecutive years. 3.4

Powers and Duties of the Board of Directors. 3.4.1 General charge. The Board of Directors shall have general charge of the affairs and property of the Foundation. It shall be the duty of the Board to carry out the purposes of the Foundation. 3.4.2 Employ persons. The Board may employ persons to administer the Foundation, including a President or executive director and assistants, attorneys, trustees and agents, may pay expenses and reasonable compensation for their services, and may terminate the 41

employment at any time with or without cause. 3.4.3 Appoint fiduciaries. The Board may appoint fiduciaries to hold and manage Foundation funds for which the donor has not appointed a fiduciary or for which a designated fiduciary has failed to accept custody, may compensate such fiduciaries, and may terminate the appointment of such fiduciaries at any time with or without cause. 3.4.4 Appoint advisors. The Board may appoint advisors to help the Board determine policies and formulate programs to carry out the Foundation’s purposes. 3.4.5 Replace fiduciaries for breach of fiduciary duty. The Board shall have the power to replace any participating trustee, custodian or agent for breach of fiduciary duty under Massachusetts law. If it appears that there may be grounds for exercising this power, the Board shall notify the fiduciary involved and provide a reasonable opportunity for explanation and, if it so determines, for correction. The Board shall exercise this power at a meeting by the affirmative vote of a majority of the members of the Board. Before it exercises this power, the Board may seek advice of legal counsel as to whether a breach has been committed under Massachusetts’s law. 3.4.6 Replace fiduciaries for failure to produce reasonable return. The Board shall have the power to replace any participating trustee, custodian or agent for failure to produce a reasonable return of net income (or appreciation where not inconsistent with the Foundation’s need for current income), with due regard to the safety of the principal, over such reasonable period of time as is determined by the Board. In exercising this power, the determination with respect to a reasonable return of net income or appreciation shall be made separately with respect to each restricted fund and shall be made in the aggregate with respect to unrestricted funds of the Foundation. As used herein, the term “restricted fund” means a fund, the income of which has been designated by the donor of the gift or bequest as being available only for the use or benefit of a named charitable organization or agency or for the use or benefit of a particular class of charitable organizations or agencies, the members of which are readily ascertainable and are less than five in number. If it appears that there may be grounds for exercising this power, the Board shall notify the fiduciary involved and provide a reasonable opportunity for explanation and, if it so determines, for correction. The Board shall exercise this power of replacement at a meeting by the affirmative vote of a majority of the members of the Board. 3.4.7 Modify restrictions. Notwithstanding any provision in these ByLaws or in any instrument of transfer, creating or adding to a fund

of this Foundation, the Board shall have the power to modify any restrictions or condition on the distribution of funds for any specified charitable purposes or to specified organizations if in the sole judgment of the Board (without the necessity of the approval of any participating trustee, custodian, or agent), such restriction or condition becomes, in effect, unnecessary, incapable of fulfillment, or inconsistent with the charitable needs of the South Coast of Massachusetts. The Board shall exercise this power at a meeting by the affirmative vote of a majority of the members of the Board. 3.4.8 Duty to exercise certain powers. The Board is hereby committed to exercise, in the best interest of the Foundation, the powers described in Treasury Regulation Section 1.170A-9 (e) (11) (v) (B), (C), and (D), the power to modify restrictions, the power to replace fiduciaries for breach of fiduciary duty, and the power to replace fiduciaries for failure to produce a reasonable return. 3.4.9 Duty to oversee fiduciaries. The Board is hereby committed to obtain information and to take other appropriate steps with the view to seeing that each participating trustee, custodian or agent administers the funds of this Foundation in accordance with the provisions of Treasury Regulation Section 1.170A-9 (e) (11) (v) (F) to produce a reasonable return of net income or appreciation. 3.4.10 Other powers and duties. The Board shall have such other powers and duties as are set forth elsewhere in these By-Laws. 3.5 Meetings. An annual meeting of the Board shall be held at a time and place, as set by the Chairman. At the annual meeting Directors and officers shall be elected, and a financial report for the preceding year shall be given. 3.5.1 Other meetings. Other meetings of the Board shall be held at times and places set by the Chairman acting on his own volition or upon the request of any two Directors. 3.6

Quorum. A majority of the Directors shall constitute a quorum.

3.7 Notice. Notice of all Board meetings shall be given by mailing the notice at least ten days before a meeting to the usual business or residence address of each Director, but such notice may be waived by any Director. Presence at any meeting by a Director shall constitute a waiver of notice for that meeting. 3.8 Majority vote. Unless otherwise provided in these By-Laws, action approved by the affirmative vote of a majority of the Directors present at a meeting at which a quorum is present shall be the action of the Board of Directors. 3.9 Participation by means of communication. The Board may permit any and all Directors to participate in an annual or other meeting by, or conduct the meeting through

the use of, any means of communication by which all Directors participating may simultaneously hear each other during the meeting. A Director participating in the meeting by this means is deemed to be present in person at the meeting. 3.10 Action taken without meeting. Any action required or permitted to be taken at a Board of Directors meeting may be taken without a meeting if all of the Directors sign one or more written consents describing the action taken. The written consents shall be delivered to the Foundation for inclusion in the minutes for filing with the Foundation records reflecting the action taken. Action taken in this manner shall be effective when the last Director signs the consent, unless the consent specifies a different effective date. Action taken in this manner has effect of a meeting vote and may be described as such in any document. 3.11 Vacancies. Vacancies by death, resignation or otherwise shall be filled for the unexpired term by majority vote of the Directors then serving, although less than a quorum. A vacancy may only be filled by a person who possesses the qualifications as established by the Governance Committee and approved by the Board of Directors. Such person shall remain a member of the Board until his successor is elected and qualified. SECTION 4: MEMBERS The Foundation shall not have any members within the meaning of the Massachusetts Nonprofit Corporation Law. SECTION 5: OFFICERS 5.1 Officers of Foundation. The officers of the Foundation shall be the Chairperson, Past-Chairperson, Vice Chairperson, President, Treasurer and Clerk. Each officer, except the President, shall be elected for one (1) year terms by the Board of Directors at its annual meeting, and each shall hold office until her/his successor is elected. The President shall be a fully compensated professional elected by and who shall serve at the pleasure of the Board of Directors. The President shall serve ex-officio on the Board of Directors and on any Committee as determined by the Board of Directors. The Board may elect additional officers from time to time including without limitation assistant secretaries and assistant treasurers. The officers shall perform the duties prescribed by these By-Laws and by the parliamentary authority adopted by the Foundation. No person may hold more than one office simultaneously. Vacancies in any office may be filled by the Board of Directors at any regular or special meeting. Each officer shall be a present member of the Board of Directors or a former member; and each officer, except the President, may be re-elected from year to year, subject however to the other provisions of this Article. The duties of the officers shall be as follows: (a.) Chairperson of the Board: Shall serve as the Chief Executive Officer and preside at all meetings of the Board of Directors, the Executive Committee, and the

Corporation; and call special meetings whenever she\he deems it necessary or upon written request of five members of the Board of Directors. (b.) Vice Chairperson: In their order, shall perform the duties of the Chair of the Board in the event of his/her absence, resignation, or inability to perform his duties. (c.) Treasurer: Shall have charge of the funds of the organization and shall be bonded for the faithful performance of her/his duties in such amount as shall be fixed by the Board of Directors. There may be an Assistant Treasurer or Treasurers, elected by the Board of Directors, who shall perform such duties as are delegated by the Treasurer. (d.) Clerk: The Clerk or their designee shall take the minutes of meetings of the Board of Directors, and maintain the minutes of all the committees. She/he shall have all the duties of the Secretary of a Corporation and such additional duties as the Board of Directors may assign to her/him. (e.) Past Chair of the Board: Shall serve as a member of the Executive Committee and perform any additional duties as the Board of Directors or the Chair of the Board may assign. (f.) President: Shall have demonstrated her/his ability as an executive skilled and experienced in community organizations, community planning and needs, administration, and resource development for an organization typical of a broad-based community Foundation. 5.2 Duties of Officers Assigned by Board of Directors. Each officer and advisor shall perform such duties and responsibilities as are customary for the office held and as the Board of Directors may prescribe from time to time. In the case of absence or inability to act of any officer of the Foundation or any person authorized to act in her\his place, the Board of Directors may delegate the powers or duties of such office to any other officer, to any Director, or to any other person whom it may select. 5.3 Professional Advisors. The Board may appoint from time to time professional advisors and may agree to compensate said advisors on such terms and provisions as may be agreed upon between the parties. 5.4 Appointment of Additional Officers. The Board of Directors may appoint such other officers, agents, and advisors as it shall deem expedient or necessary, who shall hold their offices or positions of appointment for such terms and shall exercise such powers and person such duties as shall be determined from time to time by the Board of Directors. 5.5 Requirement of Bond. The Board of Directors may require at the Foundation's expense security bonds for any of the officers, advisors, agents, or employees of the Foundation, conditioned for the faithful performance of duties and to comply with such other conditions as from time to time may be required by the Board.

SECTION 6: COMMITTEES 6.1 Committees. The Board of Directors may, by vote of a majority of the directors then in office, elect from its members persons to serve on the Executive Committee and elect from its members or outside persons, other committees in addition to those committees established under this Section. The Board of Directors may, by like vote, delegate thereto some or all of its powers, except those powers which by law, by the Articles of Organization, or by these By-Laws it is prohibited from delegating. In no event shall the following powers be delegated by the Board of Directors to any committee established by it: 1. The power to change the principal office of the Foundation; 2. The power to amend these By-Laws; 3. The power to elect officers required by law by the Articles of Organization or by these By-Laws or the power to fill vacancies in any office; 4. The power to change the number of members constituting the Board of Directors and the power to fill vacancies in the Board of Directors; 5. The power to remove officers from office or directors from the Board of Directors; 6. The power to authorize a merger of the Foundation. Except as the Board of Directors may otherwise determine, any such committee may make rules for the conduct of its business, but, unless otherwise provided by the Board of Directors or in such rules, its business (including the keeping of a record of its meetings) shall be conducted as nearly as may be in the same manner as is provided by these By-Laws for the Board of Directors. Each such committee shall report its action to the Board of Directors, which shall have the power to rescind any action taken, provided, however, in the case of the Executive Committee no such rescission shall have retroactive effect. 6.2 Executive Committee. The Executive Committee shall have the power when the Board of Directors is not in session to transact all business and to give the necessary instructions to the officers and to authorize them to execute, acknowledge, deliver and seal any contracts or instruments in writing. The Executive Committee shall meet at such times as determined by the Chair. Regular minutes of the proceedings of the meetings of the Executive Committee shall be maintained and forwarded to the Board of Directors. The Executive Committee is composed of the officers of the Foundation, namely, Chairperson, Past-Chairperson, Vice Chairperson, President, Treasurer and Clerk. 6.3 Governance Committee. The Governance Committee is composed of the Past-Chairperson of the Board of Directors, three other current Directors and one other non-director. This Committee shall nominate persons for election to the Board of Directors and officers of the Board of Directors and any such further Committee needs as determined by the Chair. The slate of nominees shall be submitted to the Chairperson in sufficient time to be included with the notice of the Annual meeting of the Board of Directors of the Foundation.

The Committee shall also be charged with the review of Board service for each individual member of the Board, evaluation of the Boardâ€™s work and the ongoing review of the By-Laws of the Foundation. Additionally, it is charged with initiating and maintaining ongoing efforts to attract qualified persons to be elected to the Board of Directors of the Foundation. This Committee is charged with creating any additional group, which in the discretion of the Board of Directors, is important to the engagement of the community in the work of the Foundation.

6.4 Investment Committee. The Investment Committee, composed of the Treasurer and at least four (4) other persons, shall invest and reinvest from time to time the endowment funds of the Foundation according to policies established from time to time by the Board. 6.5 Finance Committee. The Finance Committee, composed of the Treasurer as Chairperson and at least four (4) other persons shall, with input from the President and key staff, prepare the budgets for the Foundation and shall be responsible for the review of budget and disbursements items of the non-endowment funds of the Foundation according to policies established from time to time by the Board. The Finance Committee is charged with oversight of any fiduciary duties related to restricted and unrestricted funds held by the Foundation; and in concert with the Governance and Executive Committees and consultation of the Chair may appoint such sub-committees necessary to carry out this duty. 6.6 Audit Committee. The Audit Committee, composed of at least one officer of the Foundation and at least three (3) other persons shall, with input from the President and key staff, work with the independent auditors to provide all necessary paperwork, financial records, donor agreements, balance sheets, investment records and other such materials necessary for the annual audit of the Foundation. In consultation with the Chair and the President, the Chair of the Audit Committee will present findings from the independent auditors to the Executive Committee and the full Board of Directors for their review. SECTION 7: MANAGEMENT AND FINANCES 7.1 General Administration. The Board of Directors shall oversee the administration and management of the property and funds of the Foundation in accordance with the terms of the Articles of Incorporation and these By-Laws, obtaining and securing for such purposes such assistance, office space, personnel, equipment and supplies, and other aids and facilities, upon such terms as the Directors from time to time deem advisable or necessary. The Board of Directors shall establish such funds as in its discretion it shall consider advisable or necessary to further the objects and purposes of the Foundation. The Board of Directors may adopt such rules and policies governing, the establishment and maintenance of such funds as it may determine, subject to applicable provisions of law, the Articles of Incorporation, and the By-Laws of the Foundation. 7.1.1 The Board of Directors, in accordance with the Articles of 47

Incorporation and these By-Laws, shall utilize the incomes, revenues, and profits of the Foundation to defray the costs, expenses, and charges incurred in the administration and management of the Foundation and its funds and properties and in applying, and distributing the net amounts of such incomes, revenues, and profits to and for the objects and purposes of the Foundation. As respects any year or years and any purpose or purposes for which the Foundation is created the Board of Directors in its discretion may withhold the whole or any part of the incomes, revenues, and profits which otherwise would be distributed or used during such year or years and either (a) accumulate the whole or any part of the amount so withheld for expenditures of the same purposes in any future year or years, (b) add the whole or any part of the amount so withheld to the corpus of the Foundation, or (c) pay, apply, and distribute the whole or any part of said amounts to or for the benefit of any of the objects or purposes of the Foundation. 7.1.2 Any assignment, transfer, bill of sale, deed, conveyance, receipt, check, draft, note, or any other document of paper whatever, shall be executed by the persons authorized to do so by resolution of the Board of Directors duly adopted at any meeting and in accordance with the terms of such resolution. 7.1.3 Any corporation, firm, family, group, individual or other person, persons, or organizations shall have the privilege of making grants to the Foundation at any time by way of gift, devise, bequest, contribution, or otherwise, and such grants shall be received, used, and disposed of by the Board of Directors in accordance with the terms of the Articles of Incorporation and these By-Laws, provided, however, that the Board of Directors shall have the power to reject any donation, grant, bequest, or devise which in the opinion of said Board is inconsistent with the objectives, purposes, and policies of the Foundation. 7.1.4 The Board of Directors shall have and may exercise any and all other powers which are desirable or necessary in order to administer and manage the Foundation and the properties and funds thereof and carry out and perform all respects and objects and purposes of the Foundation. 7.1.5 The Board of Directors may hold, use, manage, administer, and, at its discretion, dispose of the properties and assets of the Foundation, and shall collect all incomes, revenues, and profits arising there from. The funds of the Foundation arising through the receipt and collection of incomes, revenues, and profits, sale of properties and assets or otherwise, shall be invested and reinvested from time to time as the Board of Directors shall determine to be in the best interest of the Foundation; and in making any investment or reinvestment, the Board of Directors shall not be limited to such investments as may be legal investments for fiduciaries under any present or future statute, decision, or rule of law. The Board of Directors shall have absolute discretion in the determination of what constitutes a 48

suitable investment or reinvestment for the Foundation. 7.2 Fiscal Year. The fiscal year of the Foundation shall begin on the (1st) day of January of each year. SECTION 8: BOOKS AND RECORDS 8.1 Books and Records. The books, accounts, and records of the Foundation, except as may be otherwise required by the laws of the Commonwealth of Massachusetts, shall be kept at the principal office of the Foundation or at such other place or places as the Board of Directors from time-to-time may appoint. The Board of Directors shall determine whether and to what extent the accounts and books of the Foundation, or any of them shall be open to public inspection, and no person shall have an right to inspect any account of book or document of the Foundation except as conferred by law or by resolution of the Board of Directors. 8.2 Annual Audit. An annual audit of the books, accounts, and records of the Foundation shall be conducted by an independent Certified Public Accountants selected by the Board of Directors 8.3 Conflict of Interest. All circumstances in which there exists the possibility of a conflict of interest or an appearance of a conflict of interest by staff, board members, all members of any committee, or officers of the Foundation shall be disclosed to the Board of Directors describing the nature of the personal or family affiliation with any organization for which a grant is considered, or contract to be awarded even though such affiliation may not give rise to a pecuniary conflict of interest. SECTION 9: AMENDMENTS 9.1 Amendments. Amendments and restatements of these By-Laws may be made by the Board of Directors by a two-thirds, affirmative vote of the Directors present and voting at any regular or special meeting of the Board of Directors, provided notice of such amendments or restatement has been given to each Director in writing at least 10 (ten) days prior to the date of said meetings.

Section 4 Board of Directors

ŽĂƌĚ ŽĨ ŝƌĞĐƚŽƌ :Žď ĞƐĐƌŝƉƚŝŽŶ With great honor the Board of Directors of the SouthCoast Community Foundation serve as fiduciaries who steer the organization towards a sustainable future by adhering to sound, legal and ethical governance as well as financial management policies. The Community Foundation Board fulfills these obligations by abiding to the following duties: 1. ƵƚǇ ŽĨ ƵĞ ĂƌĞ: Each director ensures prudent use of all assets (including people, facilities and good will); and provide guidance for activities that advance the nonprofit’s sustainability and effectiveness. Directors are also expected to possess and maintain an appropriate level of knowledge and understanding of the Community Foundation’s business model, its programs, and the needs of the region. 2. ƵƚǇ ŽĨ >ŽǇĂůƚǇ: Each director makes decisions in the best interest of the Community Foundation; not in her or his self-interest. 3. ƵƚǇ ŽĨ KďĞĚŝĞŶĐĞ: Each director ensures that the Community Foundation acts in accordance with ethical practices and obeys applicable laws; the Community Foundation Board follows its stated corporate purpose and actively works to advance its mission. 4. ƵƚǇ ŽĨ WĞƌĨŽƌŵĂŶĐĞ͗ Each director will: o attend board meetings, demonstrating a dedication to the organization by coming to each meeting prepared by reading any materials provided, and actively participating in each meeting; o actively participate in the work of at least one committee of the Board by attending meetings and using their personal expertise, network and energy to advance the work of the committee(s); o provide an annual unrestricted donation to the Community Foundation’s Annual Fund commensurate with their personal means. Such support should set the Community Foundation as amongst their top three organizations for such support; o be expected to support special initiatives and projects of the Community Foundation; o give strong consideration to engaging the Community Foundation as their philanthropic partner and in their estate plan; o hire and work with the President, and may also be asked to participate in the President’s annual performance evaluation as well as the setting of the President’s compensation; o participate in the Annual Meeting as well as other key events throughout the year, including but not limited to the annual gala. o represent the Community Foundation by promoting the organization, encouraging the establishment of funds, and contributions to the Annual Fund and other special initiatives.

2020-2021 Board of Directors

Officers Chair: Linda Bodenmann Vice Chair: Eric Strand Treasurer: Louis Sousa Clerk: Carl J. Cruz Assistant Clerk: Jason Rua Immediate Past Chair: Seth Garfield President: John Vasconcellos Linda Bodenmann 16 Prince Snow Cir. Mattapoisett, MA 02739 Lbodenmann23@gmail.com 508-961-8124 (c) Trish Arnold PO Box 1559 Mattapoisett, MA 02739 trish.h.arnold@gmail.com 508-758-6149 Damon Chaplin 70 Borden St. New Bedford, MA 02740 Damon.Chaplin@newbedford-ma.gov 508.241.4839 Colleen Carney Courtney Carney Family Office Two Lakeshore Center Bridgewater, MA 02324 phatclaire@gmail.com 970-389-2316 Nicholas M. Christ BayCoast Bank 330 Swansea Mall Drive Swansea, MA 02777 nchrist@baycoastbank.com 508-675-4465 Carl J. Cruz 71 Florence Street New Bedford, MA 02740 barnabybonwit4@aol.com 508-992-7136 Priscilla Ditchfield 8 Cove CircleMarion, MA 02738 pditch@aol.com 508-748-2778

Gail Fortes YWCA Southeastern MA 20 S. Sixth St. New Bedford, MA 02740 gfortes@ywcasema.org 774.263.8876 Seth Garfield 1076 Horseneck Rd. Westport, MA 02790 oceanrancher@yahoo.com 508-971-1120 Jayne Rebello Korn 11 Tilden Commons Dr. Quincy, MA 02171 jaynekorn@rebellokorn.com 781.492.2192 Denise M. PorcheÂ´,MSW,LICSW Island Foundation 589 Mill St. PO Box 1605 Marion, MA 02738 dporche@islandfdn.org 508.748.2809 Maria Rosario NorthStar Learning Center 53 Linden Street New Bedford, MA 02740 mrosario@northstarlc.org 508-991-5907 (w) 508-517-9349 (c) Cynthia Rose 272 High Hill Rd. N. Dartmouth, MA 02747 Carose3449@comcast.net 508-971-0336 (c) (preferred) 508-998-7475 (h)

Jonathan Rounds 15 High St. Dartmouth, MA 02748 jonathanlrounds@hotmail.com 617.763.9663 Jason Rua Rua-Dumont-Audet Insurance 155 N. Main St. Fall River, MA 02770 jasonrua@rdainsurance.com 508-673-5808 Louis E. Sousa, CFA Plimouth Investment Advisors 330 Swansea Mall Drive Swansea, MA 02777 lsousa@pliadv.com 508-675-4313 Eric H. Strand American Research & Management Co. PO Box 576 145 Front Street Marion, MA 02738 estrand@arm-co.com 508-748-1665 John Vasconcellos SouthCoast Community Foundation 128 Union St., Ste 403 New Bedford, MA 02740 jvasconcellos@southcoastcf.org 508-996-8253 x201 508.415.9125 (c)

ϮϬϭϵ ŽĂƌĚ DĞŵďĞƌ ^ĞůĨͲ ƐƐĞƐƐŵĞŶƚ Thank you for taking the time to help us become the best community foundation we can be. As a member of the Board of Directors, your role is essential to this success. Toward that end, it is critical that we take a moment each year to measure our effectiveness and to find opportunities for improvement. 1. Please review that following statements and reflect on how you believe you are doing. 2. Please use the reverse of this form to offer suggestions on how we might be able to improve our meetings, communications, and other interactions. Thank you.

____ I attend, and actively participate in, all (or at least 75%) board meetings and trainings. ____ I serve on a committee of the Board and attend all (or at least 75%) of the meetings. ____ I serve or have served in a leadership capacity on the Executive and/or Finance Committee (s). ____ I understand the mission of the Community Foundation and can speak knowledgably about the Foundation. ____ I provided the Foundation with at least 10 names to add to the Foundation’s mailing list. ____ I talk about the Foundation with friends, colleagues, family and others in my circle of reference. ____ I send letters to friends, colleagues, family and other members in my circle of influence, to introduce them to the Foundation. ____ I set appointments and accompany staff to meet with individuals (at least 3 per year) who show an interest in learning more about the Foundation. ____ I set appointments to introduce John or other staff to my attorney, accountant and investment advisor to introduce them to the Foundation. ____ I hosted a small group social gathering in my home (or elsewhere) to increase understanding and identify interest in the Foundation. ____ I arranged for staff to speak (or have spoken myself) about the Foundation at a civil, social or professional meeting. ____ I write thank you notes or make thank you calls on behalf of the Foundation. ____ I personally contribute annually to the Foundation’s Annual Fund. ____ I have contributed to the Foundation’s Operating Endowment. ____ I have established a fund at the Foundation. ____ I added to an existing fund at the Foundation.

____ I have provided for a bequest or other planned gift to (a) establish a fund (b) add to a fund and/or (c) support the Foundation’s Operating Endowment. ____ I help raise money for the Foundation’s operations and/or special initiatives when requested.

DĂƌŬĞĚ Ăƚ ůĞĂƐƚ ϲ͍ ĨĨĞĐƚŝǀĞ͘ DĂƌŬĞĚ ϴ͍ Khd^d E /E'͊ DĂƌŬĞĚ ϭϬ Žƌ ŵŽƌĞ͍ ^d >> Z͊͊

^ƵŐŐĞƐƚŝŽŶƐ ĨŽƌ /ŵƉƌŽǀĞŵĞŶƚ

ŽĂƌĚ DĞŵďĞƌ ^ĞůĨͲ ƐƐĞƐƐŵĞŶƚ ZĞƐƵůƚ DĂƌĐŚ ϮϬϭϵ Participation: 12 of 14 applicable Board members responded (President did not participate) Ranked from highest to lowest here are the statements with which Board members agreed along with the number agreeing: o I understand the mission of the Community Foundation and can speak knowledgably about the Foundation. (12) o I personally contribute annually to the Foundation’s Annual Fund. (12) o I attend, and actively participate in, all (or at least 75%) board meetings and trainings. (11) o I talk about the Foundation with friends, colleagues, family and others in my circle of reference. (11) o I serve on a committee of the Board and attend all (or at least 75%) of the meetings. (10) o I help raise money for the Foundation’s operations and/or special initiatives when requested. (7) o I serve or have served in a leadership capacity on the Executive and/or Finance Committee. (5) o I have contributed to the Foundation’s Operating Endowment. (4) o I send letters to friends, colleagues, family and other members in my circle of influence, to introduce them to the Foundation. (2) o I arranged for staff to speak (or have spoken myself) about the Foundation at a civil, social or professional meeting. (2) o I write thank you notes or make thank you calls on behalf of the Foundation. (3) o I added to an existing fund at the Foundation. (2) o I provided the Foundation with at least 10 names to add to the Foundation’s mailing list. (1) o I set appointments and accompany staff to meet with individuals (at least 3 per year) who show an interest in learning more about the Foundation. (1) o I set appointments to introduce John or other staff to my attorney, accountant and investment advisor to introduce them to the Foundation. (1) o I hosted a small group social gathering in my home (or elsewhere) to increase understanding and identify interest in the Foundation. (1) o I have established a fund at the Foundation. (1) o I have provided for a bequest or other planned gift to (a) establish a fund (b) add to a fund and/or (c) support the Foundation’s Operating Endowment. (0)

Based on these responses: 6 members qualified as effective

4 as outstanding 1 as stellar 1 below effective. Suggestions for Improvements: “Include a line on the self-assessment for name.” “I can do a better job.” “Is this a mandatory request to be effective by checking at least 6 and if so, what are the implications if less than 6?” “Consider this as an addition self-assessment question: I am attentive and responsive to foundation business, including responding to message soliciting a response within 24 hours.” “Stepping up our technology game will be huge for more interaction between meetings.” “Do we raise the issue to board members if they are not in compliance with attendance for meeting or participation on committees?” “There needs to be a greater commitment to the Fall River area.” “Commitment of financial contribution is well expected, but is this amount based on what the member can afford or is it a set amount that we have to attain without being frowned upon in any way?” “I can and will work on bringing folks to the table.” “Have JV meet others that could add to the Gosnold Community Fund or start their own.” “Since I am a new board member, I have not had the opportunity to check more of the boxes.” “Excellent exercise in awareness, and how I can do more.” “In my estimation, there are too few board meetings-hard to get a handle on everything if there is so bmuch time in-between. Is it possible to go to monthly meetings for the Board along with continuing sub-committee meeting when necessary?” “Observation: The self-assessment form weights each line equally when tallying a final “score”. When categorized, the items may be quantified as follows: Active Meeting participation: 3/18 17% External message advancement/rolodex: 9/18 50% Check wrring/fundraising: 6/18 33% Obviously, each category is important, however the question allocation implies significantly more value assigned to boar member with the deepest pockets and rolodex. Suggestion: consider categorize the questions and assigning weighting per category determined by the Governance Committee.”

ŽĂƌĚ DĞŵďĞƌ ^ĞůĨͲ ƐƐĞƐƐŵĞŶƚ January 2020

Thank you for taking the time to help us become the best community foundation we can be. As a member of the Board of Directors, your role is essential to this success. Toward that end, it is critical that we take a moment each year to measure our effectiveness and to find opportunities for improvement. 1. Review that following statements and reflect on how you believe you are doing. 2. Use the reverse of this form to offer suggestions on how we might be able to improve our meetings, communications, and other interactions. 3. Return to Kim Heard at kheard@cfsema.org by February 11th. Thank you, Governance Committee ____ I attend, and actively participate in, all (or at least 75%) board meetings. ____ I attend, and actively participate in, all (or at least 50%) board trainings. ____ I serve on a committee of the Board and attend all (or at least 75%) of the meetings. ____ I serve or have served in a leadership capacity on a board committee. ____ I am attentive and responsive to Foundation business, including responding, when requested, within a timely manner. ____ I understand the mission of the Community Foundation and can speak knowledgably about the Foundation. ____ I provided the Foundation with at least 10 names to add to the Foundation’s mailing list. ____ I talk about the Foundation with friends, colleagues, family and others in my circle of reference. ____ I initiate appointments and accompany staff to meet with individuals (at least 3 per year) who show an interest in learning more about the Foundation. ____ I initiate appointments to introduce John or other staff to my attorney, accountant and investment advisor to introduce them to the Foundation. ____ I hosted a small group social gathering to increase understanding and identify interest in the Foundation. ____ I arranged for staff to speak (or have spoken myself) about the Foundation at a civil, social or professional meeting. ____ I write thank you notes or make thank you calls on behalf of the Foundation. ____ I personally contribute annually to the Foundation’s Annual Fund. ____ I or my company or family have established a fund at the Foundation. ____ I added to an existing fund at the Foundation.

____ I have provided for a bequest or other planned gift to (a) establish a fund (b) add to a fund and/or (c) support the Foundation’s Endowment. ____ I help raise money for the Foundation’s special initiatives such as the Creative Commonwealth Initiative.

^ƵŐŐĞƐƚŝŽŶƐ ĨŽƌ /ŵƉƌŽǀĞŵĞŶƚ

Board Member Self-Assessment Result March 2020 Participation: 13 of 14 applicable Board members responded (President did not participate) Ranked from highest to lowest here are the statements with which Board members agreed along with the number agreeing: o I am attentive and responsive to Foundation business, including responding, when requested, within a timely manner. (13) o I understand the mission of the Community Foundation and can speak knowledgably about the Foundation. (13) o I talk about the Foundation with friends, colleagues, family and others in my circle of reference. (13) o I personally contribute annually to the Foundation’s Annual Fund. (13) o I attend, and actively participate in, all (or at least 75%) board meetings. (12) o I serve on a committee of the Board and attend all (or at least 75%) of the meetings. (12) o I serve or have served in a leadership capacity on a board committee. (10) o I attend, and actively participate in, all (or at least 50%) board trainings. (8) o I write thank you notes or make thank you calls on behalf of the Foundation. (6) o I or my company or family have established a fund at the Foundation. (4) o I help raise money for the Foundation’s special initiatives such as the Creative Commonwealth Initiative. (4) o I initiate appointments to introduce John or other staff to my attorney, accountant and investment advisor to introduce them to the Foundation. (3) o I arranged for staff to speak (or have spoken myself) about the Foundation at a civil, social or professional meeting. (3) o I have provided for a bequest or other planned gift to (a) establish a fund (b) add to a fund and/or (c) support the Foundation’s Endowment.(3) o I initiate appointments and accompany staff to meet with individuals (at least 3 per year) who show an interest in learning more about the Foundation. (2) o I hosted a small group social gathering to increase understanding and identify interest in the Foundation. (2) o I added to an existing fund at the Foundation. (2) o I provided the Foundation with at least 10 names to add to the Foundation’s mailing list. (1)

Based on these responses: 2 members qualified as effective 6 as outstanding 5 as stellar 0 below effective. Suggestions for Improvements: “Continued Board Training/Retreat” “I need to make more connections with folks with $ to speak to John” “Need to connect more with Board Training” “Will do more if asked (appointments, intro JV, thank you notes)” “Eager to do more especially introductions, fundraising “There needs to be a greater commitment to the Fall River area.”

BOARD OF DIRECTORS May 12, 2020 4:30 pm-6:00 pm Zoom Meeting Time 4:30

AGENDA CALL TO ORDER

Person Linda Bodenmann

4:35

GRANTEE PRESENTATION

Information

New Bedford Whaling Museum

Amanda McMullen, President & CEO Linda Bodenmann

4:45

REVIEW OF MINUTES

Approve

CONSENT AGENDA

Proposed Vote: To waive the reading of the minutes of the February 11, 2020 meeting of the Community Foundation of Southeastern Massachusetts Board of Directors and approve as circulated. Proposed Votes: Linda Bodenmann 1. To accept the minutes of the Executive Committee held on February 26, 2020, April 14, 2020 & May 5, 2020 2. To accept the minutes of the Development Committee held on February 19, 2020 & April 8, 2020 3. To accept the minutes of the Finance Committee held on May 5, 2020 4. To accept the minutes of the Governance Committee held on March 24, 2020 5. To accept the minutes of the Grants Committee held on March 25, 2020 6. To accept the minutes of the Investment Committee held on April 21, 2020 7. To accept the minutes of the Scholarship Committee held on April 16, 2020 & April 30, 2020

4:50

CHAIR REPORT

Information

5:00

COMMITTEE REPORTS

Vote/ Information

Linda Bodenmann 1. Finance Committee: March 31, 2020 Financials 2. Audit Committee: 2019 Audit-Draft 3. Governance Committee: Board SelfAssessment, Proposed Slate of Board Members and Corporators

Lou Sousa Bill Eccles Jason Rua

5:10

PRESIDENT’S REPORT

Information/ Discussion/ Vote

Updates 1. COVID -19 Impact on the Community Foundation

5:45

EXERCISE OF VARIANCE POWER

Information/ Approved by Executive Committee Vote March 27, 2020

The Unidos Para Familias Fund was John Vasconcellos established over two years ago, in partnership with local non-profits and funders, as our response to the emergency created by Hurricane Maria and the resulting influx of residents from Puerto Rico who resettled in New Bedford and were in need of services and support. It was set up as a designated fund wherein the grants could only go to the United Way of Greater New Bedford’s Family Center and NorthStar Learning for their family support services. This initial need has passed, and the fund has approximately $17k remaining. Along with the Community Foundation, the other two main funders were the Island Foundation and the Carney Family Charitable Foundation. Those funders were contacted with the recommendation that, with their consent - which they have given, the fund would be re-purposed and added to our SouthCoast Emergency Fund but will retain the designation that it is to support those two non-profits’ work with families in need as a result of the COVID-19 pandemic.

ADJOURNMENT

John Vasconcellos

Linda Bodenmann

Upcoming Meetings: July 7, 2020: Annual Meeting – Virtual August 11, 2020: 4:30-6:00 November 10, 2020: 4:30-6:00 Attachments: Board Meeting Minutes – February 11, 2020 Executive Committee Minutes – February 26, 2020, April 14, 2020 & May 5, 2020 Development Committee Minutes –February 18, 2020 & April 8, 2020 Finance Committee Minutes – May 5, 2020 Governance Committee Minutes – March 24, 2020 Grants Committee Minutes – March 25, 2020 Investment Committee Minutes - April 21, 2020 Scholarship Committee Minutes –April 16, 2020 & April 30, 2020 March 31, 2020 Financial Package

Community Foundation of Southeastern Massachusetts Minutes of Meeting Board of Directors 128 Union Street, Suite 403, New Bedford, MA February 11, 2020 In Attendance: Linda Bodenmann, Colleen Carney Courtney, Carl J. Cruz, Priscilla Ditchfield, Bill Eccles, Seth Garfield, Maria Rosario, Jason Rua, Lou Sousa, Eric Strand and John Vasconcellos, President Absent: Trish Arnold, Nick Christ, Gerry Kavanaugh and Cynthia Rose Staff: Kim Heard, Office Administrator (recording)

There was a quorum present. Call to Order Linda Bodenmann called the meeting to order at 4:31 pm.

Grantee Report Andy Herlihy, Executive Director of Community Boating Center presented to the Board. They have been a grantee for the past few years. Community Boating Center works with youth, ages 5-24 to teach positive life values through boating and basic ocean stewardship. Kids are exposed to new experiences and opportunities to help steer them toward success . The organization was founded in 1996 and currently serves 3,000 kids year-round. They have 9 educators on staff and work with 30 schools and partners. During the school year they work with 4th and 5th graders in New Bedford Public Schools at Sea Lab to teach basic ocean stewardship and aquaculture. They also teach boating, boat building and windmill blade design. A good number of participants come back to work for the organization in some capacity. In 2014 they started the Junior instructor program for high school and college age kids designed to teach leadership skills. They provide transportation, breakfast and lunch to kids in their summer programs.

Approval of Minutes of November 12, 2019 Meeting (Vote) On motion duly made and seconded the minutes of the November 12, 2019 Meeting of the Board of Directors were unanimously approved as submitted.

Consent Agenda On motion duly made and seconded the minutes of the Committees Meetings listed below were

unanimously accepted as submitted. • Executive Committee held on January 7, 2020 & February 3, 2020 • Development Committee held on November 25, 2019 • Finance Committee held on February 4, 2020 • Investment Committee held on January 28, 2020 • Scholarship Committee held on December 12, 2019

Chair’s Report Linda deferred her report to the Executive Session. John’s performance review will be discussed.

Committee Reports Finance Committee December 31, 2019 Financials – Draft (Attachment A) Lou reviewed the draft December financials and highlighted the following: • There was a very favorable improvement in results at year end 2019 • The key catalyst was the strong appreciation of investment accounts due to very favorable financial markets • Other supporting factors relate to a new $1M Scholarship Fund and $20K overage to target from the Annual Fund • Gross Wages were lower year on year with the bulk coming from staffing changes at the Women’s Fund • The Operating Fund has a surplus at year-end of $123K, well ahead of budget and the prior year. We need to remain disciplined during flush periods to smooth out periods of negative financial market returns and focus on bolstering the Board Designated Endowment Fund. Investment Committee Quarterly Investment Report The Investment Committee met on January 28 and discussed the 2019 returns which were 19.2%. which is slightly below our 19.6% Actual index. We are trailing our 3-and 5-year returns and are hoping that the Prime Buchholz results are closer to our benchmarks. The fund value as of December 31, 2019 was $31,498,998. The break down is 25% Fixed Income with an additional 5% in TIPS. Basically, there is 30% in Fixed Income. Prime Buchholz recommended selling $400K of Pinnacle Small Cap, $250K Artisan International, and $250K of the Vanguard Total International Stock Index and using the proceeds to add $500K to CQC Global Equity Fund, and $250K of the Vanguard to Total Stock Fund. There was no increase in the equity percentage overall. Prime recommended a change in fixed income managers that were more aggressive. However, the committee did not approve the fixed income change but did approve the equity mutual funds changes. Eric reached out to Ryan O’Quinn about the Coronavirus and Prime believes we should stay the course currently. They are willing to have a conference call to discuss the world economic issues due to Coronavirus as needed.

Overall, the committee is not happy with the 3- and 5-year numbers. Arts and Culture Committee Creative Commonwealth Initiative (CCI) Update Priscilla updated the Board on the CCI work. The overall goal of the work is to: • • •

increase access and artistic expression in Fall River and New Bedford, with a focus on underserved, youth, culturally diverse, and immigrant populations. improve collaboration and build capacity in our collective creative community. grow and diversify philanthropic investment in arts and culture.

Work to support the CCI is split between, Rayana and John, Helena Hartnett and 20 volunteers that make up the Arts Advisory Committee and three sub-committees – Grants, Capacity Building and Communications. Because of this work, over $360K was directly invested into arts and culture in New Bedford and Fall River from 2018-2019. In 2020, the work will continue to focus on developing individualized capacity building plans for arts organizations in the Building Blocks cohort and providing free, open workshops that encourage community dialogue. Also, a consistent granting round for Cultural Expression will be established. Work with Fall River will continue as we assist with their developing Arts and Culture Plan. In addition, CCI funds will provide professional development opportunities for Community Foundation staff, Board and Arts Advisory Committee. The team will also explore innovative partnerships, establish an Arts Affinity Group and work with the Williams Group on messaging for the Initiative and the organization as a whole. The CCI budget for 2020-2022 is total revenue of $1,216,500 and expenses totaling $1,131,500.

President’s Report New Brand Identity We have been working with Medium Studios on the rebrand and new name, SouthCoast Community Foundation. We have been specific in exaggerating Community Foundation over SouthCoast as that is the name we are known by. John shared some images of the new logo/name and they will look on different collateral. There is no rush to roll this out as we want to do it right. The new website will go live first and then we will premiere the new brand at the Annual Meeting. Key Initiatives for 2020 (Attachment B ) Staff met to discuss 2020 workplans to help inform the organization’s key initiatives for 2020.

Grants and Scholarships 2019 (Attachment C)

On motion made and seconded, the grant and scholarship distributions for 2019 were unanimously approved. Revoke Appointment of Resident Agent On motion made and seconded, the motion to revoke appointment of Resident Agent on behalf of the organization with the Commonwealth of Massachusetts was unanimously approved.

Exercise of Variance Power On motion duly made and seconded the motion to exercise variance power on the following funds was unanimously approved: Amend Albert Lees Education Fund agreement as follows: Amend Albert Lees Education Fund Agreement: The purpose of the fund will change from: “The purpose of the Fund will be to support educational improvements within the Westport, Massachusetts public schools” To: “The purpose of the Fund will be to support educational initiatives serving the residents of Westport, Massachusetts, as determined by the advisors of the fund.” The advisors of the fund will change from: “The committee making grant recommendations to the Board of Directors of the Community Foundation of Southeastern Massachusetts will be made up of Florence N. Lees; the Superintendent of the Westport Public Schools, serving in an ex-officio role; and the principals of each Westport public school, each serving for one year on rotating basis beginning with the principal of the elementary school, followed by the principal of the middle school and the principal of the high school. The composition of the committee shall be determined by Albert E. Lees, III. Should he be unable to serve in this capacity, this decision shall be made by Florence N. Lees. Should neither be able to serve, the composition of the committee shall be determined by the Board of Directors of the Community Foundation of Southeastern Massachusetts.” To: “The committee making grant recommendations to the Board of Directors of the Community Foundation of Southeastern Massachusetts will be made up of Florence N. Lees, Cindy D. Lees, and Albert E. Lees, III. The composition of the committee shall be determined by Albert E. Lees, III. Should Albert E. Lees, III be unable to serve in this capacity, the fund shall be distributed in its entirety to the Westport Historical Society, Westport, Massachusetts, as a restricted fund for educational purposes.”

Adjourn The meeting was adjourned at 5:38. The Board met in Executive Session. Next Meeting: May 12, 2020- 4:30-6:00 pm

Attachment A Community Foundation of Southeastern Massachusetts

January 28, 2020 2:51 PM Page 1 of 1

BALANCE SHEET Statement of Financial Position Draft December 31, 2019 Current

December 2018

Change

$1,261,160.54

$942,481.81

$318,678.73

ASSETS Cash Accounts Money Market and CD Accounts Schwab - PrimeBuchholtz Plimoth Advisors-Crapo Fund Pledges Receivable Admin Fees Receivable

$459,868.90

$456,582.11

$3,286.79

$31,498,988.00

$26,572,959.81

$4,926,028.19

$3,760,851.87

$3,262,641.41

$498,210.46

$0.00

$7,009.17

$3,638.00

$3,371.17

Grants Receivable

$30,000.00

$80,000.00

($50,000.00)

Prepaid Expenses

$26,071.48

$19,257.09

$6,814.39

Equipment

$86,979.01

$0.00

Software

$57,596.24

$43,596.24

$14,000.00

Website

$29,603.95

$13,203.95

$16,400.00

Leasehold Improvements Accumulated Depreciation Beneficial Interest - Remainder Trust Total Assets

$25,616.00

$0.00

($146,706.03)

($138,180.85)

($8,525.18)

$4,824,887.63

$4,354,345.32

$470,542.31

$41,921,926.76

$35,723,119.90

$6,198,806.86

$243,583.63

$225,053.89

$18,529.74

$9,779.87

$0.00

LIABILITIES Accrued Expenses Fiscal Agent Funds Payroll Taxes W/H Admin. Fees Payable Annuities Payable

($48.30)

$0.00

($48.30)

$7,009.17

$3,638.00

$3,371.17 ($8,000.00)

$323.26

$8,323.26

Notes Payable

$0.00

Total Liabilites

$260,647.63

$246,795.02

$13,852.61

$5,630,884.32

FUND BALANCES Fund Balance -Unrestricted

$33,054,227.02

$27,423,342.70

Fund Balance - Temp. Rest.

$5,708,922.19

$5,351,528.28

$357,393.91

Fund Balance - Perm. Rest.

$1,900,908.04

$1,640,905.45

$260,002.59

Fund Balance - Agency

$880,394.91

$935,683.91

($55,289.00)

Fund Balance - FA

$40,469.88

$61,053.47

($20,583.59)

Fund Balance - Annuity

$76,357.09

$63,811.07

$12,546.02

Total Fund Balances

$41,661,279.13

$35,476,324.88

$6,184,954.25

Total Liabilities and Fund Balances

$41,921,926.76

$35,723,119.90

$6,198,806.86

January 28, 2020

Community Foundation of Southeastern Massachusetts

2:52 PM Page 1 of 2

CONSOLIDATED STMNT OF ACTIVITIES Statement of Activities Draft YTD December 31, 2019 YTD Current

YTD Prior

Change

$1,179,041.82

REVENUES Contributions - Principal

$1,594,491.67

$415,449.85

Contributions - Available

$3,392,740.98

$2,545,931.86

$846,809.12

$435,476.74

$953,621.24

($518,144.50)

Contributions - Interfund Aval CF Endowment Payout Operating Grants

$24,777.00

$0.00

$24,777.00

$162,342.07

$95,000.00

$67,342.07 ($6,197.52)

Returned Grants

$0.00

$6,197.52

Annual Appeal

$0.00

$250.00

($250.00)

Interest Income

$0.00

$541,083.05

($541,083.05)

$944,675.69

$555,601.29

$389,074.40

$4,435,448.28

($5,133,173.43)

$9,568,621.71

$425,490.15

$1,090,292.51

($664,802.36)

$3,765.85

$1,087.33

$2,678.52

$409,868.96

$418,765.40

($8,896.44)

$34,813.82

$110,317.02

($75,503.20)

$837.13

$14,723.44

($13,886.31)

$150,300.00

$134,620.00

$15,680.00

$4,974.00

$8,101.00

($3,127.00)

Dividend Income Unrealized Gains/Losses Realized Gains/Losses Operating Interest Administrative Fee Income Misc. Income Workshop Fees/Events Gala Support Mother's Day Appeal Mother's Day Race

$35,841.53

$29,897.44

$5,944.09

Fundraising Income

$115.00

$1,870.00

($1,755.00)

FR - Special Events

$53,282.16

$69,610.98

($16,328.82) $103,902.99

Gain(Loss) on Sale of Asset

$0.00

($103,902.99)

$470,542.31

($446,642.88)

$917,185.19

$12,579,783.34

$1,308,700.63

$11,271,082.71

$0.00

$3,323,578.37

$3,261,851.99

$61,726.38

Interfund Grants

$460,253.74

$953,621.24

($493,367.50)

Miscellaneous Distributions

$329,396.41

$17,637.06

$311,759.35

$4,652.30

$3,463.63

$1,188.67

Administrative Fee Expense

$409,868.96

$418,765.40

($8,896.44)

Bank Adminstrative Fee

$104,177.38

$104,731.41

($554.03)

Gross Wages

($47,028.23)

Change in Value of Irrevocable CRUT Total Revenues TRANSFERS Total Transfers EXPENSES Grants

Miscellaneous Fund Expenses

$747,688.49

$794,716.72

Benefits

$83,332.60

$91,579.73

($8,247.13)

Payroll Taxes

$71,599.70

$73,975.76

($2,376.06)

Ads Bank /Credit Card Charges Dues and Subscriptions

$967.40

$891.95

$75.45

$4,110.76

$4,066.65

$44.11

$9,348.80

$6,243.95

$3,104.85

$48,404.92

$40,471.86

$7,933.06

$3,588.80

$3,635.09

($46.29)

Credit Card Fees

$389.00

$1,371.31

($982.31)

Fees and Licenses

$987.50

$875.50

$112.00

Equipment & IT Expenses Equipment Rental and Repair

Insurance: Liability

$6,874.33

$7,628.04

($753.71)

Insurance: Workers' Comp

$1,058.00

$3,000.00

($1,942.00)

$12,677.28

$13,079.08

($401.80)

Marketing 68

Community Foundation of Southeastern Massachusetts

January 28, 2020 2:52 PM Page 2 of 2

CONSOLIDATED STMNT OF ACTIVITIES Statement of Activities Draft YTD December 31, 2019 YTD Current

YTD Prior

Change

Development

$2,052.02

$4,170.60

($2,118.58)

Programming (Vendors)

$7,393.23

$6,083.00

$1,310.23

Banner Expense

$234.00

$0.00

Promotional Materials

$258.30

$1,048.21

($789.91)

Meetings and Conferences

$39,246.57

$22,799.73

$16,446.84

Special Events

$165,756.06

$194,029.26

($28,273.20)

Office Expense

$10,679.69

$16,712.60

($6,032.91)

Cleaning Expense

$1,090.00

$2,220.00

($1,130.00)

Postage

$8,242.57

$5,095.26

$3,147.31

Printing

$10,895.51

$18,364.51

($7,469.00)

$5,473.00

$1,376.00

$4,097.00

$19,700.00

$17,131.25

$2,568.75

Professional Development Professional: Audit Professional: Legal

$0.00

$2,673.50

($2,673.50)

Professional: General/Program

$33,356.65

$49,000.04

($15,643.39)

Professional:Other Consultants

$105,573.48

$201,597.66

$96,024.18

Professional: Financial

$2,862.50

$2,188.62

$673.88

Professional: Media Services

$8,425.00

$6,575.00

$1,850.00

Professional: Payroll Services

$3,443.10

$3,031.22

$411.88

$0.00

($636.00)

$636.00

$13,671.20

$14,583.55

($912.35)

$3,333.33

$9,166.66

($5,833.33)

$123,554.42

$87,640.31

$35,914.11

$71,671.66

$58,776.92

$12,894.74

$10.61

$2,800.00

($2,789.39)

Professional: Temp Support Professional: IT Services Professional: Planning Consul Project Expenses Rent Cleaning & Maintenance IT Small Equip & and Supplies

$0.00

($126.40)

$126.40

$1,739.80

$2,701.76

($961.96)

Travel

$13,994.74

$10,468.13

$3,526.61

Utilities

$14,510.77

$17,925.37

($3,414.60)

$0.00

$3,362.20

($3,362.20)

Depreciation

$5,090.62

$6,993.96

($1,903.34)

Amortization

$3,434.56

$2,653.32

$781.24

$156.78

$1,970.46

($1,813.68)

Telephone

Interest Expense

Miscellaneous Total Expenses

$6,394,829.09

$6,468,643.59

($73,814.50)

Net Activity

$6,184,954.25

($5,159,942.96)

$11,344,897.21

January 28, 2020

Community Foundation of Southeastern Massachusetts

2:52 PM Page 1 of 1

OPERATING FUND ONLY BALANCE SHEET Statement of Financial Position Draft December 31, 2019 Current

December 2018

Change

($416,967.14)

($624,918.44)

$207,951.30

ASSETS Cash Accounts Money Market and CD Accounts Schwab - PrimeBuchholtz Pledges Receivable

$457,868.90

$456,582.11

$1,286.79

$18,013.78

$112,670.93

($94,657.15)

$0.00

$7,009.17

$3,638.00

$3,371.17

Grants Receivable

$0.00

$25,000.00

($25,000.00)

Prepaid Expenses

$26,071.48

$19,257.09

$6,814.39

Equipment

$83,954.93

$0.00

Software

$57,596.24

$43,596.24

$14,000.00

Website

$26,590.00

$10,190.00

$16,400.00

Leasehold Improvements

$25,616.00

$0.00

($145,940.51)

($137,415.33)

($8,525.18)

Admin Fees Receivable

Accumulated Depreciation Interfund Clearing

($11,000.00)

$0.00

($11,000.00)

Total Assets

$128,812.85

$18,171.53

$110,641.32

Accrued Expenses

$18,352.61

$17,365.29

$987.32

Payroll Taxes W/H

($48.30)

$0.00

($48.30)

LIABILITIES

Notes Payable

$0.00

Total Liabilites

$18,304.31

$17,365.29

$939.02

FUND BALANCES Fund Balance -Unrestricted

$110,508.54

$806.24

$109,702.30

Total Fund Balances

$110,508.54

$806.24

$109,702.30

Total Liabilities and Fund Balances

$128,812.85

$18,171.53

$110,641.32

Community Foundation of Southeastern Massachusetts

January 28, 2020 2:48 PM Page 1 of 2

Operating Revenue/Expense to Budget DRAFT December 31, 2019 Ytd. Actual

Ytd Budget

Variance

REVENUE Annual Fund

$168,450.26

$150,000.00

$18,450.26

Events

$150,300.00

$145,000.00

$5,300.00

$62,342.07

$62,000.00

$342.07

Grants and Contracts Interfund Gifts

$190,766.00

$171,000.00

$19,766.00

Fundraising Total

$571,858.33

$528,000.00

$43,858.33

CF Endowment Payout

$24,777.00

$0.00

Investment Activity

$54,880.38

$16,000.00

$38,880.38

Administrative Fees

$409,868.96

$398,000.00

$11,868.96

$489,526.34

$438,777.00

$50,749.34

$7,477.62

$2,500.00

$4,977.62

$1,068,862.29

$969,277.00

$99,585.29

$485,025.13

$488,000.00

($2,974.87)

$44,027.64

$52,000.00

($7,972.36)

Earned Income Total Misc Income Total Revenue EXPENSES PERSONNEL: Salaries Taxes Benefits

$47,183.52

$43,500.00

$3,683.52

$576,236.29

$583,500.00

($7,263.71)

Audit

$19,700.00

$0.00

Legal

$0.00

$300.00

($300.00)

Total Personnel PROFESSIONAL SERVICES:

Financial

$2,076.50

$2,300.00

($223.50)

Media Services

$6,325.00

$9,200.00

($2,875.00)

Payroll

$3,443.10

$3,650.00

($206.90)

IT Service

$13,176.50

$13,000.00

$176.50

Other Consultants

$59,831.19

$57,000.00

$2,831.19

$104,552.29

$105,150.00

($597.71)

$56,796.66

$56,800.00

($3.34)

$7,495.33

$7,400.00

$95.33

$11,396.20

$11,400.00

($3.80)

Cleaning

$1,090.00

$1,050.00

$40.00

Depreciation

$8,525.18

$6,600.00

$1,925.18

$85,303.37

$83,250.00

$2,053.37

$4,096.37

$3,700.00

$396.37

Total Professional Services OCCUPANCY: Rent Insurance Utilities

Total Occupancy OFFICE EXPENSE: Credit Card Fees Dues and Subscriptions Equipment Purchases < $1k Equipment Rental and Repair Fees and Licenses Meetings and Conferences

$6,908.53

$5,600.00

$1,308.53

$35,139.56

$31,500.00

$3,639.56

$3,588.80

$3,800.00

($211.20)

$987.50

$1,000.00

($12.50)

$15,307.32

$12,500.00

$2,807.32

Postage

$4,068.88

$4,350.00

($281.12)

Travel

$4,442.99

$5,000.00

($557.01)

Supplies

$7,296.76

$6,400.00

$896.76

$81,836.71

$73,850.00

$7,986.71

Total Office Expense 71

Community Foundation of Southeastern Massachusetts

January 28, 2020 2:48 PM Page 2 of 2

Operating Revenue/Expense to Budget DRAFT December 31, 2019 Ytd. Actual

Ytd Budget

Variance

Promotional Materials

$450.00

$0.00

Marketing

$107.04

$100.00

$7.04

$5,781.44

$8,000.00

($2,218.56)

$6,338.48

$8,550.00

($2,211.52)

$81,827.88

$70,000.00

$11,827.88

$81,827.88

$70,000.00

$11,827.88

Professional Development

$5,473.00

$6,200.00

($727.00)

Special Projects

$3,257.30

$5,000.00

($1,742.70)

PUBLICATIONS:

Printing Total Publications Special Events: Special Events Total Special Events MISCELLANEOUS:

Miscellaneous

$156.78

$650.00

($493.22)

$8,887.08

$11,850.00

($2,962.92)

TOTAL EXPENSES

$944,982.10

$936,150.00

$8,832.10

SURPLUS/(DEFICIT)

$123,880.19

$33,127.00

$90,753.19

Total Miscellaneous

January 28, 2020

Community Foundation of Southeastern Massachusetts

2:55 PM Page 1 of 2

Operating Revenue/Expense YOY Draft YTD December 31, 2019 YTD Current

YTD Prior

Change

$87,286.81

REVENUE Annual Fund

$168,450.26

$81,163.45

Events

$150,300.00

$134,620.00

$15,680.00

$62,342.07

$0.00

$62,342.07

Grants and Contracts Interfund Gifts

$190,766.00

$201,460.49

($10,694.49)

Fundraising Total

$571,858.33

$417,243.94

$154,614.39

CF Endowment Payout

$24,777.00

$0.00

$24,777.00

Investment Activity

$54,880.38

($11,533.70)

$66,414.08

Administrative Fees

$409,868.96

$418,765.40

($8,896.44)

$489,526.34

$407,231.70

$82,294.64

$7,477.62

$1,872.99

$5,604.63

$1,068,862.29

$826,348.63

$242,513.66

$485,025.13

$481,648.72

$3,376.41

$44,027.64

$42,006.55

$2,021.09

Earned Income Total Misc Income Total Revenue EXPENSES PERSONNEL: Salaries Taxes Benefits

$47,183.52

$60,230.48

($13,046.96)

$576,236.29

$583,885.75

($7,649.46)

Audit

$19,700.00

$17,131.25

$2,568.75

Legal

$0.00

$1,973.50

($1,973.50)

Total Personnel PROFESSIONAL SERVICES:

Financial

$2,076.50

$1,355.94

$720.56

Media Services

$6,325.00

$6,575.00

($250.00)

Payroll

$3,443.10

$2,888.97

$554.13

IT Service

$13,176.50

$12,033.75

$1,142.75

Other Consultants

$59,831.19

$9,810.18

$50,021.01

$104,552.29

$51,768.59

$52,783.70

$56,796.66

$44,639.42

$12,157.24

$7,495.33

$8,494.01

($998.68)

$11,396.20

$13,714.14

($2,317.94)

Cleaning

$1,090.00

$1,020.00

$70.00

Depreciation

$8,525.18

$7,324.02

$1,201.16

$85,303.37

$75,191.59

$10,111.78

$4,096.37

$2,308.60

$1,787.77

Total Professional Services OCCUPANCY: Rent Insurance Utilities

Total Occupancy OFFICE EXPENSE: Credit Card Fees Dues and Subscriptions Equipment Purchases < $1k Equipment Rental and Repair Fees and Licenses Meetings and Conferences

$6,908.53

$4,188.95

$2,719.58

$35,139.56

$32,935.48

$2,204.08

$3,588.80

$3,635.09

($46.29)

$987.50

$875.50

$112.00

$15,307.32

$3,564.24

$11,743.08

Postage

$4,068.88

$2,459.40

$1,609.48

Travel

$4,442.99

$2,995.03

$1,447.96

Supplies

$7,296.76

$7,910.64

($613.88)

$81,836.71

$60,872.93

$20,963.78

Total Office Expense 73

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Community Foundation of Southeastern Massachusetts

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Operating Revenue/Expense YOY Draft YTD December 31, 2019 YTD Current

YTD Prior

Change

Promotional Materials

$450.00

$650.00

($200.00)

Marketing

$107.04

$0.00

$107.04

$5,781.44

$8,869.35

($3,087.91)

$6,338.48

$9,519.35

($3,180.87)

$81,827.88

$62,753.83

$19,074.05

$81,827.88

$62,753.83

$19,074.05

Professional Development

$5,473.00

$1,376.00

$4,097.00

Special Projects

$3,257.30

$5,586.84

($2,329.54)

PUBLICATIONS:

Printing Total Publications Special Events: Special Events Total Special Events MISCELLANEOUS:

Miscellaneous Total Miscellaneous

$156.78

$238.26

($81.48)

$8,887.08

$7,201.10

$1,685.98

TOTAL EXPENSES

$944,982.10

$851,193.14

$93,788.96

SURPLUS/(DEFICIT)

$123,880.19

($24,844.51)

$148,724.70

Attachment B

Community Foundation of Southeastern Massachusetts Key Initiatives for 2020

1. Successfully plan, launch, and execute a marketing and communications campaign to increase awareness of the Community Foundation and our work, including hiring staff, rolling out a new website, new collateral, and the introduction of our new name, logo, and the celebration of our 25th Anniversary. 2. Utilizing our 25th Anniversary, execute a campaign to raise permanent funds for our BoardDesignated Endowment, establish a Legacy Society, and open new funds. 3. Increase the quality and responsiveness of our donor engagement and with the completion of the e transition to improved technology, which will include the creation of donor and Board portals, and grant-making software. 4. Execute on our Creative Commonwealth Initiative including grant-making, capacity building initiatives, marketing, and raising the matching funds 5. Create and initiate the work of an education initiative, focusing on early childhood education and college/career readiness, to be informed by our past granting, scholarship work, learnings, and community needs and opportunities. 6. Continue to exploration around our best and most effective impact on economic opportunity through ongoing discussions with various stakeholders, fund advisors, board members, and other key constituents and potential partners.

Attachment C

Grant & Scholarships, 1/1/19 to 12/31/2019

Amount Granted

Acushnet Foundation Fund

Alma del Mar Charter School General Operating Support Big Brothers Big Sisters of Massachusetts Bay in support of your New Bedford programming Boys & Girls Club of Greater New Bedford/Wareham General Operating Support New Bedford Wellness Initiative CFSEMA OPERATING-INTERFUND Transfer $26.6k from Acushnet to cfoper for Youth Alliance Child & Family Services General Operating Support Community Boating Center General Operating Support Dennison Memorial Community Center General Operating Support Global Learning Charter Public School General Operating Support Nativity Preparatory School of New Bedford General Operating Support New Bedford Symphony Orchestra General Operating Support NorthStar Learning Center General Operating Support In support of the Early Childhood Education Center Old Dartmouth Historical Society for the High School Apprenticeship program General Operating Support Our Sisters' School Commitment to General Support over 5 years General Operating Support Polaroid Fund-INTERFUND Transfer $12k from Acushnet to Polaroid to match their 2018 gift Reach Out and Read General Operating Support Southcoast Health St. Luke's operating support Tobey operating support Teach for America - Greater Boston Sponsor a Teacher- New Bedford United Way of Greater New Bedford General Operating Support In support of the Summer Fund YMCA Southcoast General Operating Support Zeiterion Theatre, Inc. General Operating Support

Advocacy Resource Center Fund

The Arc of Bristol County

10,000.00

5,000.00

$ $

20,000.00 5,000.00

26,600.00

10,000.00

3,000.00

20,000.00

10,000.00

2,000.00

$ $

5,000.00 50,000.00

$ $

25,000.00 12,000.00

$ $

50,000.00 10,000.00

12,000.00

12,500.00

$ $

20,000.00 5,000.00

15,000.00

$ $

50,000.00 5,000.00

15,000.00

2,000.00

Release of 2019 Annual Distribution

10,664.00

10,000.00

18,750.00

6,000.00

5,000.00

10,000.00

6,000.00

10,000.00

8,700.00

6,000.00

9,300.00

5,400.00

6,000.00

8,600.00

10,000.00

WFLIFE-INTERFUND Transfer $1725 from AESW to WFLIFE

1,725.00

Enos, Ms. Kylie Scholarship

1,033.00

25,000.00

1,000.00

5,000.00

1,000.00

Albert F. Carr Scholarship Fund

Brooks, Talia Scholarship Feng Lin, Jin Scholarship Lian, Ms. Meng Scholarship Owens, Mr. John Scholarship

Allan and Priscilla Ditchfield Fund

New Bedford Art Museum as a matching gift for feasibility Zeiterion Theatre, Inc. in support of your capital campaign - towards the $1M

Alleviate Hunger & Homeless Fund

Bristol Elder Services, Inc. In support of your 2019 grant request Coastal Foodshed, Inc. In support of your 2019 grant request Father Bills & Mainspring, Inc. In support of your 2019 grant request Grace Episcopal Church In support of your 2019 grant request My Brother's Keeper In support of your 2019 grant request PACE, Inc. In support of your 2019 grant request Saint Vincent's Home, Corp. In support of your 2019 grant request The Family Pantry - Damien's Place In support of your 2019 grant request United Way of Greater New Bedford In support of your 2019 grant request YMCA Southcoast In support of your 2019 grant request YWCA of Southeastern MA In support of your 2019 grant request

Amy Edwards Second Wind Initiative Fund Ann M. Pappi Memorial Scholarship Fund BankFive Foundation Fund

Casa Dos Acores Nova Inglaterra Inc. to support the FABRIC Arts Festival Catholic Social Services - Sr. Rose House Soup kitchen which feeds 200 people daily Citizens for Citizens for the CFC Food Pantry First Baptist Church - Fall River Soup kitchen and shelter for the homeless of Fall River M.O.,L.I.F.E.,Inc. weekly food pantry program Massachusetts Aquaculture Association to support coordination, communication, regional economic expansion, and research in the aquaculture industry over the next three years Mercy Meals and More soup kitchen providing free breakfast daily and food clinic on a weekly basis One Daily Bread Food & Resource

Soup kitchen feeds 200 people weekly and a full pantry Salvation Army to purchase shelving that can adequately store grocery products for food assistance program The Greater Fall River Community Food Pantry for providing resources for those in need

1,000.00

5,000.00

1,000.00

1,449.00

Calvao, Ms. Peyton O. Scholarship

730.00

CFSEMA OPERATING-INTERFUND Transfer $24777 from CF Endow to CF Oper

24,777.00

9,657.89

600.00

2,000.00

Child & Family Services Release of annual distribution 2019

2,634.00

Camara, Makenna Scholarship

687.00

2,000.00

1,500.00

500.00

Bowman Scholarship Trust Fund

Cateon, Ms. Aleah Scholarship Martins, Ms. Madison I. Scholarship Wilkinson, Ms. Delaney Scholarship

CB's Character Blessings Scholarship Fund CFSEMA Endowment Fund CFSEMA Operating Fund

Greater New Bedford Youth Alliance Transfer bal Acush funding of GNBYA through CF Operations Leadership SouthCoast-INTERFND Transfer $600 from CFOPER to Leadership SC

Charles J. Lewin Interfaith Scholarship Fund

Hanna, Mr. Adam Scholarship Nadeau, Ms. Angela Scholarship Perryman, Ms. Kiera Scholarship

Child and Family Services Fund Christine Saulnier Pimental Scholarship Fund Christopher Jon Souza Fund

Prince Henry Society of Massachusetts, Inc. for the scholarships, In Honor of Meagan E. Sebastio and Victoria A. Cameron, In Memory of Christopher Jon Souza WHALE General Support

College Club of New Bedford, Inc. Scholarship Fund

Bedard, Lindsey Scholarship Botelho, Alyssa Scholarship Bozarth, Madisyn O. Scholarship Braga, Ms. Felicity Scholarship Camara, Madysen Scholarship Camara, Makenna Scholarship Canastra, Sierra R. Scholarship Corey, Julia Scholarship DaCosta, Marisa Scholarship

Hebert, Jenna Scholarship Jupin, Ms. Abigail Scholarship Medeiros, Megan Scholarship Niemi, Hannah Scholarship Peach, Ms. Bailey Scholarship Pereira, Ms. Allison Scholarship Ramos, Ms. Rhyan Scholarship Souza, Ryann N. Scholarship Vadeboncoeur, Ms. Julia Scholarship

Colton-Khoo Scholarship Fund

Pircio, Ms. Sarah Scholarship

Creative Commonwealth Initiative

3rd Eye Youth Empowerment Capacity Building Stipend Cultural Expression Grant ( See award letter & terms for details) To support the Youth Arts Video AHA! - INTERFUND Transfer $10k from Barr to AHA Cape Verdean Recognition Committee, Inc. Capacity Building Stipend Casa Dos Acores Nova Inglaterra Inc. Cultural Expression Grant ( See award letter & terms for details) CFSEMA Operating Fund (blank) CFSEMA OPERATING-INTERFUND Transfer $15k from Barr to CFOPER Transfer $15k from Creative Comm to CFOPER for admin costs Transfer $25k from CCI-Barr to CFOPER Transfer $35k from Barr to CFOPER Coastal Foodshed, Inc. Cultural Expression Grant ( See award letter & terms for details) Community Economic Development Center of SE Mass. Cultural Expression Grant ( See award letter & terms for details) Day of Portugal Fall River Cultural Expression Grant ( See award letter & terms for details) Dream Out Loud for the Get Out and Art! summer program To support the Youth Arts Video Fall River Symphony Orchestra Capacity Building Stipend Gnome Surf Capacity Building Stipend Greater Fall River Art Association Capacity Building Stipend Immigrants' Assistance Center Cultural Expression Grant ( See award letter & terms for details) Massachusetts Design Art & Technology Institute Capacity Building Stipend Narrows Center for the Arts Cultural Expression Grant ( See award letter & terms for details) New Bedford Art Museum for the Get Out and Art! summer program

500.00

550.00

$ $ $

2,000.00 5,000.00 2,933.00

10,000.00

2,000.00

20,000.00

28,270.00

$ $ $ $

15,000.00 15,000.00 25,000.00 35,000.00

10,000.00

$ $

15,000.00 6,261.75

2,000.00

4,000.00

2,000.00

5,000.00

11,100.00

New Bedford Ballet Foundation, Inc. Capacity Building Stipend Cultural Expression Grant ( See award letter & terms for details) New Bedford Fishing Heritage Center Capacity Building Stipend Cultural Expression Grant ( See award letter & terms for details) Seaglass Theater Company Capacity Building Stipend Superflat Interfund Transfer $2k from Barr to Superflat YEAH! Corps Capacity Building Stipend Cultural Expression Grant ( See award letter & terms for details) Your Theatre, Inc. Capacity Building Stipend

Creative New Bedford

$ $

2,000.00 13,000.00

$ $

2,000.00 10,000.00

2,000.00

$ $

2,000.00 14,000.00

2,000.00

Dream Out Loud for the Get Out and Art! summer program

Niemi, Hannah Scholarship

511.00

Dartmouth Ed Program - Interfund Transfer $1620 from Dart Ed Endowment to Dart Ed Operating

1,620.00

Dartmouth Public Schools For Dartmouth Public Schools Teacher Awards ( see award letter attachment)

14,557.10

2,107.00

2,060.00

Diabetes Association, Inc. Release of 2019 Annual Distribution

6,222.00

New Bedford Public Schools for the purchase of Chromebooks, Charging/Storage Carts & Mgmt. Licenses for the advancement of 6th & 7th grade NB K-Nect Initiative

627,472.00

5,000.00

2,500.00

5,000.00

1,200.00

1,000.00

Daniel P. Bergeron Scholarship Fund Dartmouth Education Foundation Endowment Fund Dartmouth Education Foundation Program and Operating Fund David Cappannari Scholarship Fund

Liskov, Mr. Jonathan Scholarship Nadeau, Ms. Angela Scholarship

Diabetes Association Endowment Fund Digital Millennial Consulting LLC

Dr. Paul and Elaine Chervinsky Scholarship Fund

Duarte, Timothy R. Scholarship Lopes Pereira, Suely Scholarship Mondiere, Neyheymee Scholarship Nascimento, Ms. Angelica Scholarship Nguyen, An V. Scholarship Ramos, Ms. Rhyan Scholarship

Edward D. Thomas Trust Scholarship Fund

Burke, Ms. Katherine Scholarship Jarvis, Annmarie Scholarship Quartarone, Mr. Anthony Scholarship Rayburg, Carly E. Scholarship

Sheehan, Ally Elise Scholarship

1,000.00

500.00

Dang, Mr. Huy Scholarship

1,000.00

Semedo, Edgar Scholarship

2,250.00

Hayes, Ms. Nicole P. Scholarship

9,957.00

2,500.00

Global Learning Charter Public School Transfer of balance to close fund

77,187.46

Gosnold Grant Making Interfund Transfer $23,294 from Gos Comm to Gos Grantmaking

23,294.00

3,000.00

1,750.00

40,000.00

20,000.00

1,000.00

700.00

5,000.00

6,000.00

Fairhaven Centurion Scholarship Fund

Lawton, Jeremy Scholarship Niemi, Hannah Scholarship

Francis S. Ferreira Scholarship Fund Frank & Eleanor Gracie Family Scholarship Fund Frank D. Sylvia Trust Fund George Earl and Katherine Hartley Church Scholarship Fund

Kellum, Maxine Scholarship Stopka, Ms. Caitlin Scholarship

Global Learning Charter School Fund Gosnold Community Fund

Gosnold Community Scholarship Fund

Doran, Casey Scholarship Ostiguy, Meghan Scholarship

Gosnold Grantmaking Fund

Buzzards Bay Coalition for the Cuttyhunk Conservation Campaign Friends of the Cuttyhunk Public Library, Inc. General Operating Support UMass - Amherst for additional tick testing for zip code 02713

Gregory G. Misodoulakis Memorial Scholarship Fund

Couto, Ms. Emily Scholarship Lownds, Elizabeth Scholarship Murray, Ms. Cameron Scholarship

Hawthorn Medical Associates Charitable Fund

Child & Family Services for the Caring Network Program( as outlined in 2019 request) Children's Advocacy Center, a program of JRI for Digital Responsibility for Bristol County Youth( as outlined in 2019 request) Katie Brown Educational Program, Inc. for Relationship Violence Prevention Education in Southeastern MA( as outlined in 2019 request) YWCA of Southeastern MA Financial Literacy Program for Women ( as outlined in 2019 request)

Henry H. Crapo Foundation Fund

Junior Achievement of Southern Massachusetts support to help plan, implement, and evaluate 6 elementary school JA classroom programs and 6 high school JA Job Shadow programs Martha Briggs Educational Club, Inc. 81

for restoration / storm window replacements at Sgt. William H. Carney Jr. Memorial Homestead New Bedford Ballet Foundation, Inc. In support of the New Bedford schools programming NorthStar Learning Center for the development and construction of a commercial kitchen Spinner Publications, Inc. for the production expenses of The Paul Cuffe Story Teach for America - Greater Boston

16,628.00

2,000.00

20,000.00

8,000.00

to sponsor one New Bedford corps member and offset the cost to train, develop, and support the individual educator Youth Opportunities Unlimited Inc. for the purchase of bicycle helmets to be distributed to local children YWCA of Southeastern MA in support of the residential services programming Zeiterion Theatre, Inc. in support of the campaign for capital improvements

2,500.00

5,000.00

50,000.00

$ $

350.00 2,000.00

$ $

350.00 2,000.00

1,500.00

$ $

350.00 2,000.00

$ $

350.00 2,000.00

$ $

350.00 2,000.00

350.00

$ $

350.00 2,000.00

2,000.00

$ $

350.00 2,000.00

$ $

350.00 2,000.00

$ $

350.00 500.00

$ $

350.00 2,000.00

1,100.00

Howland Fund For Aged Women

Annette Camacho 2019 Holiday Grant 2019 Howland Fund Grant Conceicao Carvalho 2019 Holiday Grant 2019 Howland Fund Grant Dora Cloutier 2019 Howland Fund Grant Geraldine DeMello 2019 Holiday Grant 2019 Howland Fund Grant Irene Lopes 2019 Holiday Grant 2019 Howland Fund Grant Kathleen MacCord 2019 Holiday Grant 2019 Howland Fund Grant Leila Charbonneau 2019 Holiday Grant Louise Kelly 2019 Holiday Grant 2019 Howland Fund Grant Lucille Bourgeois 2019 Howland Fund Grant Mary Jussaume 2019 Holiday Grant 2019 Howland Fund Grant Pamela Barlow 2019 Holiday Grant 2019 Howland Fund Grant Susan Bewsher 2019 Holiday Grant 2019 Howland Fund Award Theresa Knight 2019 Holiday Grant 2019 Howland Fund Grant

Huidekoper Fund

Coaching 4 Change, Inc. in support as outlined in 2019 request Meeting Street in support as outlined in 2019 request Saint Vincent's Home, Corp. in support as outlined in 2019 request YMCA Southcoast in support as outlined in 2019 request

Jacobs Family Donor Advised Fund

Buttonwood Park Zoological Society Capital investment for establishment of a preschool within the Nature Connection Education Center ( Per 2019 request) CFSEMA Operating Fund (blank) Global Learning Charter Public School for Technology and Equipment ( Per 2019 request) New Bedford Public Schools for enrichment & instructional resources at the Carlos Pacheco Elementary School ( Per 2019 Request) for Enrichment & instructional Resources at the Irwin M. Jacobs Elementary School ( Per 2019 Request) in support of Sea Lab ( Per 2019 Request) New Bedford Symphony Orchestra in support of Learning in Concert ( Per 2019 Request) Old Dartmouth Historical Society General Operating Support UMass Dartmouth Foundation in support of College Now($50k) and Journalism Alliance ($20k)

Jacobs Family New Bedford High School Scholarship Fund

Amaral, Katelynn Scholarship Aubertine, Jacob B. Scholarship Beaulac, Sierra Scholarship Briand, Ms. Vanessa Scholarship Calvao, Ms. Peyton O. Scholarship Carreiro, Joseph Scholarship Correia, Mr. Alex J. Scholarship Doran, Casey Scholarship Eichman, Gwynne Scholarship Gomes, Ms. Katherine Vaz Scholarship Jupin, Ms. Abigail Scholarship Le, Kathleen Scholarship Lemieux, Ms. Emily Scholarship Lian, Ms. Meng Scholarship Morgan, Jonathan Scholarship Nunes, Mr. Viriato P. Scholarship Pereira, Ms. Rachel Scholarship Perry, Mr. Daniel Martin Scholarship Reis, Skylah Scholarship Silva, Mr. Zachary J. Scholarship Souza, Jake Scholarship Spencer, Isaiah C.

25,000.00

12,900.00

90,000.00

$ $ $

50,000.00 50,000.00 15,000.00

30,000.00

100,000.00

70,000.00

8,750.00

4,375.00

8,750.00

8,875.00

8,750.00

4,375.00

8,750.00

4,375.00

8,750.00

4,375.00

8,750.00

4,375.00

Scholarship Vafaee, Ms. Victoria Mehri Scholarship Vieira, Laura Scholarship Xu, Mr. Liang Scholarship Zhao, Meiling Scholarship

James Arnold Fund

Buzzards Bay Coalition support for continued "Bay Adventure" programming in New Bedford Community Economic Development Center of SE Mass. in support of increased staffing for the Immigrant Support Network Immigrants' Assistance Center in support of your Case Management Program Nativity Preparatory School of New Bedford For the purchase of SSAT prep materials Our Sisters' School for general operating support School on Wheels to support New Bedford tutoring programming for homeless children Seven Hills Behavioral Health for continued support of your Food Pantry to serve New Bedford residents Teach for America - Greater Boston general operating support to offset recruitment/ support of New Bedford corps members The Family Pantry - Damien's Place In support of your 2019 Request United Way of Greater New Bedford in support of your "Parenting in America" program YMCA Southcoast For general support of New Bedford programming in support of Sharing the Harvest Community Farm

Jane Brightman Education Enrichment Fund

8,750.00

4,375.00

2,500.00

5,000.00

3,000.00

1,500.00

2,500.00

5,000.00

2,000.00

3,500.00

2,500.00

4,000.00

$ $

4,000.00 4,000.00

450.00

100.00

250.00

100.00

10,000.00

3,000.00

2,000.00

1,000.00

500.00

1,000.00

Fairhaven Public Schools

to support k-1 student supplies/field trip - specifically for those students limited financially from enjoying those events. Friends of the Cuttyhunk Public Library, Inc. in general support in recognition of the importance of reading and writing Nemasket Group, Inc. In Memory of Jane Brightman;In honor of David Graves Veterans Transition House in support of the new building fund ( in memory of Jane Brightman and parents ( Ida & Gus Pereira))

Jim and Bess Hughes Fund

Alma del Mar Charter School General Operating Support Benjamin Franklin Institute of Technology General Operating Support Buzzards Bay Coalition General Operating Support CFSEMA OPERATING-INTERFUND Transfer $3k from Jim Hughes fund to CFOPER Dartmouth College General Operating Support Dartmouth College- Amos Tuck School of Business Administration General Operating Support Dartmouth Natural Resources General Operating Support Epiphany School, Inc. General Operating Support Fessenden School, Office of Advancement General Operating Support

Isabella Stewart Gardner Museum General Operating Support New England Forestry Foundation General Operating Support North Benet Street School General Operating Support Old Dartmouth Historical Society General Operating Support Roxbury Latin School General Operating Support St. George's Fund General Operating Support The Lloyd Center General Operating Support The Mount Holyoke Fund General Operating Support The Preparatory Foundation General Operating Support Thompson Island Outward Bound Education Center, Inc. General Operating Support UMass Dartmouth General Operating Support Wade Institute for Science Education General Operating Support

Jim Haskins Scholarship Fund

Rayray, Ms. Autumn Scholarship Rotary Club of Fall River Charitable Foundation Trust 75% of Jim Haskins Scholarship Fund ( See accompanied letter/terms for detail) Final Balance Transfer of Jim Haskins Scholarship Fund ( See accompanied letter/terms for detail)

John F. Korn and Jayne Rebello Korn Fund

CFSEMA Operating Fund Korn Annual Fund Gift Transfer $1k from Rebello Korn to CFOPER CFSEMA OPERATING-INTERFUND Transfer $3200 from Korn Fund to CFOper LEADSO-Interfund Transfer $3k from Korn Fund to Leadership Southcoast Parish of Saint Ann 2019 Grand Annual Collection Veterans Transition House Building Hope for Heroes Campaign - Bedroom at new Transition Housing Center YWCA of Southeastern MA Restricted for the leadership development of the YWCA Director of Advocacy & Resource Development. Full Tuition to attend 2020 Leadership Southcoast program

John Lipsky-George Whittaker Fund

SouthCoast LGBTQ Network, Inc. For the Stonewall Event

Joseph X. Vasconcelos Memorial Foundation Fund

Cogswell, Paige Scholarship Lefrancois, Gabrielle Scholarship

Katelyn Dunner Fund

Liskov, Mr. Jonathan Scholarship Whitney, Ms. Lauren Scholarship

Katherine Hassan Penton Scholarship, New Bedford Class of 1948, Scholarship Fund

Pereira, Ms. Allison Scholarship

500.00

1,000.00

500.00

10,000.00

2,000.00

1,000.00

500.00

1,000.00

500.00

805.00

$ $

14,743.00 5,442.91

$ $

500.00 1,000.00

3,200.00

3,000.00

500.00

10,000.00

3,200.00

1,000.00

500.00

1,000.00

706.00

684.00

5,970.00

Kathleen Joyce Nelson Scholarship Fund

Pereira, Ms. Allison Scholarship Rezendes, Erin Scholarship

1,500.00

2,421.00

1,500.00

1,000.00

1,500.00

1,000.00

CFSEMA OPERATING-INTERFUND Transfer $175 from LSC to CFOper for SLB Ticket

175.00

Gomez, Mx. Maya Scholarship

5,000.00

Pereira, Ms. Allison Scholarship

2,780.00

1,423.33

1,500.00

2,500.00

1,000.00

Ladies Benevolent Society Discretionary Fund

CFSEMA OPERATING-INTERFUND Transfer $2.4k from Ladies Benev to CFOPER

Ladies' Branch of the New Bedford Port Society Scholarship Fund

Avilla, Jacob Scholarship Bedard, Lindsey Scholarship Jaskolka, Ms. Serena Scholarship Mitchell, Mr. Matthew Scholarship Perry, Mr. Daniel Martin Scholarship Powers, Ms. Hannah Scholarship Reis, Skylah Scholarship Szulc, Damian Scholarship Tavares, Ms. Maya Scholarship

Leadership SouthCoast Fund

Lipsky-Whittaker GLBTQ Scholarship Fund Louis M. Rusitzky Scholarship Fund Louis Silverstein Family Fund

Old Dartmouth Historical Society general operating distribution 2019 Our Sisters' School general operating distribution 2019 Tifereth Israel Congregation general operating distribution 2019

MacLean Children's Fund

CFSEMA Operating Fund Annual Fund Gift Community Boating Center General Operating Support for Opening of the Bay Mattapoisett Community Sailing Association General Operating Support for the Gala Team Noah Foundation General Operating Support Zeiterion Theatre, Inc. for the Capital Campaign for the Z

2,500.00

25,000.00

Town of Marion Property Tax Relief for Marion Residents

8,263.00

New Bedford Symphony Orchestra Annual Fund

100.00

Marion Community Fund Marjorie Waite Fund

Tougaloo College Annual Fund

250.00

WHALE for the Legacy Fund

20,000.00

888.00

828.00

1,159.00

730.00

742.00

736.50

Haghighat, Marina Scholarship

1,134.00

Przybyszewski, Leah Scholarship

1,160.00

Bozarth, Madisyn O. Scholarship

1,098.00

ORR TriTown Ed - interfund Transfer $560 from ORR Sip to ORR Ed Fnd Transfer balance of Sippican Elementary to Tri Trown Ed

$ $

559.60 1,252.03

1,000.00

1,583.60

1,729.00

564.50

1,000.00

Mary Morley Crapo Hyde Eccles Fund Mary Quinn Scholarship Fund

Liskov, Mr. Jonathan Scholarship Stickney, Ms. Samantha Scholarship

Matthew "Matty" Ryan Oliveira Scholarship Fund

Mitchell, Mr. Matthew Scholarship

Nate King Memorial Scholarship Fund

Jupin, Ms. Abigail Scholarship Lin, Anna Scholarship

New Bedford Half Marathon Committee Designated Fund

Schwartz Center for Children general operating distribution 2019 Southcoast Health Systems general operating distribution 2019

New Bedford Half Marathon Committee Scholarship Fund New Bedford High School Class of 1960 Scholarship Fund New Bedford Woman's Club Scholarship Fund ORR Tri Town - Sippican Elementary Fund

ORR Tri Town Education Foundation Fund

Old Rochester Regional School District For Richard Laprise, ORR JHS- "Song of Their Own" Sippican School For Lisa Horan's "LEGO We Do" materials for student learning

Padanaram Foundation Art Scholarship Fund

Town of Dartmouth 2019 Annual grant for summer art workshops for Dartmouth High School students

Paul and Elaine Chervinsky Charitable Fund

Boys & Girls Club of Greater New Bedford/Wareham 2019 general operating distribution Schwartz Center for Children 2019 general operating distribution

Paul F. Vecchi Memorial Scholarship Fund

Bronchuk, Nicole Scholarship Liskov, Mr. Jonathan Scholarship St. Aubin, Ethan Scholarship Whitney, Ms. Lauren Scholarship Wilson, Ms. Julia Scholarship

Polaroid Fund

Centro Communitario deTrabajadores CCT In support of New Bedford programming as detailed in 2019 request CFSEMA Operating Fund Admin. Fee Community Economic Development Center of SE Mass. for support as detailed in 2019 request Greater New Bedford Reg. Voc. Tech High School for support as detailed in 2019 request Immigrants' Assistance Center for support as detailed in 2019 request Junior Achievement of Southern Massachusetts for support as detailed in 2019 request OPEN ESOL for support as detailed in 2019 request United Interfaith Action of SE Massachusetts In support of your advocacy work with GNB Voc-tech WFLIFE-INTERFUND Transfer $15k from Polaroid to WFLifework YWCA of Southeastern MA for support as detailed in 2019 request

10,000.00

3,000.00

15,000.00

6,000.00

15,000.00

8,000.00

15,000.00

6,000.00

15,000.00

10,000.00

4,850.00

4,000.00

15,000.00

200.00

CFSEMA Discret - Interfund Transfer $4.661k from Buzzards Bay to Discretionery

4,661.87

CFSEMA Discret - Interfund Transfer $6.967k from Opiate to Discretionary

6,967.97

ORR TriTown Ed - interfund Transfer $156 balance to close fund

156.18

Bristol Community College Foundation In support of the 2018 Poetry Contest expenses

375.00

President's Fund

Rhode Island Public Radio to support a bureau in downtown New Bedford as part of The Public's Radio coverage of Southeastern Massachusetts

Rainy Day Endowment Fund

Dream Out Loud General Operating Support New Bedford Art Museum general support(can be used as part of match needed for van) United Way of Greater New Bedford for the Summer Fund Women and Girl's Fund-INTERFUND Transfer $200 from Rainy Day to WF Operating

RETIRED - Buzzards Bay Anglers Club Fund RETIRED - Opiate Prevention Fund

RETIRED - ORR Education Foundation Program & Operating Fund Rhoda Wheeler Sheehan Fund

Rhoda Wheeler Sheehan Poetry Contest Fund

Bristol Community College Foundation In support of the 2018 Poetry Contest expenses Wheeler Sheehan Poetry Interfund Transfer $11k from Sheehan Poetry to Sheehan Fund

S. Heath Rich Fund

Brockton Family & Community Resources 2019 general operating distribution Catholic Charities South 2019 general operating distribution United Way of Plymouth County 2019 general operating distribution

Sam McFadden Scholarship Fund

Southcoast Health

11,017.20

187.00

for the Radiology scholarship YMCA Southcoast for the 2019 scholarship(s)

Seidl Family Fund

OPEN ESOL Final Payment of Grant to Close Anon. Fund First Payment of Grant to Close Anon. Fund

Senator Montigny Children's Equality and Empowerment Fund

3rd Eye Youth Empowerment 3rd EyE Unlimited Youth Programs ( per your 2019 request) Boys & Girls Club of Greater New Bedford/Wareham in support as detailed in your 2019 request City of New Bedford - Parks Recreation & Beaches for GNBYA Transportation ( as detailed in award letters) Grant Refund: Grant Refund: Check # 200005195 Hazelwood Park Bowling Greens( per your 2019 request) Dennison Memorial Community Center Dennison Memorial Facilities( per your 2019 request) Greater New Bedford Youth Alliance Grant made for GNBYA Transportation Program New Bedford Public Schools Pacheco Elementary Baseball/Softball Field Restoration NorthStar Learning Center Children's literacy and technology. Books, desktop computers, ipads, storage and installation PACE, Inc. for YouthBuild Experiential Learning ( per your 2019 request) PACE Children Facilities & Family Center ( per your 2019 request) Superflat Interfund Transfer $50k from Montigny Children's to Superflat YMCA Southcoast for YMCA Power Scholars Program ( per your 2019 request) Youth Opportunities Unlimited Inc. Y.O.U. Transportation & WHY Eats Summer Lunch ( per your 2019 request)

Sippican Philosophical Society

Vance, Ms. Courtney Scholarship

Somerset Scholarship Fund

Arruda, Mr. Casey Scholarship Bosse, Kate Scholarship Cadorette, Ms. Abigail Scholarship Carneiro, Ms. Hannah Scholarship Chasse, Ms. Tiffany Scholarship Habboosh, Ms. Dina Scholarship Hayes, Ms. Nicole P. Scholarship Padula, Ms. Kayla Scholarship Raad, Mr. Eddy Scholarship Rayray, Ms. Autumn Scholarship

Stasia Gorczyca Endowment Fund for the New Bedford Symphony Orchestra

New Bedford Symphony Orchestra 2019 general operating distribution

Stephan C. Flanagan Education Enrichment Fund 89

500.00

1,200.00

$ $

2,931.03 7,982.00

15,000.00

70,000.00

$ $ $

33,878.00 (33,878.00) 50,000.00

15,000.00

33,878.00

32,190.00

28,932.00

$ $

30,000.00 85,000.00

50,000.00

25,000.00

2,000.00

1,000.00

2,500.00

3,000.00

1,000.00

3,000.00

1,000.00

2,000.00

3,000.00

1,562.00

Swansea School Department For awards to 6 teachers as described in accompanying award letter

2,474.00

10,000.00

8,200.00

2,000.00

500.00

1,200.00

500.00

1,000.00

Dartmouth Natural Resources General Operating Support

500.00

The Loft School of Marion, Inc Release of annual distribution 2019

4,542.00

New Bedford Star Kids Scholarship Program, Inc. 2019 annual designated distribution

2,434.00

350.00

250.00

1,222.00

1,741.00

5,082.00

2,000.00

2,470.50

$ $

500.00 900.00

1,000.00

Tech Infrastructure Fund

CFSEMA Operating Fund (blank) CFSEMA OPERATING-INTERFUND Transfer $8.2k from Tech Fund to CFOPER for website design

The Dean Cassell Golf Scholarship Fund

Brooks, Mr. Griffin Scholarship Kondratik, Michael S. Scholarship

The Kate Mahoney Fund

Coastal Foodshed, Inc. For general support to help offset expenses of the Funder's Day First Congregational Church of Marion Kate Mahoney - Annual Pledge Youth Opportunities Unlimited Inc. For general support to help offset expenses of the Funder's Day Zeiterion Theatre, Inc. General Operating Support

The Kerry Lynch and Dean Slocum Charitable Fund The Loft School Fund

The New Bedford Star Kids Scholarship Fund The Wintrub and Barton Family Fund

Coastal Neighbors Network General Operating Support Gifts to Give New Bedford General Operating Support Leadership SouthCoast Fund Donation

Thomas O. and Sarah F. Jackson Trust Fund Award

Farina, Ms. Allison Scholarship

Thomas S. Hathaway Scholarship Fund

Newell, Mr. Kevin F. Scholarship Reis, Skylah Scholarship

TJA Fund

DaCosta, Marisa Scholarship Taradash, Ms. Gwenyth J. Scholarship

Tree City - New Bedford

James Arnold Mansion for transplanting elm tree and ginkgo tree to another location on the James Arnold Mansion site

Upstream Foundation

Boys & Girls Club of Greater New Bedford/Wareham general operating support in honor of Dana Anderson Overage for auction item Buddhayana Foundation, Inc. for general support in memory of Harold Talbott Buzzards Bay Music Fest 90

general operating support in honor of Trudy Kingery Catholic Community Services in support of the Alitas Program Friends of Marion Council on Aging General Operating Support Immigrants' Assistance Center General Operating Support John A. Conway MD Scholarship Fund Donation Marion Garden Group General Operating Support Marion Institute General Support Massachusetts Design Art & Technology Institute General Operating Support Mustard Seed Foundation, Inc. General Operating Support New Bedford Historical Society General Operating Suppport New Bedford Symphony Orchestra general support of your Music from Land's End Wareham Old Dartmouth Historical Society General Operating Suppport in support of Lighting the Way in support of Summer Gala Sippican Historical Society From the Hot Tub Philanthropists in support of the Elizabeth Taber Statue The Loft Cinema in honor of the Tucson Film Festival Town of Marion in support of Music Hall Landscape Maintenance Univeristy of Arizona Foundation General operating support to benefit Arizona Public Media Women & Girls Operating Fund Annual Gift Women and Girl's Fund-INTERFUND Transfer $5k from Upstream to WF Operating Transfer $6k from Upstream to WF Operating Zeiterion Theatre, Inc. in support of your capital campaign - towards the $1M

2,500.00

500.00

5,000.00

500.00

15,000.00

1,000.00

500.00

$ $ $

10,000.00 15,000.00 1,000.00

500.00

1,000.00

500.00

6,000.00

$ $

5,000.00 6,000.00

15,000.00

Angels Anonymous Westport Delivery & Partial Rent

3,000.00

Houlihan, Molly Scholarship

1,000.00

3,380.00

Weatherlow Food Assistance Fund Webb Family Scholarship Fund

Westport and Beyond_The Erika Hall Memorial Scholarship Fund

Abgrab, Casandra Scholarship Cordeiro, Kyle Scholarship Donovan, Brian Scholarship Medeiros, Allison Scholarship Pereira, Jaely Scholarship Silvia, Samantha Scholarship

Westport Education Foundation Program & Operating Fund

Westport Community Schools Destination Imagination

MAC Drama Group - The Granny Awards MAC Drama Group- The Granny Awards (amended) MAC Robotics & Coding w/ Legos WCS Adult Education WES Drama Group-Frozen Jr WHS DECA State Conference WHS Drama Legally Blonde WHS Pet Portraits for a Cause

$ $ $ $ $ $ $ $

1,152.00 722.25 1,190.00 1,500.00 2,560.00 3,036.00 4,000.00 500.00

9,728.78

2,250.00

21,371.00

15,000.00

3,000.00

YWCA of Southeastern MA for expansion of girl's and women's advocacy leadership development activitites

10,000.00

The Women's Center Release of annual distribution 2019

477.00

3,784,082.11

William H. and Mary H. Woods Fund for Arts and Literacy

Old Dartmouth Historical Society for conservation of the Seaweed Gatherers South Coast Children's Chorus To support 10 students to attend summer SING! camp

Women & Girls Endowment Fund

WOMENS - INTERFUND Transfer $21,371 from Womens End to Womens Operating

Women & Girls Operating Fund

WFLIFE-INTERFUND Transfer $15k from WF Operating to Lifeworks Womens Action Fund-INTERFUND Transfer $3k from WF Action to WF Operating

Women's Action Fund

Womens' Center Fund

Total Grants & Scholarships Paid (2019):

Community Foundation of Southeastern Massachusetts Minutes of Meeting of Executive Committee February 26, 2020 128 Union St., Suite 403 New Bedford, MA In Attendance: Linda Bodenmann, Carl Cruz, Seth Garfield and John Vasconcellos (President) Phone: Eric Strand Absent: Lou Sousa Staff: Kim Heard (recording)

Minutes of February 3, 2020 Meeting

On motion made, seconded and unanimously passed, the minutes of the February 3, 2020 Executive Committee were approved as submitted.

Presidentâ€™s Update

New Employees New Marketing and Communications Coordinator, Jasmyn Baird, started February 19. She has jumped right in to working on the new website, rebrand messaging and meeting with staff. Alison Smart, from our new Fiscal Sponsorship, Probable Futures, started on February 10. She will be in the office 2-3 days per week. Funds We have recently received $315K from the sale of the Martha J. Coggeshall Memorial House to establish the Martha Coggeshall Fund, a Field of Interest Fund for historic preservation in Fairhaven. The fund was recommended to us by Dian Quinn from Bank of America/US Trust. Grants will be decided by our internal committee. Events This yearâ€™s Corporator Breakfast is scheduled for Friday, April 10 at the Waypoint Event Center. Early Education will be the focus and we will invite Ron Ferguson, from Harvard University to speak. Ron is the creator of Boston Basics a program that provides basic parenting tools to young parents. In addition, John will provide an update on the successes of our strategic initiatives thus far. Trish Arnold has been helpful in connecting John with Derron Wallace, a former Posse student, who is now a professor at Brandeis. John has asked him to be keynote speaker at the Annual Meeting. He

would like him to speak at the scholarship reception as well and will ask Trish to reach out. His message is great for both stakeholders and scholars. John and Katie Zobel, ED of CF Western MA have been invited to be on the planning committee for the MA Funders Collaborative in Boston. Yesterday was the first meeting and John had some good conversations with providers and funders around the table. Staff evaluations were delivered this week. There are no issues currently, and we have a really strong team. Over the next couple of months John and Pam Evans will work on a transition plan for her. Eric has been in touch with Ryan at Prime Buchholz regarding the market volatility due to the Coronavirus. He will keep the committee informed.

Adjourn

The meeting was adjourned at 5:40 pm.

Community Foundation of Southeastern Massachusetts Minutes of Meeting of Executive Committee April 14, 2020 Zoom Meeting In Attendance: Linda Bodenmann, Carl Cruz, Lou Sousa, Eric Strand and John Vasconcellos (President) Absent: Seth Garfield Staff: Kim Heard (recording)

Minutes of February 26, 2020 Meeting On motion made, seconded and unanimously passed, the minutes of the February 26, 2020 Executive Committee were approved as submitted.

President’s Update COVID-19 Organizational Response Staff has really stepped up and is doing a great working remotely. We are having daily checkins so we can keep things moving forward by taking care of business and each other. We have seen a lot of generosity from donors to the Emergency Relief Fund and have already raised close to $1.2M. Eight hundred thousand of that amount is from only four gifts. We’ve received $250K from Barr, $200K from Manton $100K from Eastern Bank Charitable Foundation and an internal transfer of $250K from the Montigny Fund for Youth Services. The Acushnet Foundation Fund is going ahead with their spring granting but are reluctant to use the extra 1% payout. We’ve encouraged Crapo to grant earlier than usual and support organizations they already fund. Grants from the Arnold Fund will go out in the next couple of weeks. We anticipate gifts from both Acushnet and Crapo. To date we’ve received eight internal grants, including $25K from the BankFive Fund. Roughly one-third of the donors to the Emergency Fund are new to us. There’s been good response from the Board with a current total of $20K in donations. As announced by Governor Baker, the MA COVID Relief Fund, which will help support essential workers and vulnerable populations, will be partnering with the state’s community foundations to distribute funds. The Fund, which was established by the One8 Foundation from Boston, is currently at $13M.

John has been checking in with the Executive Director of the Fund to discuss the process and help o gather data. SouthCoast Emergency Fund Last week we awarded the first round of grants totaling $325K. There was no open application process. We worked with the SouthCoast Funders Group to identify critical frontline organizations. Kim and Holly have been working to compile information from organizations that are reaching out for assistance. The priority is the homeless, food insecure, Immigrants, the elderly and those with health disparities. We also want to support organizations that have strong leadership. Twenty-three organizations received unrestricted grants from $5K-$25k. The grants committee consists of Carl, Holly, John, Sara from FR City Hall and Christina Connelly from New Bedford City Hall. John has been talking to area non-profits to see where the need is for the next round of grants. They will go out in 2-3 weeks. Every Friday, in partnership with Island Foundation and Carney Family Foundation, John hosts Meet Me for Coffee, a virtual gathering of SouthCoast nonprofit leaders to build a cultural support network and share information. Arts & Culture grant making will shift focus. After conversations with Barr it was decided that we will spend the money as we see fit. Grants will go to smaller more marginal organizations to help support cultural opportunities. There is about $120K to grant. United Way Collaboration and Funders Group John reached out both the New Bedford & Fall River United Way with the intent of establishing one shared fund. That didn’t work out, but we’ve been doing collaborative asks to local funders. We’ve awarded a grant to United Way of Greater New Bedford for the Hunger Commission, but have not given to United Way of Fall River as they don’t do programming so would regrant the funds. The Women’s Fund has started their own response fund. To date they have raised about $10K. We’ve been approved for a PPP Loan for approximately $190K. That amount will also cover AHA & Women’s Fund. The funds are to maintain staffing levels and if we meet the requirements, we get loan forgiveness. The funds come from the Small Business Administration. For audit purposes it’s suggested the money is kept separate from regular operating funds. We had a solid first quarter with revenue we hadn’t counted on so are currently 40% over where we expected to be at this time of year. The portfolio is down a little over 16.5%. We are currently down 11%. Prime Buchholz is keeping an eye on it and giving us weekly updates. Work on the database cleanup has slowed but is still moving forward. Hopefully, the website will be rolled out by the Annual Meeting. We are working closely with the Williams Group on messaging for the rebrand rollout.

Annual Meeting Planning We are looking to keep with the June 9 date for the Annual Meeting but will have to do something virtual. Kim and Tricia are looking into what would work best. It would be a streamlined meeting with mostly just Board business, no keynote. If we send the materials out beforehand and move to a consent vote to keep things brief. We will roll out the rebrand and share some feel-good stories. We want people to hear our story from nonprofit leaders and scholarship recipients.

Adjourn The meeting was adjourned at 6:05 pm.

Community Foundation of Southeastern Massachusetts Minutes of Meeting of Executive Committee May 5, 2020 Zoom Meeting In Attendance: Linda Bodenmann, Carl Cruz, Lou Sousa, Eric Strand and John Vasconcellos (President) Absent: Seth Garfield Staff: Kim Heard (recording)

Minutes of April 14, 2020 Meeting On motion made, seconded and unanimously passed, the minutes of the April 14, 2020 Executive Committee were approved as submitted.

2019 Audit - Draft The organization received a clean audit for 2019 and Pam did not need to make any adjusting entries. We have used the firm Smith, Sullivan and Brown for the past four years and have been happy with their work. We initially had a three-year contract with the firm but are now year to year. Pam will reach out to see if we can get another multiyear commitment. The following note was included in the audit. NOTE 19 SUBSEQUENT EVENTS Management is required to consider events subsequent to the financial statement date for potential adjustment to or disclosure in the financial statements. Therefore, Management has evaluated subsequent events through April 29, 2020, the date which the financial statements were available for issue, and noted the following events which met the disclosure criteria: 2020 COVID-19 Pandemic: Subsequent to year end, the global economies have been impacted by the COVID-19 pandemic. This has led to large market swings impacting the daily value of the Foundationâ€™s long-term investments. It is the opinion of management that market volatility will not hinder daily operations of the Foundation. Investments are considered long-term by management. In response to the pandemic, the Foundation has established a new emergency relief fund subsequent to year end. Additionally, the Foundation received loan funding for payroll and essential costs under the U.S. Small Business Administration (SBA) Paycheck Protection Program.

The 990 will be distributed to the Board for review prior to the May 12 Meeting. Kim will provide a copy without Schedule B. On motion made, and seconded, the Executive Committee recommended that the Board approve and accept the 2019 Audited Financials.

March 31, 2020 Financials Lou reviewed the March 31, 2020 Financials. The financials were presented in a new format as C-Suite is now used instead of FIMs. With the exception of the stock market performance, we had a favorable first quarter. The market is down due to the pandemic which really pulled back our assets. Total assets are down about $4.5M. Investment accounts are down. Schwab by $5.2M and Plimoth by $197K. Cash has increased by $827K, that includes news funds. Contributions variance is positive due to contributions from a new Fiscal Sponsorship, Probable Futures and the newly established for historic preservation in Fairhaven. Money from the Senator Montigny Fund is also reflected here. Grants and Scholarships show as negative as they are tracked separately in this software but combined, they are in line with last year’s totals. Administrative Fees have increased due to fees from new funds and the 1% increase in the endowment payout. Salaries have increased because of the Probable Futures Fund and the new part-time Marketing and Communications Coordinator. On motion made, and seconded, the Executive Committee accepted the March 31, 2020 financials.

President’s Update John has been providing bi-weekly updates to the Board. To date we have raised $1.7M for the SouthCoast Emergency Response Fund. We received two significant gifts as a result of our virtual Funders’ Tour. We received $25K from Schrafft Foundation and $100K from Rusty and Betsy Kellogg who attend the tour. We are one of 9 organizations working with the MA COVID Relief Fund and to date we have received $225K to which we have provided a $100K addition for the recent round of grants. We’ve been asked to be the lead organization for granting in the SouthCoast area and are working with United Ways of Greater Plymouth County and Massachusetts Bay to provide grants to organizations in the Brockton and Taunton area. We will me applying for $350K in the next week. The Scholarship Committee met April 30 to determine scholarship awards. A total of approximately $450K will be awarded. In lieu of our annual Scholarship Reception, we have been communicating with

the recipientsâ€™ families and have asked them to video the scholars receiving news of their award. We are working with a videographer to put the videos together so we can share later. As the Jacobs will not be coming this year, we will host a virtual reception and will replicate the reception as much as possible. After the reception the Jacobs will have a chance to check in with past scholars via Zoom. The Lanouette Scholarship Fund is on track to reach $2M and will be ready for distribution in 2021. We have confirmed two new Board Members, Jayne Korn and Jonathan Rounds. John reached out to six potential Corporators. All are current committee members. Kate Alves, Merri Conway, John Korn and Julie Ramos-Gagliardi have agreed to join. Michelle Buckley politely declined due to time constraints but asked to be re-invited in the future. John will talk with Rachel Charrier later this week. A meeting of the Education Committee is scheduled for Monday, May 11. We will be checking in and reevaluating the work plan to see what is realistic given the current situation. New Marketing and Communications Coordinator Jasmyn Baird will be working with Bob Unger & Barbara LeBlanc who will providing her with coaching for 2 hours per week. She has been doing a great job but is early in her career and will benefit from professional coaching.

Annual Meeting The new date for the Annual Meeting is July 7, 2020.

May 12 Board Agenda The committee set the agenda for the May 12, 2020 Board Meeting.

Adjourn The meeting was adjourned at 6:05 pm.

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Development Committee Meeting Minutes Wednesday, February 19, 2020 9:00 AM – 10:15 AM Attendees: Colleen Carney Courtney, Trish Arnold, Bob Collins, Doug Glassman, Stacy Mullaney, Jeff Pagliuca Call In: Linda Bodenmann, Janet Atkins Absent: Terry Boyle Staff: John Vasconcellos, Tricia Grime (recording) Excused: Pam Ellis Review & Approve Meeting Minutes Colleen Courtney welcomed everyone, motioned to approve the minutes of the November 25, 2019 Development Committee. Motion accepted and approved. Rebranding Update John presented the final design for the re-brand SouthCoast Community Foundation which was approved at the November Board of Directors meeting. ➢ Timeline for marketing and communications roll-out will be forthcoming, projected kick-off Tuesday, June 9th at the Annual Meeting. New Staff John informed the committee of our new hire, Jasmyn Baird, part time Marketing & Communications Coordinator. Jasmyn is a graduate of UMD and received her masters at The New School in New York. She is presently interning at the New Bedford Historical Society and has started her position with us today. Her immediate focus will be on coordinating the design and content for the new website; the quarterly e-newsletter and press releases. She will also work with Rayana to broaden the capacity around arts and culture in the Fall River area, covered by the Barr Grant. Scholarships Season Jan 1 – June 1 Scholarship Season is well under way and the application process is open to students in the local communities. We are partnering with a new non-profit called uAspire. They work with high school students in the New Bedford, Fall River and Southeastern Region, who are planning to attend college. They help the student with the application process, provide information on financial aid opportunities, scholarships etc. In partnership with uAspire we can offer this FREE service to all scholarship applicants. College to Career Readiness can be a very difficult process, this relationship will provide the problemsolving expertise the student will need. Creative Commonwealth Initiative (CCI) The Barr Foundation made a commitment of $1M to the local arts and culture initiative through the Community Foundation. Contingent upon this grant is a 20% match, each year fundraising $62K each year. If we exceed the 20% this year, we may carry the excess over to the next year. Corporator Breakfast – Friday, April 10 Ron Ferguson, CEO of Boston Basics has agreed to be our guest speaker at the Corporator Breakfast. His focus will be Pre-K to early education and the importance of early education success and its impact on the future of the child

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Lyceum – Presents Monica Lewinsky, Friday, May 15 The Community Foundation is a fiscal sponsor for this event. It provides an opportunity to cultivate potential prospects or current fund advisors. ➢ A suggestion was made to offer tickets to women in the community that would benefit from attending, but unable to afford it. ➢ Save the expense of the pre-reception and spend it on something that would stimulate more energy around the 25th Anniversary. Education Scholarship Reception – Monday, May 11 We are in search of a guest speaker for the Scholarship Reception. Someone who would resonate with the students and parents. We have had past scholars with great stories and fund advisors of scholarship funds. ➢ Please contact us if you know of someone from Boston or Providence who would be interested. ➢ A small honorarium might be available. Funders’ Tour – June, August, October - Dates TBD The Funders’ Tours were very successful, an opportunity to continue to educate current and potential Fund Advisors. Through Our Eyes – A mural display of photography, will be displayed on the sides of buildings in the city of Fall River. The local Arts & Culture tour is in Fall River this year, this display will be included. The Community Foundation is hosting a panel discussion today, with the Arts and Culture Group in our new Fall River office. ➢ Please contact John if you have a field of interest for one of the Funders’ Tours ➢ When in Fall River, take the opportunity to view the display. Irwin & Joan Jacobs Annual Visit – June 1 & 2 We are coordinating the visit for Irwin and Joan on June 1 & 2. ➢ You are encouraged to attend the free scholarship award ceremony in the theatre on June 1st at 3:30 PM and/or the Jacobs dinner reception at 6:30 PM. The ticket price for the dinner covers only the catering expense. 25th Anniversary Fundraising Opportunities • Summer’s Last Blast – Friday, September 11 • Spring Appeal direct mail on April 1 – Focus: Scholarship Program • Scholar Society (NEW) – Solicitation letter from a past scholar to the list of approx. 600 scholars. • Board Designated Endowment – Build permanent assets with a gift of $25K/2 yr. split payment • Structured Planned Giving Program – Legacy Giving Suggestions ➢ Legacy Giving Strategy: Target carefully, start with a very specialized list, age appropriate. No more than $50K over a period of years. When commitment is complete, then visit the Legacy Gift discussion. ➢ Please send Tricia 10 new names for the Spring Mailing. Meeting Adjourned.

Future meeting schedule (9 AM – 10:15 AM) Wednesday, April 8, 2020 Wednesday, June 17, 2020

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Development Committee Meeting Minutes Wednesday, April 8, 2020 9:00 AM – 9:45 AM ZOOM Meeting Attendees: Colleen Carney Courtney, Trish Arnold, Linda Bodenmann, Doug Glassman, Stacy Mullaney, Jeff Pagliuca Staff: John Vasconcellos, Tricia Grime (recording) Excused: Bob Collins, Janet Atkins, Pam Ellis Absent: Terry Boyle Review & Approve Meeting Minutes Colleen Courtney welcomed everyone, motioned to approve the minutes of the February 19, 2020 Development Committee. Motion accepted and approved. Pandemic COVID-19 Response • As of March 16, 2020, the Community Foundation Staff has been working remotely. • The SouthCoast Emergency Response Fund was established by the Community Foundation in partnership with other regional funders, to rapidly attract and deploy resources to organizations in our region that are disproportionately impacted by the COVID-19 pandemic. FAQ’s: https://www.cfsema.org/media/southcoast-emergency-response-fund-faqs.pdf • This Fund will provide flexible resources to organizations that are working with communities at the intersection of being most vulnerable to the COVID-19 virus and most impacted by inequity. • The Community Foundation is partnering with the United Way of Greater New Bedford and United Way of Fall River who directly support individuals and their families adversely affected by COVID-19. • We are not hosting a formal application process for Emergency support at this time. Requests and communications for this Fund must be emailed to emergencyfund@cfsema.org. • Administrative Fees have been waived for this Fund, therefore, 100% of gifts will go to community groups and leaders on the ground. The Community Foundation is covering the cost of leading this effort. • A volunteer grants committee will work with Holly Weeden, the Community Foundation Grants Manager and John Vasconcellos to identify the list grantees for the multiple phases of funding. • Funding will address the acute needs immediately, longer-term impacts of the outbreak and recovery. • Communications: In response to the urgent needs of the crisis for our communities, immediate communications were made to the Community Foundation Board, Corporators, Committees, Major Donors, Fund Advisors for an aggressive ask of support and all other donors, Annual Fund, Corporate Sponsors and community at large immediately followed. • Fund Advisors were asked to increase their fund payout by 1% in support of the Emergency Fund. • We developed a free, separate, on-line donation portal for the Emergency Fund; https://cfsema.securepayments.cardpointe.com/pay .

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SouthCoast Emergency Response Fund Revenue and Grants • As of 4/8/2020, $1,046, 353. has been secured - $533,000. received - $598,000. restricted. • The first-round of grants totaling $325,000 covered a range of issues and needs including: food security, elder services, immigrant support, homeless and support for frontline medical care providers. • Grants ranging from $5K to $25K will be completely unrestricted, thus allowing the leadership of these organizations to determine their best use in response to the pandemic. List of grantees can be found at https://www.cfsema.org/about-us/covid-19-news-resources • The next wave of grants will be reviewed and granted within the next few weeks. MA COVID-19 Relief Fund The Massachusetts COVID-19 Relief Fund supports those across the state most impacted by the COVID19 health crisis, focusing on essential frontline workers and vulnerable populations including the homeless, immigrant populations people with disabilities and those facing food security. The Fund works in concert with regional community foundations and non-profit leaders who partner with local leaders to understand the response and relief landscape, strategically filling in where gaps are pronounced. We expect to see the first grant from the MA COVID-19 Relief Fund, that will pass through the SouthCoast Emergency Response Fund, within the next few weeks. https://www.macovid19relieffund.org/ Community Communications and Support • Daily: 30-minute staff ZOOM check-in to review schedules, deadlines, and future planning. • Weekly: Staff agreed to minimize visits to the office, therefore, Kim will pick up the mail every Wednesday, make deposits and other light office work as needed. We encourage donations online or through ACH transfer if possible. • Local & Regional Leadership: From the onset of the crisis, John and Team have constant communications with groups of local and regional leadership to discuss every aspect of the impact in our communities. • Non-Profit Leadership: The Community Foundation immediately felt the need for all local nonprofit leadership to come together for communal support. Each Friday, 9 – 10 AM we host a ZOOM meeting. It has been an educational support group that is appreciated by everyone who attends. Attendance varies 60 – 80 each week and has a planned theme on the present situation. The last 15 minutes is focused on personal mental and physical health. How is our 2020 Strategic Plan impacted? • Immediate focus is fundraising for the SouthCoast Emergency Response Fund. • We will continue to fundraise for the Emergency Fund while sensitively aligning the Annual Fund and Sponsorship to support the critical operating budget. • With the state of emergency, quarantine in place, it was necessary to re-evaluate the planned events. The future is uncertain, and we do not know how long this will last. Therefore, we must evaluate weekly as it develops. • Budget: Pam Evans will be closing the March books soon and Q1 Financials will be available in April. Planned events status: • Corporate One-Ask Meetings: Temporarily holding the corporate one-ask meetings at this time, as we will be asking for Emergency Response support at this time. We will re-visit in the next few weeks. 104

• • • • • • •

Corporator Breakfast 4/10: Canceled, not certain if we will hold something at the end of the year. Will continue communications with this group throughout the year. Funders’ Tour Spring: Planning a ZOOM Virtual Funders’ Tour in April date TBD, focus on the Response to COVID-19. Will offer 2 – 3 more throughout the year. Important to continue this exposure of the work we do and the impact on the communities. Scholarship Award Reception 5/11: TBD – if the venue is not available, we will hold a virtual event. Important to support the students currently, the impact is positive. Lyceum Presents Monica Lewinsky, 5/15: Canceled Irwin & Joan Jacob’s Visit 6/1 & 6/2: The Jacob’s have informed us that they will not be traveling to New Bedford this year. We will plan a virtual event for the students as well, TBD. 25th Annual Meeting 6/9: TBD Home Receptions / Spring & Summer: TBD

➢ Suggestion was made to hold on the Lyceum pre-reception and pivot the expense to a small gathering of the Past CF Board for 25th Anniversary participation and support. Planned 25th Anniversary Fundraising opportunities status: • Annual Fund Spring Solicitation 4/1: Annual Fund Solicitation ON HOLD currently due to our fundraising focus on the Emergency Fund. We will continue to evaluate the process in the next few weeks. • Summer’s Last Blast 9/11: Due to the status of the quarantine, we do not want to incur additional expenses with the uncertainty. Planning is ON HOLD; we will continue to evaluate in the next few weeks. • Scholar Society (NEW) – Solicitation ON HOLD. Letter from a past scholar to the list of approx. 600 scholars. We will combine this effort when we re-instate the annual fund solicitation. • Board Designated Endowment – Build permanent assets with a gift of $25K/2 yr. split payment. Ongoing as opportunity presents. • Structured Planned Giving Program – Legacy Giving – ongoing as opportunity presents. ACTION: We are requesting your help to assist with communications in follow up to the email solicitation in support of the Emergency Response Fund. Please let Tricia know if you will asap. Meeting Adjourned. Future meeting schedule (9 AM – 9:45 AM) Wednesday, June 17, 2020 ZOOM Meeting ID & PW will be provided.

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Finance Committee Meeting Minutes May 5, 2020 Zoom Meeting 9:00 am In Attendance: Lou Sousa, Kate Alves, Rachel Charrier & Jason Rua Absent: Priscilla Ditchfield, Dana Norman & Ed Siegal Staff: John Vasconcellos, Pam Evans & Kim Heard (recording) Welcome Lou called the meeting to order at 9:04 am.

Approve Minutes from February 4, 2020 Meeting The minutes from the February 4, 2020 meeting were approved as submitted.

December 31, 2019 Audit Summary The organization received a clean audit for 2019. Pam did not need to make any adjusting entries. We have used the firm Smith, Sullivan and Brown for the past four years and have been happy with their work. We initially had a three-year contract with the firm but are now year to year. Pam will reach out to see if we can get another multiyear commitment. Audit Committee Chair, Bill Eccles, is retiring and stepping down from the Board so we will need to replace him. The Board will review the 990.

March 31, 2020 Financial Package Lou reviewed the March 31, 2020 Financial package. The financials were presented in anew format as we have gone from FIMs to C-Suite. Consolidated Activity With the exception of the stock market performance, we had a favorable first quarter. The market is down due to the pandemic which really pulled back our assets. Total assets are down about $4.5M. Investment accounts are down. Schwab by $5.2M and Plimoth by $197K. Cash has increased by $827K, that includes news funds.

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The Investment Committee asked Prime Buchholz for more transparency during these times so they have been providing weekly updates so we can keep an eye on overall performance. Contributions variance is positive due to contributions from a new Fiscal Sponsorship, Probable Futures and the newly established Martha Coggeshall Fund for historic preservation in Fairhaven. Money from the Senator Montigny Fund is also reflected here. Under Earned Income, Administrative Fees have increased due to the new funds and Investment Activity shows a negative impact with a change of $8.3M. Grants and Scholarships show as negative as they are tracked separately in this software but together, they are in line with last year’s totals. Administrative Fees have increased due to fees from new funds and the 1% increase in the endowment payout. Salaries have increased because of the Probable Futures Fund and the new part-time Marketing and Communications Coordinator. Operating Fund The Operating Fund shows a modest increase in assets. There is a negative variance in Fundraising as we are not doing the spring appeal and have held off on annual asks for corporate support as fundraising efforts are focused on the Emergency Response Fund. The Endowment Payout shows positive variance as payout rate for funds has been increased by 1%. Admin fees have increased due to the new funds. Expenses are down so change in net assets is $18,400 variance to budget. Revenue is at a negative for year to year as we had a couple of large grants in 2019 but not this year. Total change in net assets is $13,928.

Southcoast Emergency Response Fund To date we have raised $1.7M for the fund and have done two rounds of grants totaling about $900K. We are one of 9 organizations working with the MA COVID Relief Fund and to date we have received $225K to which we have provided a $100K addition for the recent round of grants. We’ve been asked to be the lead organization for granting in the SouthCoast area and are working with United Ways of Greater Plymouth County and Massachusetts Bay to provide grants to organizations in the Brockton and Taunton area. We will me applying for $350K in the next week.

PPP Loan We’ve applied for and received a $189K PP Loan from BayCoast Bank. A portion is for our fiscal sponsors so we will end up with $102K.

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Governance Committee Meeting Minutes March 24, 2020 8:30 am In Attendance: Jason Rua, Seth Garfield, Craig Lindell & Cynthia Rose Staff: John Vasconcellos & Kim Heard (recording) Review of Minutes from September 17, 2019 Meeting The minutes from the September 17, 2019 meeting were approved as submitted.

Board Member Self-Assessment for 2020 Results The committee reviewed the results of the 2020 Board Self-Assessment there was an overall improvement since last year. Engagement has increased due to some changes in membership and more chances for members to participate on committees at events, etc.

Review of Potential Board Members/Corporators John shared the list of potential new Corporators. All are already involved with our work through committees. • Kate Alves: Senior Partner at Barry Investments. She is currently on the Finance Committee and has connected John with some of her clients. • Rachel Charier: Business partner of Mary Louise Nunes and currently on the Finance Committee. • Merry Conway: Very engaged in Marion and is currently on the Scholarship Committee. She has established a Scholarship Fund with us in honor of her husband. • John Korn: He is currently on the Scholarship Committee and has been working with Holly to start a mentoring program for scholarship recipients. He and his wife Jayne have a fund with us. • Michele Buckley: She is the CIO at Baldwin Brothers Investment firm and is on the Investment Committee. • Julie Ramos Gagliardi: Works with Nick Christ at BayCoast Bank and is on the New Bedford Funders Group and Grants Committee. On motion made, seconded and unanimously passed, the committee voted to authorize John to move forward and reach out to the six potential Corporators.

Kim will send the list of current Corporators to the committee.

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John shared the list of potential new Board Members. • Jon Rounds: Very interested in Early Education and is currently working with NorthStar Learning on the South Coast Coalition for Early Childhood Education. He was a long-term Board member at the Boston Children’s Museum. Jason works with him on the South Coast Health Board and said he is intelligent and very engaged. He has a background in finance and IT which is helpful and would be a good addition. • Jayne Korn: She has built a fund with us since John came on board and is very engaged. She would be John’s first choice. • Irene Buck: She and her husband recently established the Westport Community Fund with us and is very involved with our Arts & Culture work. She is on the Arts & Culture Advisory Committee and chairs the Capacity Building subcommittee. • Stacey Mullaney: She and her husband have a fund with us for the Women’s Fund. She is on the Development Committee and has good Fall River connections. She and her husband hosted a gathering at their home last year to introduce folks to the Foundation. • Lisa Alvord: Involved in our Arts & Culture work and is very generous. Although John thinks she would be a good addition, but she hasn’t shown must interest in joining. Jerry Kavanaugh is terming off this year and Bill Eccles is retiring and will not be renewing his term so there will be two open seats on the Board. On motion made, seconded and unanimously passed, the committee voted to recommend new Members Jon Rounds and Jayne Korn to the Board at the May 12 meeting. John will reach out to Jayne Korn and Jason will talk to Jon Rounds.

Work Plan & Calendar for 2020 We need to work on strengthening the committee and John asked the group for recommendations for new members. The committee will be involved with the Governance Orientation training in August.

Adjourn The Governance Committee was adjourned at 9:23 am.

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Grants Committee Meeting Minutes March 25, 2020 In attendance: Carl Cruz, Seth Garfield, John Vasconcellos, Jayne Korn, Kathleen Harrington, Cynthia Rose, Andrea Rodrigues, Zachary Neider -

Meeting commenced at 5PM on March 25, 2020

John welcomed the members to the call and briefed the group on Community Foundation updates: o The Community Foundation has been collecting community responses to gather information on the needs of local nonprofits related to the pandemic. o They’ve been convening community orgs via a weekly community call and, separately, other funders, through the SouthCoast Funder’s group. o The Community Foundation is fundraising on behalf of the Community and has established the SouthCoast Emergency Response Fund which, to date, has raised almost $400,000.

Polaroid Fund grants were reviewed and the following grants, totaling $77,000, were recommended: o Junior Achievement of Southern Massachusetts $8,000 o New Bedford Art Museum/ArtWorks! - $10,380 o PACE, Inc.- $10,000 o School on Wheels - $8,000 o Schwartz Center for Children – $6,120 o United Interfaith Action of SE Massachusetts - $12,500 o YWCA of Southeastern MA - $7,000 o Immigrants Assistance Center - $15,000 An additional $20,000 had been granted to the Women’s Fund from the Polaroid Fund prior to the Committee meeting. The Women’s Fund will regrant to local orgs. in line with the Polaroid guidelines.

Huidekoper Grants were reviewed and the following grants, $5,497.00 were recommended: o Boys and Girls Club of Fall River - $1,497.00

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o o

Coaching 4 Change, Inc. - $2,000.00 Youth Opportunities Unlimited, Inc. - $2,000.00

Grants made from both funds were in support of general operating, given the pandemic and the related hardships these organizations are facing.

Meeting adjourned 6:30pm

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Investment Committee Meeting Minutes April 21, 2020 3:30 pm In Attendance: Eric Strand, Michelle Buckley, Tim Dyer, Ryan O’Quinn, Mike Pierre, Brian Pimental, Gil Shapiro, Lou Sousa & Richard Wolfson Absent: Matt Downey and Peter Bogle Staff: John Vasconcellos, Pam Evans & Kim Heard (recording) Review and Approve minutes from January 28, 2020 Meeting & March 30, 2020 Update Zoom Meeting The minutes from the January 28, 2020 Meeting and March 30, 2020 Update Zoom Meeting were unanimously approved as submitted.

Portfolio Review with Prime Buchholz Ryan reviewed the portfolio and recommended removing Walthausen and replacing them with a new manage. He also recommended a small rebalance. The portfolio declined -16.7% during the first quarter of 2020 and finished behind the Policy index return of -15.0%. At the end of the quarter, net assets were at $26.2M and asset classes were in policy range. Due to performance concerns, it was recommended to replace Walthausen with one of the following managers. Walthausen represents about $700K/3% of the portfolio. • • • • •

First Pacific Advisors Goodnow Investment Group, LLC Champlain Investment Partners, LLC Nuance Investments Parnassus Investments

Prime’s top recommendation is Champlain Investment Partners. The committee agreed to sell Walthausen and move $250K into Champlain right now. The rest of the proceeds will go into cash and the committee will reevaluate moving more funds to Champlain overtime at the next meeting.

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President Update Work has been focused on the Emergency Response Fund and getting funds out into the community. To date we’ve raised $1.2M and will continue fundraising efforts. The first round of grants to frontline organizations, went out about two weeks ago. About one - third of the donors to the Emergency Response Fund are new to us. We will be hosting a virtual funders’ tour on Thursday April 23 from 12:30-2:00. The “tour” will consist of presentations from local non-profit leaders and a panel discussion focused on arts & culture. Scholarships will be awarded as scheduled but there will be no reception. Staff is working on a virtual version. The tentative date for the Annual Meeting is still June 9, but we may revisit that as we need to figure out how we will move forward with a virtual format. We are among a few other Massachusetts’ community foundations partnering with the statewide MA COVID-19 Relief Fund. Money will go through us and the other community foundations to grant money into the community for food insecurity and vulnerable populations.

Adjourn The Investment Committee Meeting was adjourned at 4:32 pm.

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Scholarship Committee Meeting Minutes April 16, 2020 In attendance: Carl Cruz, Seth Garfield, John Vasconcellos, John Korn, Zoe Hansen-DiBello, Cynthia Rose, Courtney Mello, Donald Kerr, Erik Domingues, Romayne Grace, Merry Conway -

Meeting commenced at 5PM on April 16, 2020.

Holly briefly discussed the spreadsheet she prepared to be used as a tool for application review.

Albert F. Carr Scholarship Fund applicants were discussed. There were four eligible applicants this year and there is an available to spend amount of $95,749.00.

The following recipients were selected for the Albert F. Carr Scholarships: John Owens ($30,000), Michael Cao ($15,876), Nicholas Eichman ($4,000), and Derrick Arribada ($44,115)

Please note, these amounts were recommended based on the financial need that each student reported to the Foundation via their applications. Financial need is calculated as cost of attendance for a single year less expected family contribution. The committee considered financial need in the decision process as they felt it would not be reasonable to provide a student with more than their reported need.

Dr. Paul & Elaine Chervinsky Scholarship Fund applicants were discussed. There were thirty eligible applicants and there is an available to spend amount of $40,000.00, to be awarded as two 4-year $20,000.00 awards.

The following recipients were selected for the Dr. Paul and Elaine Chervinsky Scholarships: Sabrina Amaral ( $20,000) and Amanda Braga ( $20,000)

Jacobs Family New Bedford High Schools Scholarship Fund applicants were discussed. There were twenty-seven eligible applicants this year and there is an available amount to spend of $175,000, to be awarded as five $35,000.00 four-year scholarships.

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The following recipients were selected for the Jacobs Family New Bedford High School Scholarships: Mya-Joy Westgate ( $35,000), Abigail Arruda($35,000), Ana Curry( $35,000), Jacqueline Le ( $35,000), and Grace Richmond ( $35,000)

Holly inquired whether there should be any edits to the spreadsheet for the next meeting

Erik requested that Holly sort the spreadsheet by top score ( in descending order)

Carl had some requests around 2021 review processes. The suggestions were briefly discussed but will be revisited in 2021.

The Committee also requested that Holly add a column to list where the students are intending to attend in the Fall 2020 semester.

Meeting adjourned 6:15pm

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Scholarship Committee Meeting Minutes April 30, 2020 In attendance: Carl Cruz, Seth Garfield, John Vasconcellos, John Korn, Cynthia Rose, Courtney Mello, Donald Kerr, Erik Domingues, Merry Conway, Lynne Mastera -

Meeting commenced at 5PM on April 30, 2020.

Holly briefly discussed the spreadsheet she prepared to be used as a tool for application review.

John provided Community Foundation updates: o The Foundation established an emergency response fund ( 1.6 million raised to date) and has partnered with the MA Covid Fund whose committed $225,000 this week in a first round of grants that will be announced soon. o The Foundation will be working to get grant support out to front-line organizations focused on food insecurity and health vulnerable populations throughout the SouthCoast region.

Holly updated committee on scholarship ceremony plans: o Holly shared that the Foundation scholarship ceremonies will not take place. o However, staff has decided to work with a videographer on a video featuring the scholars and their families and our community members. The video will be great feature to share with the scholars for their memories, but also, to share with donors and the community at large. o There will also be a virtual meeting with the Jacobs scheduled. The detail on that are not yet confirmed and it is not yet clear whether the public will be invited to attend. o Holly will share further updates with the Committee via email in the next few weeks.

The following scholarship awards were reviewed and approved by the Committee:

Name Jocelyne Hendrix Ty Spencer Ariana O'Hara

Amount $ 1,040.00 $ 920.00 $ 2,265.75

Scholarship Ann M. Pappi Scholarship Fund CB's Character Blessings Scholarship Fund Charles J. Lewin Interfaith Scholarship Fund

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Finn Helgesen Mya-Joy Westgate Rachel Perry Katia Domingues Abigail Arruda Abigail Carreiro Amanda Braga Ana Curry Ashley White Chikamadu Okafor Delaney Wilkinson Gabrielle Heroux Jacqueline Le Madysen Camara Mariah Andrade Neyheymee Mondiere Olimpia Andrade Raina Grace Sabrina Amaral Shay Ribeiro Alyssa Botelho Yireliz Valentin Corbin Veitch Jaime Mersereau Puxuan Yang Donald Rogers Sara Scardocci Corbin Veitch Chloe Frenette Chris NG Amanda Braga Jonathan Cabral Lindsey Arruda Beatriz Magalhaes Mitchell Taradash Jaime Mersereau

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

2,265.75 2,265.75 2,265.75 710.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 1,000.00 520.00 1,316.00 1,316.00 2,094.00 2,094.00 2,000.00 1,250.00 1,250.00 2,970.00 6,225.00 6,225.00 5,110.00 2,000.00 710.00

Amanda Braga Amanda Braga Olivia Collins Jaime Mersereau Corbin Veitch

$ $ $ $ $

10,276.00 3,558.00 5,549.00 1,113.00 1,466.00

Charles J. Lewin Interfaith Scholarship Fund Charles J. Lewin Interfaith Scholarship Fund Charles J. Lewin Interfaith Scholarship Fund Christine Saulnier Pimental Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund College Club of New Bedford, Inc. Scholarship Fund Daniel P. Bergeron Scholarship Fund David Cappannari Scholarship Fund David Cappannari Scholarship Fund Edward D. Thomas Trust Scholarship Fund Edward D. Thomas Trust Scholarship Fund Fairhaven Centurion Scholarship Fund Francis S. Ferreira Scholarship Fund Francis S. Ferreira Scholarship Fund Frank & Eleanor Gracie Family Scholarship Fund Frank D. Sylvia Trust Fund Frank D. Sylvia Trust Fund George Earl and Katherine Hartley Church Scholarship Fund Jordan Alves Memorial Scholarship (TJA Fund) Katelyn Dunner Fund Katherine Hassan Penton Scholarship, New Bedford Class of 1948, Scholarship Fund Louis M. Rusitzky Scholarship Fund Luther B. Bowman Scholarship Fund Mary Quinn Scholarship Fund Matthew "Matty" Ryan Oliveira Scholarship Fund

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Ana Curry Alexys Fonseca Amanda Braga Mitchell Taradash Rachel Perry Sabrina Amaral Abigail Egan Amelia Christensen Aryana Bertino-Pyne Jaime Mersereau Josua Feingold Owen Sughrue Finn Helgesen Katia Domingues

$ $ $ $ $ $ $ $ $ $ $ $ $ $

960.00 1,166.00 1,166.00 1,166.00 1,250.00 1,392.00 1,000.00 1,000.00 1,000.00 1,000.00 1,591.00 6,576.00 2,000.00 1,940.00

Nate King Memorial Scholarship Fund New Bedford Half Marathon Committee Scholarship Fund New Bedford Half Marathon Committee Scholarship Fund New Bedford Half Marathon Committee Scholarship Fund New Bedford High School Class of 1960 Scholarship Fund New Bedford Woman's Club Scholarship Fund Paul F. Vecchi Memorial Scholarship Fund Paul F. Vecchi Memorial Scholarship Fund Paul F. Vecchi Memorial Scholarship Fund Paul F. Vecchi Memorial Scholarship Fund Thomas O. and Sarah F. Jackson Trust Fund Award Thomas S. Hathaway Scholarship Fund Trevor Alves Memorial Scholarship (TJA Fund) William Tucker Keene Memorial Scholarship Fund

Conditional Approvals: If Joshua Feingold does not attend UMass Amherst, Award should default to Margaret Mallon, if she attends UMass Amherst.

Meeting adjourned 6:30pm

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Community Foundation of Southeastern Massacusetts Statement of Financial Position

3/31/2020 2,088,713 460,065 26,229,258 3,562,879 32,340,914

12/31/2019 1,261,429 459,869 31,498,985 3,760,852 36,981,134

70,000 13,928 83,928

30,000 7,009 37,009

40,000 6,919 46,919

86,979 57,596 31,854 32,637 (148,209) 60,857

86,979 57,596 29,604 25,616 (145,904) 53,891

2,250 7,021 (2,305) 6,966

15,025 4,824,888 4,839,913 37,325,612

Total Assets Liabilities Accrued Expenses: Accounts Payable Grants and Scholarships Payable Other Accruals Other Liabilities: Fiscal Agent Funds Admin Fees Payable Annuities Payable Total Liabilities Equity Fund Balances: Principal Accumulated Available

26,071 4,824,888 4,850,959 41,922,993

(11,046) (11,046) (4,597,382)

(81,680) 232,000 100,408 250,727

220,000 23,584 243,584

(81,680) 12,000 76,824 7,144

9,780 13,928 (1,677) 22,031 272,758

9,780 7,009 323 17,112 260,696

6,919 (2,000) 4,919 12,062

32,759,086 18,512,306 (9,609,094) 41,662,297

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Change 827,285 196 (5,269,727) (197,973) (4,640,220)

32,759,086 18,512,306 (9,609,094) 41,662,297

Community Foundation of Southeastern Massacusetts Statement of Financial Position

Change in Net Assets Change in Net Assets

(4,609,444)

Total Equity Total Liabilities + Equity Total Liabilities + Equity - Assets

37,052,853 37,325,612 -

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41,662,297 41,922,993 -

(4,609,444) (4,609,444) (4,597,382)

Community Foundation of Southeastern Massachusetts Statement of Activities: 1/1 - 3/31

Consolidated Revenue Fundraising Contributions Events Grants & Contracts Interfund Gifts Earned Income CF Endowment Payout Administrative Fees Investment Activity

2020 1,811,905 60,000 145,056 2,016,960

2019 219,964 14,085 62,000 101,777 397,826

Variance 1,591,940 (14,085) (2,000) 43,279 1,619,135

28,258 144,567 (5,454,788) (5,281,963)

24,777 85,951 2,893,379 3,004,108

3,481 58,615 (8,348,167) (8,286,071)

725

24,973

(24,248)

(3,264,278)

3,426,906

(6,691,184)

196,840 281,645 173,314 651,798

548,563 126,554 675,117

(351,723) 281,645 46,760 (23,318)

144,567 25,506 170,072

85,951 25,418 111,369

58,615 87 58,703

214,922 27,036 23,275 265,233

194,034 26,481 17,595 238,110

20,888 555 5,680 27,122

5,906 1,595 4,393 757 160,000 5,000 7,459 185,111

13,369 1,595 3,333 1,124 6,600 44,980 71,000

(7,463) 1,061 (367) 160,000 (1,600) (37,521) 114,111

17,319 2,755 3,566 2,305 25,945

17,051 2,716 3,410 90 1,639 24,906

268 39 156 (90) 666 1,039

Miscellaneous Income Miscellaneous Income Total Revenue Expenses Grants, Scholarships & Distributions Grants Scholarships Interfund Grants Fees Administrative Fee Expense Investment Fees Expense Personnel Salaries Taxes Benefits Professional Services Audit Financial IT Payroll Media Program Other Consultants Occupancy Expense Rent Insurance Utilities Cleaning Depreciation 121

Community Foundation of Southeastern Massachusetts Statement of Activities: 1/1 - 3/31

Office Expense Credit Card Fees Dues & Subscriptions Small Equipment Rental & Repair Fees & Licenses Meetings & Conferences Postage Travel Supplies Publications Promotional Materials Marketing Printing Special Events Special Events Miscellaneous Professional Development Miscellaneous Total Expenses Change in Net Assets

1,774 2,229 13,816 749 330 2,503 627 8,867 2,588 33,483

1,480 2,958 11,296 925 344 7,943 620 908 34,829 61,304

294 (729) 2,519 (175) (14) (5,440) 7 7,958 (32,242) (27,820)

2,405 111 2,517

2,462 453 2,915

(57) (342) (398)

7,937

1,673

3,071 3,071 1,345,166 (4,609,444)

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1,997 3 2,000 1,188,394 2,238,512

6,265

1,074 (3) 1,070 156,772 (6,847,956)

Community Foundation of Southeastern Massachusetts Statement of Financial Position

Fund: CFSEMA Operating Fund Assets Bank Accounts: Cash & Checking Money Market and CD's Schwab - Prime Buchholtz

2020 (426,133) 458,065 24,443 56,375

Receivables: Admin Fees Receivable

13,928

Fixed Assets: Equipment Software Website Leasehold Improvements Accumulated Depreciation

83,955 57,596 26,590 32,637 (147,444) 53,334

Other Assets: Prepaid Expenses

15,025

Total Assets Liabilities Accrued Expenses: Accounts Payable Other Accruals

138,662

(4,856) 18,353 13,496 13,496

Total Liabilities Equity Fund Balances: Principal Accumulated Available

1,078 299,819 (189,660) 111,237

Change in Net Assets Change in Net Assets

13,928

Total Equity Total Liabilities + Equity Total Liabilities + Equity - Assets

125,165 138,662 -

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2019 Change (777,899) 351,766 457,869 196 367,921 (343,478) 47,891 8,484 7,009 6,919 83,955 57,596 26,590 25,616 7,021 (145,139) (2,305) 48,618 4,716 26,071 (11,046) 129,590 9,072 (4,856) 18,353 18,353 (4,856) 18,353 (4,856) 1,078 299,819 (189,660) 111,237 111,237 129,590 -

13,928 9,072

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Community Foundation of Southeastern Massachusetts Statement of Activities: 1/1 - 3/31 Fund: CFSEMA Operating Fund Revenue Fundraising Contributions Events Grants & Contracts Interfund Gifts Earned Income CF Endowment Payout Administrative Fees Investment Activity Miscellaneous Income Miscellaneous Income Total Revenue Expenses Fees Investment Fees Expense

2020 11,475 48,566 60,041

2019 13,708 62,000 17,421 93,129

28,258 144,567 6,173 178,998

24,777 85,951 15,830 126,558

725

219

239,764

219,906

Variance (2,233) (62,000) 31,145 (33,088) 3,481 58,615 (9,656) 52,440 506 19,858

107 107

(107) (107)

Personnel Salaries Taxes Benefits Professional Services Audit Financial IT Payroll Other Consultants Occupancy Expense Rent Insurance Utilities Cleaning Depreciation Office Expense Credit Card Fees Dues & Subscriptions Small Equipment Rental & Repair 126

136,473 17,145 11,996 165,615

123,503 16,609 9,137 149,249

12,970 537 2,859 16,366

5,906 1,139 4,280 688 12,012

13,369 911 3,219 1,124 2,700 21,323

(7,463) 228 1,061 (436) (2,700) (9,310)

14,569 2,452 2,920 2,305 22,246

14,076 2,279 2,834 90 1,639 20,918

493 173 86 (90) 666 1,328

448 404 10,764 749

760 2,208 7,614 925

(312) (1,804) 3,150 (175)

Community Foundation of Southeastern Massachusetts Statement of Activities: 1/1 - 3/31 Fees & Licenses Meetings & Conferences Postage Travel Supplies Publications Marketing Printing Special Events Special Events Miscellaneous Professional Development Miscellaneous Total Expenses Change in Net Assets

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330 1,512 508 1,943 1,916 18,576

344 424 400 225 2,362 15,262

(14) 1,089 108 1,718 (445) 3,314

1,500 56 1,556

250 250

1,250 56 1,306

2,760

100

2,660

3,071 3,071 225,836 13,928

1,997 3 2,000 209,208 10,698

1,074 (3) 1,070 16,627 3,231

SouthCoast Community Foundation Minutes of Meeting Board of Directors Zoom Meeting May 12, 2020 In Attendance: Linda Bodenmann, Trish Arnold, Colleen Carney Courtney, Carl J. Cruz, Priscilla Ditchfield, Bill Eccles, Seth Garfield, Maria Rosario, Cynthia Rose, Jason Rua, Lou Sousa, Eric Strand and John Vasconcellos, President Absent: Nick Christ and Gerry Kavanaugh Staff: Kim Heard, Office Administrator (recording)

There was a quorum present. Call to Order

Linda Bodenmann called the meeting to order at 4:31 pm.

Grantee Report

Amanda McMullen, President of the New Bedford Whaling Museum presented to the Board. The Foundation has a long-term funding relationship with the museum. Amanda talked about the effects of COVID-19 on the museum staff, volunteers and visitors and how they are changing things up to get through. All museum staff are safe, employed and being productive. The museum is lucky to be going into the pandemic in strong financial health and with great leadership in place Amanda and her team reviewed their budget and reduced direct expenses by $726K for the year. They also have a very flexible, strong strategic plan in place that theyâ€™ve been reviewing weekly. The museum has been working to be transparent with staff, members, volunteers and leadership so everyone knows where the museum stands. The team has worked hard to reschedule big events to next year and have been working hard to change what they can to virtual events. Amanda has led the effort to organize Downtown New Bedford Arts & Culture groups to release an advocacy statement around their economic impact that is delivered to DNB. Also, in the spirit of collaboration, she has had conversations with these groups to figure out what a unified reopening would look like. The museum has been raising money for front line workers with their blue whale shirts. Also, for every

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membership sold during the month of May, a free membership will be given to a NBPS teacher. Museum from Home, their virtual museum experience had 3,000 visitors for April. Had they been open to the public, they would have had about 3,400 visitors. Views on Facebook and YouTube have been increasing tremendously showing that they have been successful with their virtual platform. They are not sure when they will be able to reopen but have a plan in place.

Approval of Minutes of February 11, 2020 Meeting (Vote)

On motion duly made and seconded the minutes of the February 11, 2020 Meeting of the Board of Directors were unanimously approved as submitted.

Consent Agenda

On motion duly made and seconded the minutes of the Committees Meetings listed below were unanimously accepted as submitted. • • • • • • •

Executive Committee held on February 26, 2020, April 14, 2020 & May 5, 2020 Development Committee held on February 19, 2020 & April 8, 2020 Finance Committee held on May 5, 2020 Governance Committee held on March 24, 2020 Grants Committee held on March 25, 2020 Investment Committee held on April 21, 2020 Scholarship Committee held on April 16, 2020 & April 30, 2020

Chair’s Report

Linda acknowledged the different world we are in as compared to the February Board Meeting, when we were able to meet in person, were talking about great market returns and getting ready to celebrate our 25th Anniversary. She thanked the staff for all their hard work and all they’ve been able to accomplish in this new, difficult environment. She thanked BayCoast Bank for working with Pam Evans to secure the PPP Loan allowing the Foundation staff to focus on the work at hand and not the day to day finances.

Committee Reports Finance Committee

March 31, 2020 Financials (Attachment A) Lou provided a summary of the March 31, 2020 financials. They were previously reviewed and accepted by the Finance and Executive Committees. The market is down due to the pandemic which really pulled back our assets. Total assets are down about $4.5MM. Investment accounts are also down. Schwab by $5.2MM and Plimoth by $197K. There’s an increase in Cash due to contributions from two new funds. A new Fiscal Sponsorship,

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Probable Futures a $1MM fund and the newly established Martha Coggeshall for historic preservation in Fairhaven. Money from the Senator Montigny Fund is also reflected here. Administrative Fees have increased due to fees from new funds and the 1% increase in the endowment payout. Salaries have increased because of the Probable Futures Fund and the new part-time Marketing and Communications Coordinator. On motion duly made and seconded the March 31, 2020 Financials were unanimously accepted as presented. Audit Committee 2019 Audit On April 25, the Audit Committee met with representatives from Smith, Sullivan and Brown to review the financial statements for years ended December 31, 2019 & 2018. The audit showed the organization to be in a strong financial position. There were no management comments, disagreements with management or missed issues. On motion duly made and seconded, the Board voted to accept and place on file the Audited Financial Statements for years ended December 31, 2019 and 2018, as recommended by the Audit Committee, in the form as presented. On motion duly made and seconded, the Board voted to authorize the President and Treasurer to execute and submit Form 990 and Form PC as reviewed and recommended by the Board of Directors. Governance Committee Board Self-Assessment There was an overall improvement since last year with increased engagement and participation with changes in membership. Proposed Slate of Board Members & Corporators Bill Eccles will be retiring and stepping down from the Board. We will need to replace him as Audit Committee Chair. New Board Members Jayne Rebello-Korn Jonathan Rounds New Corporators Kate Alves Merry Conway John Korn Julie Ramos Gagliardi On motion duly made and seconded, the Board voted to accept the report of the Governance

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Committee as submitted.

President’s Report

COVID-19 Impact on the Community Foundation John reported on the internal and external impacts of COVID-19 on the Foundation. The Foundation could not have weathered this had it happened 3-4 years ago. It’s important and gratifying to be able to step up and help the community during this time. The Emergency Response Fund was opened when the pandemic hit. Funds were identified internally that we could use to bolster that fund. With those funds along with fundraising, as of today we have raised $1.7MM. We’ve received 125 gifts ranging from $10-$250K. Half of those are new donors from throughout the region. We’ve already granted $825K out into the community. We are one of nine organizations working with Governor Baker’s MA COVID Relief Fund. To date we have received $225K to which we have provided a $100K addition for the recent round of grants. We’ve been asked to be the lead organization for granting in the SouthCoast area and are working with United Ways of Greater Plymouth County and Massachusetts Bay to provide grants to organizations in the Brockton and Taunton area. We will be applying for $350K in the next week. On April 23, we hosted a virtual Funder’s Tour and had twice the participation as an in-person tour. As a direct result, we’ve received $125K in donations for the Emergency Response Fund. The next tour is scheduled for some time in June. Jasmyn has been doing a great job getting the word out with press releases, etc. She’s been working hard on keeping the schedule for the new website and new brand rollout which will be announced at the July 7 Annual Meeting. The office has been closed since March 16. Kim and John go in one day a week. Staff has done a great job working remotely and making the best of the situation. All the regular work has been getting done along with the work on COVID-19 response. Planning for Summer’s Last Blast is moving forward. It will be a virtual event. We will present a mid-year reforecast to the Board in August. The Scholarship Committee met April 30 to determine scholarship awards. A total of approximately $450K will be awarded. In lieu of our annual Scholarship Reception, we have been communicating with the recipients’ families and have asked them to video the scholars receiving news of their award. We are working with a videographer to put the videos together so we can share later.

Exercise of Variance Power

On motion duly made and seconded the motion to exercise variance power on the following fund was unanimously approved:

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Amend Unidos Para Familias Fund agreement as follows: The Unidos Para Familias Fund was established over two years ago, in partnership with local non-profits and funders, as our response to the emergency created by Hurricane Maria and the resulting influx of residents from Puerto Rico who resettled in New Bedford and were in need of services and support. It was set up as a designated fund wherein the grants could only go to the United Way of Greater New Bedfordâ€™s Family Center and NorthStar Learning for their family support services. This initial need has passed, and the fund has approximately $17k remaining. Along with the Community Foundation, the other two main funders were the Island Foundation and the Carney Family Charitable Foundation. Those funders were contacted with the recommendation that, with their consent - which they have given, the fund would be re-purposed and added to our SouthCoast Emergency Fund but will retain the designation that it is to support those two non-profitsâ€™ work with families in need as a result of the COVID-19 pandemic.

Adjourn

The meeting was adjourned at 5:30. Next Meeting: August 11, 2020- 4:30-6:00 pm

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Section 5 Corporators

133

ŽƌƉŽƌĂƚŽƌƐ tŚĂƚ ŝƐ Ă ŽƌƉŽƌĂƚŽƌ͍ Corporators advance the mission of the Community Foundation and advise its staff and Board of Directors on existing and emerging needs in the communities it serves. Corporators include former members of the Board of Directors, local stakeholders, and friends of the Community Foundation. Being a Corporator provides an opportunity to be connected to the mission and impact of the Community Foundation, while learning about and accessing volunteer roles within the organization’s governance structure. ,Žǁ ĚŽĞƐ ŽŶĞ ďĞĐŽŵĞ Ă ŽƌƉŽƌĂƚŽƌ͍ On the recommendation of the Governance Committee, Corporators are elected for not more than two consecutive five-year terms by the Board of Directors at the Community Foundation Annual Meeting. tŚĂƚ ŝƐ ƌĞƋƵŝƌĞĚ ŽĨ Ă ŽƌƉŽƌĂƚŽƌ͍ Corporators can be a tremendous asset to the Community Foundation in many ways, including: • Provide time and expertise through service on committees or advisory groups. • Help advance the mission and work of the Community Foundation by sharing its impact. • Connect the organization to current and emerging needs in our community. • Make a charitable gift to the Community Foundation Annual Fund. • Consider a partnership in philanthropy with the Community Foundation. • Identify, introduce, and invite others to engage with and learn more about the Community Foundation. • Encourage the establishment of new funds at the Community Foundation. • Become involved in specific Community Foundation initiatives or projects. Ž ƚŚĞ ŽƌƉŽƌĂƚŽƌƐ ŵĞĞƚ͍ Corporators are encouraged to attend an annual membership breakfast to learn about the current work of the Community Foundation and enjoy the fellowship of their peers. Additionally, Corporators receive an invitation to attend the organization’s Annual Meeting, as well as other Community Foundation activities and events from time to time throughout the year.

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Corporators 2020

Kate Alves Lisa Schmid Alvord Joseph Barry Christina Bascom Wendy Bauer Michael Benevides John Beauregard R. William Blasdale Peter C. Bogle Hon. Bettina Borders Terry Boyle J. Russell Buckley John K. Bullard Peter C. Bullard Steven Canessa Lillian Carney Patrick Carney Elaine Chervinsky Paul Chervinsky Robert Collins Merry Conway John Coughlin Erik Dominques Paul Downey Yvonne Drayton Timothy H. Dyer M. Temple Fawcett Gail Fortes Zachary Gerson-Nieder Doug Glassman Kathleen Harrington

Helena Hartnett Shelley Honeycutt James S. Hughes Lawrence Hunt Elizabeth Isherwood David Jeffrey Hope Jeffrey Lorraine Khazan Rachel Kolb John Korn Nancy Kurtz Richard Lafrance Edward Lambert Raymond Lantz Kate Carney Larisa Craig Lindell Melanie Lindell Doris Ludes John Ludes Thomas Lyons Jean MacCormack Carolee Matsumoto Nancy McFadden Jennifer Menard Joan Menard Elaine Meredith Charlie Merrow Stacy Mullaney Dana Norman Mary Louise Nunes George Oliveira

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Jeffrey Pagliuca Kim Perry Susan Perry Mike Pierre David Prentiss Julie Ramos-Gagliardi Carl Ribeiro Cathy Roberts Andrea Rodrigues Jonathan Schwartz Edward Siegal Gilbert Shapiro June A. Smith Lara Stone Mary Tomlinson Charles Toomey Robert Trahan Randall Weeks Richard Wolfson

Section 6 Committees

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Brief Overview of Board Committees (see Committee Commissions for more detail)

Established through By-Laws: Executive Committee

Set the agenda for the board and conducts business as necessary on behalf of the Board. Chair: Linda Bodenmann Staff: John Vasconcellos

Audit Committee

Works with external audit firm to annually review the finances and business practices Chair: TBD Staff: Pam Evans

Finance Committee

Reviews ongoing financial operations and practices Chair: Louis Sousa Staff: Pam Evans

Governance Committee

Supports all aspects of Board and Corporator development, support and recruitment Chair: Jason Rua Staff: John Vasconcellos

Investment Committee

Oversees the permanent/long-term investment portfolios Chair: Eric Strand Staff: Pam Evans

Established by Board: Arts and Culture Committee

Guides the work of Creative Commonwealth Initiative Chair: Priscilla Ditchfield, Staff: Rayana Grace

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Development Committee

Oversees the annual fundraising for operations Chair: Colleen Carney Courtney Staff: Tricia Grime

Education Committee

Guides the focus on education as set by the Strategic Plan Chair: Cynthia Rose Staff: John Vasconcellos

Grants Committee

Oversees discretionary grant making, including review and recommendation of grants Chair: Carl Cruz Staff: Holly Weeden

Scholarship Committee

Oversees scholarship programing, including review and recommendation of awards Chair: Seth Garfield Staff: Holly Weeden

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Executive Committee Chair: Linda Bodenmann

Audit Committee Chair: TBD

Carl Cruz; Clerk Seth Garfield; Immediate Past Chair Jason Rua; Assistant Clerk Lou Sousa; Treasurer Eric Strand; Vice Chair John Vasconcellos, President

Linda Bodenmann Nick Christ Lou Sousa Jeff Pagliuca

Development Committee Chair: Colleen Carney Courtney

Arts & Culture Committee Chair: Priscilla Ditchfield

Trish Arnold Janet Atkins Terry Boyle Bob Collins Doug Glassman Stacy Mullaney Jeff Pagliuca

Lisa Schmid Alvord Lasse Antonsen Michael Benevides Irene Buck Nick Christ Carl Cruz Yvonne Drayton Bill Eccles Jackie Francisco Sandy Fraze Kathleen Hancock Kate Carney Larisa Viera Levitt Roger Mandle Jim McKeag Charlie Merrow Denise Porche Eve Rounds Margo Saulnier

Education Committee Chair: Cynthia Rose Trish Arnold John Beauregard Zoe Hansen DiBello Ed Lambert Craig Lindell Kerry Lynch Maria Rosario Jon Rounds

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Finance Committee Chair: Louis Sousa

Investment Committee Chair: Eric Strand

Kate Alves Rachel Charrier Priscilla Ditchfield Jason Rua Ed Siegal

Peter Bogle Michelle Buckley Matt Downey Tim Dyer Mike Pierre Gil Shapiro Lou Sousa Richard Wolfson John Vasconcellos

Governance Committee Chair: Jason Rua Seth Garfield Craig Lindell Cynthia Rose

Scholarship Committee Chair: Seth Garfield Merry Conway Carl Cruz Erik Domingues Zoe Hanson-DiBello Romayne Grace Shelley Honeycutt Donald Kerr John Korn Lynne Mastera Cynthia Rose

Grants Committee Chair: Carl Cruz

Seth Garfield Zach Gerson-Nieder Sr. Kathy Harrington Jayne Rebello Korn Denise Porche Julie Ramos-Gagliardi Cynthia Rose Andrea Rodrigues

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Executive Committee Commission General Commission The Executive Committee, as established in the institution’s By-Laws, shall have the power when the Board of Directors is not in session to transact all business and to give the necessary instructions to the officers and to authorize them to execute, acknowledge, deliver and seal any contracts or instruments in writing.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Executive Committee. The Executive Committee shall report its action to the Board of Directors, which shall have the power to rescind any action taken, provided, however, in the case of the Executive Committee no such rescission shall have retroactive effect.

Duties and Responsibilities The Executive Committee is responsible for: 

 

The administration and management of the property and funds of the Foundation in accordance with the terms of the Articles of Incorporation and By-Laws, obtaining and securing for such purposes such assistance, office space, personnel, equipment and supplies, and other aids and facilities, upon such terms as the Directors from time to time deem advisable or necessary. The annual performance evaluation and determination of compensation for the President. Monitoring and advancing the work and decisions of Board-appointed Committees for the purpose of adoption or rejection by vote of the Board of Directors, including: o An annual organizational budget; o An annual organizational audit; o The selection and distribution of grants and scholarship; o The protection and advancement of the Foundation’s brand; o The securing of necessary contributed revenue from gifts and grants; o The annual evaluation of Board members, and the recruitment, selection, and orientation of new Board members; o The closing-out of applicable existing Funds; o The effective protection and investment of Foundation assets Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

Approved by BOD: 12/13/2017

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Audit Committee Commission General Commission The Audit Committee is commissioned by the Board of Directors to fulfill its oversight responsibilities.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Finance Committee. The committee is comprised of three members of the Board of Directors. Only the Board of Directors may appoint committee members or the Chair of the Committee. Two members present will constitute a quorum. The committee has authority to conduct or authorize investigations into any matters within its scope of responsibility and has direct access to the independent accountant as well to any employee of the organization. It is empowered to: • • • • • • •

Appoint, compensate and oversee the work of any registered public accounting firm employed by the organization. Recommend for the hire and engage the organization’s audit firm. Ensure that there is adequate budget to effectively execute the work performed by the audit firm. Retain special legal, accounting or other consultants to advise the Committee or assist in the conduct of an investigation when the Committee feels it is necessary. Resolve any disagreements between management and the audit firm regarding financial reporting, if any. Pre-approve all auditing and non-audit services for areas related to information technology, compliance, etc. Request any officer or employee of the organization or outside counsel or independent accountant to provide any information it requires in conducting its responsibilities. Meet with the officers, independent accountant, or outside counsel as necessary.

The committee has the authority to retain, at the organization’s expense, any legal, accounting, or other consulting experts it deems necessary in the performance of its duties. The Committee shall meet at least two times annually, with authority to convene additional meetings, as circumstances require. It will hold private meetings and executive sessions with auditors on a regular basis. The Committee may invite members of management, independent accountants or auditors, or others to attend meetings to provide pertinent information as they deem necessary. Meeting agendas will be prepared and provided in advance to members, along with appropriate briefing materials.

142

Duties and Responsibilities The Audit Committee is responsible for: • • • • • • • •

Monitor the integrity of the financial reporting process and system of internal controls regarding finance, accounting, operations, information technology and regulatory compliance. Monitor the independence and performance of the organization’s external auditor. Provide an avenue of communication between the independent accountant, management and Board of Directors. Monitor compliance by the organization with federal and state legal and regulatory requirements and its Code of Ethics. Ensure that a mechanism exists to satisfy Whistleblower Policy for anonymous concerns or tips regarding questionable accounting or auditing matters. Review and assess the adequacy of the Committee Commission annually Maintain and publicize regular meeting and event schedule. Capture meeting minutes and share with the Board.

Approved by BOD: 12/13/2017

143

ƌĞĂƚŝǀĞ ŽŵŵŽŶǁĞĂůƚŚ /ŶŝƚŝĂƚŝǀĞ ŽŵŵŝƚƚĞĞ ĞƐĐƌŝƉƚŝŽŶ The SouthCoast Community Foundation, in partnership with the Barr Foundation’s Creative Commonwealth Initiative, has begun an initiative to elevate arts and culture in New Bedford and Fall River, and to build philanthropy in service of these important areas of work. Building on several months of public engagement through community conversations, focus groups, surveys, and interviews, the Community Foundation has attained a deeper appreciation of the opportunities to articulate and fulfill its role in the arts and culture community in New Bedford and Fall River. This work will lead to a model of engagement that can be re-created and introduced to other communities throughout Southeastern Massachusetts. An ad hoc committee has been created by the Foundation’s Board of Directors to support this work. The Committee will guide the Foundation over the initial two-year pilot period. Members will be recruited from both cities as well as their surrounding communities, and will include artists, arts advocates, business and philanthropic leaders. The role of the Committee will be to assist and guide the staff of the Foundation in the fulfillment of the two-year grant from the Barr Foundation. The $500,000 grant from the Barr Foundation, with a matching grant of $100,000 to be raised by the Community Foundation, will cover an initial 2-year pilot period to test initiatives that, depending on their outcome, may result in additional funding from Barr. The grant is to cover: • a focus on underserved youth, culturally diverse, and immigrant populations; • increasing internal capacity at the Foundation for the promotion of arts and culture in our region; • exploration and delivery of high quality public art projects to increase engagement and awareness of the role of creativity in Fall River and New Bedford; • a plan to increase philanthropy through the Community Foundation to support arts, culture, and creativity in both cities. Committee members should: • have a commitment to and passion for the role of arts and culture in the enhancement of life in New Bedford and Fall River; • have the capacity and enthusiasm to engage in and promote the work of the initiative and the Community Foundation; • be a creative-thinker, a good listener, an eager collaborator, and responsive participant. Committee members are expected to: • attend regularly scheduled meetings over the two years of the initiative (ideally no more than 4 per year); • work closely with the staff of the Community Foundation, including its President, Development Director, and Arts and Culture Program Manager; • be available to serve on the Foundation’s Grants Committee with particular attention to the What’s Next grants.

144

Development Committee Commission General Commission The Development Committee is commissioned by the Board of Directors to ensure that the organization, within the framework of its mission, will increase philanthropic support, promote and protect its brand, and consistently demonstrate its community impact. The Development Committee will be supported by the Director of Development.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Development Committee.

Duties and Responsibilities The Development Committee is responsible for:      

Overseeing the advancement and protection of the SouthCoast Community Foundation brand and philanthropy Clarifying the organization’s desired public image in the eyes of core constituencies, key stakeholders, and the public at large Overseeing the formulation of strategies to promote the desired image Maintaining effective communication and working relationships with important stakeholders, including current and prospective donors Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

BOD Approved: October 10, 2017

145

Finance Committee Commission General Commission The Finance Committee is commissioned by the Board of Directors to provide financial oversight for the organization and communicate to the Board about the organization’s overall financial health.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Finance Committee. The Treasurer serves as the chair of the committee and a minimum of four additional members are appointed by the Board of Directors.

Duties and Responsibilities The Finance Committee is responsible for: 

 

      

Budgeting and financial planning o Review and approve an annual operating budget with staff o Present annual budget to the board for approval o Monitor adherence to the budget o Present financial reports to the full board o Establish long-term financial goals with funding strategies to achieve them o Present all goals and proposals to the board for approval Monitor that adequate funds are available for financial management tasks Ensure that assets are protected o Oversee internal controls and accountability policies o Create, approve and update (as necessary) policies that help ensure the assets of the organization are protected Draft overall organization fiscal policies o Acceptable reserves, financial commitments, appropriate use of board-designated funds, etc. Anticipate financial problems Oversee financial record keeping Help the full board understand the organization’s financial health Sustain the financial committee itself Maintain and publicize regular meeting and event schedule. Capture meeting minutes and share with the Board.

Approved by BOD: 12/13/2017

146

'ŽǀĞƌŶĂŶĐĞ ŽŵŵŝƚƚĞĞ ŽŵŵŝƐƐŝŽŶ The Governance Committee is commissioned by the Board of Directors to ensure the high functioning of the Board and fulfillment of its fiduciary obligations on behalf of the mission of the Foundation. The Committee’s role is to identify and recruit members, establish and maintain the quality of performance of the board, its committees and its individual members. This Committee is charged with creating any additional group, which in the discretion of the Board of Directors, is important to the engagement of the community in the work of the Foundation. The Governance Committee is composed of the Vice Chairperson of the Board of Directors, immediate Past Chairperson of the Board of Directors, two other current Directors and one other non-director. This Committee shall nominate persons for election to the Board of Directors and officers of the Board of Directors and any such further Committee needs as determined by the Chair. The slate of nominees shall be submitted to the Chairperson in sufficient time to be included with the notice of the Annual meeting of the Board of Directors of the Foundation. The Governance Committee will be supported by the President. The Immediate Past Chairperson of the Board of Directors shall serve as Chairperson of the Committee.

>ŝŶĞƐ ŽĨ ZĞƐƉŽŶƐŝďŝůŝƚǇ ĂŶĚ ƵƚŚŽƌŝƚǇ The lines of responsibility and authority are between the Board of Directors and the Governance Committee.

ƵƚŝĞƐ ĂŶĚ ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐ The Governance Committee is responsible for: ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪

Setting expectations and metrics for Board Member performance. Design and manage Board orientation. Management and enforcement of the Foundation’s Conflict of Interest policy. Annual review of the performance of the Board and its members. Identification and recruitment of new members for the Board. Identification, recruitment and setting of expectations of Corporators. Ongoing review and enforcement of the Bylaws of the Foundation. Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

Approved by BOD: 12/13/2017

147

Grants Committee Commission The Grants Committee is established by the Foundation’s Board of Directors. The purpose of the Committee is to collect, review and recommend grant or awards from the Foundation’s discretionary funds. The Committee will be comprised of no fewer than five members, including no less than two current members of the Board. Other members will be recruited from Southeastern Massachusetts and will bring experience and knowledge that will be helpful for thoughtful and impactful grant/award making. The Committee will meet on an as needed basis. The Grants Committee will be supported by the President and the Grants and Scholarship Associate.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Grants Committee. The Committee shall make grant/award recommendations for the Board’s approval.

Duties and Responsibilities The Grants Committee is responsible for:         

Reviewing all applicants for grants/awards from discretionary funds. Recommending, without prejudice, grants and awards that best serve the mission of the Foundation Understand the local non-profit environment and its needs and gaps. Representing the Community Foundation through its role as a funder. Maintain and respect confidentiality. Disclose and manage any conflicts of interest. Supporting staff in the administration and any communications regarding the work of the Committee. Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

Approved by BOD: 12/13/2017

148

Investment Committee Commission General Commission The Investment Committee is commissioned by the Board of Directors to direct the investment and reinvestment of the permanent funds of Foundation according to the policies established by the Board of the Foundation. The Committee will be composed the Treasurer of the Board and at least four other persons and will meet no less than quarterly.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Investment Committee.

Duties and Responsibilities The Investment Committee is responsible for:

Investment Duties:

• Understanding the Foundation’s investment goals and how these objectives support the Foundation’s mission. • Periodic review of the Foundation’s Investment Policy and the recommendation of any changes to the Policy for Board review and approval. • Monitoring the performance of invested funds and the performance of investment managers in accordance with the Investment Policy. • Retaining and replacing investment managers and/or investment funds. • Reviewing the backgrounds of Investment Committee member and staff to ensure no conflicts of interest exist.

Administrative Duties:

• • • • • •

Resolving all questions of interpretation of the Investment Policy. Reviewing all fees incurred by or on behalf of the invested funds for reasonableness. Maintaining records for the administration of the invested funds and the actions of the committee. Keeping the Board informed of all information pertinent to the investment of funds. Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

Approved by BOD: 12/13/2017

149

Scholarship Committee Commission The Scholarship Committee is established by the Foundation’s Board of Directors. The purpose of the Committee is to collect, review and recommend scholarship awards to be made from the Foundation’s discretionary scholarship funds. The Committee will be comprised of no fewer than five members, including no less than two current members of the Board. Other members will be recruited from Southeastern Massachusetts and will bring experience and knowledge that will be helpful for thoughtful and impactful scholarship making. The Committee will meet on an as needed basis. The Scholarship Committee will be supported by the President and the Grants and Scholarship Associate.

Lines of Responsibility and Authority The lines of responsibility and authority are between the Board of Directors and the Scholarship Committee. The Committee shall make scholarship recommendations for the Board’s approval.

Duties and Responsibilities The Scholarship Committee is responsible for:           

Assisting staff to encourage the promotion of and application to Foundation scholarships. Reviewing all applicants for scholarship from discretionary funds. Overseeing and approving the Foundation’s Scholarship Policy and any related practices. Recommending, without prejudice, scholarships that best serve the mission of the Foundation and the intent of the appropriate scholarship funds. Understanding the local educational environment and its needs and gaps. Representing the Community Foundation through its role as a funder of scholarships. Maintaining and respecting confidentiality. Disclosing and managing any conflicts of interest. Supporting staff in the administration and any communications regarding the work of the Committee. Maintaining and publicizing regular meeting and event schedule. Capturing meeting minutes and sharing them with the Board.

Approved by BOD: 12/13/2017

150

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:ƵůǇ ƵŐƵƐƚ

11th 4:30 pm -6:00 pm

4th 5:00 pm -6:00 pm 10th 5:00 pm -6:00 pm

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6th 5:00 pm -6:00 pm 10th 4:30 pm -6:00 pm

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^ĐŚŽůĂƌƐŚŝƉ ŽŵŵŝƚƚĞĞ

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1st 5:00 pm -6:00 pm

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4th 9:00 am-10:00 am

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6th 5:00 pm -6:00 pm

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11th 4:30 pm-6:00 pm

4th 5:00 pm -6:00 pm

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8th Annual Meeting

1st 5:00 pm -6:00 pm

4th 2:00 pm- 4:00 pm 16th 9:00 am-10:15 am

12th 9:00-am-10:00 am

10th

5:00 pm -6:30 pm

19th 3:30 pm -4:30 pm

2nd 5:00 pm -6:00 pm

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5th 2:00 pm- 4:00 pm

15th 9:00-am-10:00 am

3rd 5:00 pm -6:00 pm

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2nd 9:00 am-10:00 am

Date tbd

9th 9:00-am-10:00 am

24th 5:00 pm – 6:30 pm 20th 3:30 pm -4:30 pm

3rd 9:00-am-10:00 am

Date tbd

4th 9:00 am-10:00 am

151

Date tbd

8th 5:00 pm-6:30 pm 29th 5:00 pm-6:30 pm

Date tbd

Section 7 Audit

152

COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. FINANCIAL STATEMENTS with INDEPENDENT AUDITORSâ€™ REPORT YEARS ENDED DECEMBER 31, 2019 AND 2018

153

COMMUNITY FOUNDATION OF SOUTHEASTERN MASSACHUSETTS, INC. REPORT ON FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2019 AND 2018

Mission Statement To mobilize philanthropy by matching donors and resources with community needs for the benefit of our region.

www.cfsema.org 154

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The Accompanying Notes are an Integral Part of these Financial Statements....Page 2 157

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10,615,356

765,064

11,380,420

(16,230)

TOTAL FUNCTIONAL EXPENSES

5,118,589

4,902,148

CHANGE IN NET ASSETS FROM OPERATIONS

5,496,767

6,261,831

(4,918,378)

NON-OPERATING ACTIVITIES: /RVV RQ 6DOH RI %XLOGLQJ TOTAL CHANGE IN NET ASSETS NET ASSETS - BEGINNING OF YEAR NET ASSETS - END OF YEAR

765,064

5,496,767

765,064

6,261,831

(5,019,958)

26,199,348

8,280,240

34,479,588

39,499,546

$ 31,696,115

$ 9,045,304

$ 40,741,419

$ 34,479,588

The Accompanying Notes are an Intergral Part of these Financial Statements. . . .Page 3 158

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1,088,695

(1,104,925)

(16,230)

4,902,148

(3,813,453)

(1,104,925)

(4,918,378)

TOTAL CHANGE IN NET ASSETS

(3,915,033)

(1,104,925)

(5,019,958)

NET ASSETS - BEGINNING OF YEAR

30,114,381

9,385,165

39,499,546

$ 26,199,348

$ 8,280,240

$ 34,479,588

NET ASSETS - END OF YEAR

The Accompanying Notes are an Intergral Part of these Financial Statements. . . .Page 4 159

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Total Expenses per Statement of Activities

$ 4,382,844

$ 104,912

$ 188,839

$ 5,118,589

100%

86%

94,418 2%

347,576 7%

The Accompanying Notes are an Integral Part of these Financial Statements....Page 5 160

4,902,148

&20081,7< )281'$7,21 2) 6287+($67(51 0$66$&+86(776 ,1& 67$7(0(17 2) )81&7,21$/ (;3(16(6 )25 7+( <($5 (1'(' '(&(0%(5

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Total Expenses per Statement of Activities

$ 4,241,559

86%

66,259

285,125

The Accompanying Notes are an Integral Part of these Financial Statements....Page 6 161

132,516

176,689

4,902,148

100%

&20081,7< )281'$7,21 2) 6287+($67(51 0$66$&+86(776 ,1& 67$7(0(176 2) &$6+ )/2:6 )25 7+( <($56 (1'(' '(&(0%(5 $1'

(1,021,485)

(1,755,340)

CASH FLOWS FROM INVESTING ACTIVITIES: 3URFHHGV IURP 6DOH RI %XLOGLQJ 3XUFKDVH RI (TXLSPHQW 3XUFKDVH RI ,QWDQJLEOH $VVHWV 3XUFKDVH RI ,QYHVWPHQWV 3URFHHGV IURP 6DOHV RI ,QYHVWPHQWV 3URFHHGV IURP %HQHILFLDO ,QWHUHVW LQ 5HPDLQGHU 7UXVW 1HW &DVK )ORZV IURP ,QYHVWLQJ $FWLYLWLHV

CASH FLOWS FROM FINANCING ACTIVITIES: &RQWULEXWLRQV 5HVWULFWHG IRU /RQJ 7HUP 3XUSRVHV 3ULQFLSDO 3D\PHQWV RQ /RQJ 7HUP 'HEW &DVK )ORZV IURP )LQDQFLQJ $FWLYLWLHV

322,215

(361,225)

CASH FLOWS FROM OPERATING ACTIVITIES: &KDQJH LQ 1HW $VVHWV Adjustments to Reconcile the Above to Net Cash Used by Operating Activities: &RQWULEXWLRQV 5HVWULFWHG IRU /RQJ 7HUP 3XUSRVHV ,QYHVWPHQW 5HWXUQ 'RQDWHG 6WRFN &KDQJH LQ 9DOXH RI %HQHILFLDO ,QWHUHVW LQ 5HPDLQGHU 7UXVWV /RVV RQ 6DOH RI %XLOGLQJ 'HSUHFLDWLRQ DQG $PRUWL]DWLRQ ([SHQVH (Increase) Decrease in Current Assets: 3OHGJHV 5HFHLYDEOH &XUUHQW 2WKHU 5HFHLYDEOHV 3UHSDLG ([SHQVHV (Increase) Decrease in Non-Current Assets: 3OHGJHV 5HFHLYDEOH 1RQ &XUUHQW Increase (Decrease) in Current Liabilities: $FFRXQWV 3D\DEOH $FFUXHG 3D\UROO DQG 5HODWHG &RVWV $JHQF\ )XQGV +HOG IRU 2WKHUV *UDQWV 3D\DEOH &XUUHQW Increase (Decrease) in Non-Current Liabilities: &KDULWDEOH *LIW $QQXLW\ 3D\DEOH *UDQWV 3D\DEOH 1RQ &XUUHQW $JHQF\ (QGRZPHQW )XQGV 1HW $GMXVWPHQW NET CASH USED BY OPERATING ACTIVITIES

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

1,399,064

1,760,289

$ 1,721,279

$ 1,399,064

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR CASH AND CASH EQUIVALENTS - END OF YEAR Supplemental Disclosure : Interest Paid

The Accompanying Notes are an Integral Part of these Financial Statements....Page 7 162

3,362

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Section 8 Financials

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SouthCoast Community Foundation 2020 Operating Budget

2020 Budget REVENUE Fundraising Total Earned Income Total Misc Income

547,878 434,078 2,900

Total Revenue

EXPENSES Total Personnel

984,857

599,915

Total Professional Services

41,925

Total Occupancy

96,449

Total Office Expense

95,076

Total Publications and Events

100,428

Total Miscellaneous

20,650

TOTAL EXPENSES SURPLUS/(DEFICIT)

$ $

182

954,442 30,415

SouthCoast Community Foundation Statement of Financial Position

Consolidated Assets Bank Accounts: Cash & Checking Money Market and CD's Schwab - Prime Buchholtz Plimoth Advisors - Crapo Fund Receivables: Grants & Pledges Receivable Admin Fees Receivable Fixed Assets: Equipment Software Website Leasehold Improvements Accumulated Depreciation Other Assets: Prepaid Expenses Beneficial interest - Remainder Trust Total Assets Liabilities Accrued Expenses: Accounts Payable Grants and Scholarships Payable Other Accruals Other Liabilities: Fiscal Agent Funds Admin Fees Payable Annuities Payable SBA PPP Loan Total Liabilities Equity Fund Balances: Principal Accumulated Available

183

6/30/2020 2,323,493 460,223 29,890,205 3,691,610 36,365,530

12/31/2019 1,261,429 459,869 31,498,985 3,760,852 36,981,134

Change 1,062,065 354 (1,608,780) (69,242) (615,604)

40,000 20,280 60,280

30,000 7,009 37,009

10,000 13,271 23,271

86,979 57,596 31,854 33,632 (150,632) 59,430

86,979 57,596 29,604 25,616 (145,904) 53,891

2,250 8,016 (4,727) 5,539

27,111 4,824,888 4,851,999 41,337,239

26,071 4,824,888 4,850,959 41,922,993

1,040 1,040 (585,754)

1,035,500 23,584 1,059,084

220,000 23,584 243,584

815,500 815,500

9,780 20,280 323 162,000 192,383 1,251,467

9,780 7,009 323 17,112 260,696

13,271 162,000 175,271 990,771

32,759,086 18,512,306 (9,609,094) 41,662,297

SouthCoast Community Foundation Statement of Financial Position

Change in Net Assets Change in Net Assets

(1,576,525)

Total Equity Total Liabilities + Equity Total Liabilities + Equity - Assets

40,085,772 41,337,239

184

41,662,297 41,922,993 -

(1,576,525) (1,576,525) (585,754)

SouthCoast Community Foundation Statement of Activities: 1/1 - 6/30

Consolidated Revenue Fundraising Contributions Events Grants & Contracts Interfund Gifts Earned Income CF Endowment Payout Administrative Fees Investment Activity

2020 6,383,056 60,000 635,216 7,078,272

2019 849,050 100,271 152,000 211,577 1,312,898

Variance 5,534,005 (100,271) (92,000) 423,640 5,765,374

28,258 243,526 (1,663,762) (1,391,978)

24,777 186,766 3,681,703 3,893,246

3,481 56,759 (5,345,465) (5,285,224)

2,200

27,696

(25,496)

5,688,493

5,233,840

454,653

4,728,450 290,395 663,474 5,682,319

1,285,047 236,354 1,521,400

3,443,403 290,395 427,121 4,160,919

243,526 51,602 295,128

186,766 51,608 238,375

56,759 (6) 56,753

416,698 43,954 45,318 505,969

365,812 42,148 36,924 444,884

50,885 1,806 8,394 61,086

18,500 1,595 13,431 1,462 400,000 16,250 181,383 632,621

19,700 2,613 6,805 1,790 1,750 11,600 62,408 106,665

(1,200) (1,018) 6,626 (328) 398,250 4,650 118,975 525,956

35,666 4,477 8,215 2,113 4,727 55,198

36,152 4,443 7,251 501 3,278 51,624

(486) 35 964 1,613 1,449 3,574

SouthCoast Community Foundation Statement of Activities: 1/1 - 6/30

3,356 6,685 25,222 1,499 905 4,115 1,207 10,789 8,663 62,441

1,880 3,854 19,596 1,924 969 15,573 2,013 5,229 49,681 100,719

1,476 2,831 5,626 (425) (64) (11,458) (806) 5,560 (41,018) (38,278)

4,703 111 4,814

258 7,621 7,236 15,116

(258) (2,919) (7,125) (10,302)

11,913

15,488

(3,575)

2,115

1,425 4,000 6,922 12,347 4,768,480 (4,313,826)

3,540 4,000 7,076 14,615 7,265,018 (1,576,525)

186

153 2,268 2,496,539 2,737,301

SouthCoast Community Foundation Statement of Financial Position

Fund: CFSEMA Operating Fund Assets Bank Accounts: Cash & Checking Money Market and CD's Schwab - Prime Buchholtz

6/30/2020 12/31/2019 Change (321,926) (777,899) 455,974 458,223 457,869 354 67,932 367,921 (299,989) 204,229 47,891 156,339 20,280 7,009 13,271 83,955 83,955 57,596 57,596 28,840 26,590 2,250 33,632 25,616 8,016 (149,866) (145,139) (4,727) 54,157 48,618 5,539 27,111 26,071 1,040 305,778 129,590 176,188 18,353 18,353 18,353 18,353 -

Receivables: Admin Fees Receivable Fixed Assets: Equipment Software Website Leasehold Improvements Accumulated Depreciation Other Assets: Prepaid Expenses Total Assets Liabilities Accrued Expenses: Accounts Payable Other Accruals

Other Liabilities SBA PPP Loan Total Liabilities Equity Fund Balances: Principal Accumulated Available

162,000

180,353

18,353

162,000 -

1,078 299,819 (189,660) 111,237

Change in Net Assets Change in Net Assets

14,188

Total Equity Total Liabilities + Equity Total Liabilities + Equity - Assets

125,425 305,778 187

111,237 129,590 -

14,188 176,188 -

188

189

SouthCoast Community Foundation Statement of Activities: 1/1 - 6/30 Fund: CFSEMA Operating Fund Revenue Fundraising Contributions Events Grants & Contracts Interfund Gifts Earned Income CF Endowment Payout Administrative Fees Investment Activity Miscellaneous Income Miscellaneous Income Total Revenue Expenses Fees Investment Fees Expense

2020 31,557 137,062 168,619

2019 48,199 22,500 62,000 97,221 229,920

28,258 243,526 8,863 280,647

24,777 186,766 32,118 243,661

2,200

1,573

451,466

475,155

Variance (16,642) (22,500) (62,000) 39,841 (61,301) 3,481 56,759 (23,255) 36,985 627 (23,688)

485 485

(485) (485)

Personnel Salaries Taxes Benefits Professional Services Audit Financial IT Payroll Media Other Consultants Occupancy Expense Rent Insurance Utilities Cleaning Depreciation Office Expense Credit Card Fees Dues & Subscriptions Small Equipment 190

259,067 27,682 24,674 311,423

234,234 26,388 20,476 281,098

24,833 1,293 4,199 30,325

18,500 1,139 9,066 1,392 30,097

19,700 1,827 6,538 1,790 1,750 6,675 38,278

(1,200) (688) 2,529 (398) (1,750) (6,675) (8,181)

29,137 4,174 5,950 4,727 43,989

28,152 4,006 5,672 490 3,278 41,598

985 169 278 (490) 1,449 2,391

712 4,481 20,885

926 2,936 14,528

(215) 1,545 6,357

SouthCoast Community Foundation Statement of Activities: 1/1 - 6/30 Rental & Repair Fees & Licenses Meetings & Conferences Postage Travel Supplies Publications Marketing Printing Special Events Special Events Miscellaneous Professional Development Miscellaneous Total Expenses Change in Net Assets

191

1,499 905 2,862 1,086 1,383 2,878 36,691

1,924 969 1,543 1,254 2,169 3,706 29,955

(425) (64) 1,319 (168) (786) (828) 6,736

1,500 56 1,556

479 2,542 3,021

1,021 (2,486) (1,465)

2,941

7,489

(4,548)

3,540 7,041 10,581 437,278 14,188

2,115 153 2,268 404,193 70,962

1,425 6,887 8,312 33,085 (56,774)

Section 9 Investment Policy

192

SouthCoast Community Foundation INVESTMENT POLICY STATEMENT As of

January 2019

Approved by Investment Committee - February 11, 2019 Approved by Board of Directors - February 12, 2019

193

DESCRIPTION

This Investment Policy Statement (IPS) details the oversight and management of the investment portfolio of the SouthCoast Community Foundation assets (collectively, the “Fund”). The Fund’s investment objective is to preserve its purchasing power while providing a continuing and stable funding source to support the current and future mission of the SouthCoast Community Foundation. To accomplish this objective, the Fund seeks to generate a total return that will exceed not only its operating expenses, but also all expenses associated with managing the Fund and the eroding effects of inflation. It is the intention that all total return (interest income, dividends, and realized gains) above and beyond the amount approved for expenditure or distribution will be reinvested in the Fund. The Fund will be managed on a total return basis, consistent with the applicable standard of conduct set forth in the Uniform Prudent Management of Institutional Funds Act (UPMIFA). II.

ROLES AND RESPONSIBILITIES

Various parties contribute to the successful management of the Fund’s assets. The Investment Committee is responsible for setting strategic direction, with Board approval, and for overseeing the investment of the assets. The Investment Consultant provides advice to the Investment Committee regarding investment strategy and manager selection and assists in the performance evaluation process. The Board has ultimate responsibility for the Fund but delegates specific duties as described in the Investment Policy Statement. More specifically, the parties have the following responsibilities: a. Investment Committee The Investment Committee’s role is to advise the Board on all matters related to the investment policy and investment guidelines, select appropriate asset classes and investment managers and allocate funds to those asset classes and managers, set and change the weighting of asset classes, establish investment performance benchmarks, and appraise investment manager performance. The Investment Committee will review and evaluate investment results and take action that it deems prudent when an investment manager fails to meet performance standards or violates the investment guidelines. b. Investment Managers Investment managers retained by the Fund are expected to manage assets in a style and manner consistent with the expectations set at time of hire and will notify the Investment Committee, Staff, and Investment Consultant in a timely fashion of any material changes to the firm, staff, or strategy. Managers will act in compliance with applicable local, state, and federal laws, rules, and regulations, including but not limited to, those pertaining to fiduciary duties and responsibilities. c. Investment Consultant The Investment Consultant will be responsible for providing proactive advice and education to the Investment Committee on investment guidelines, asset allocation, and manager structure. The Investment Consultant will assist in the selection of new investment managers and will alert the Investment Committee to material developments at the current managers’ firms. In addition, the Investment Consultant will provide performance evaluation reports to the Investment Committee on a monthly and quarterly basis. Reports will include the performance of each of the investment managers and the total Fund compared to appropriate market indices and peer groups. Quarterly reports will contain significant details of the portfolio’s holdings, risk exposures, and performance. 194

Page 2 of 9

d. Staff The responsibility of the Staff is to coordinate the administration of the Fund with the Investment Consultant and Investment Committee. This includes maintaining proper accounting books and records, managing periodic disbursements, recording contributions, issuing reports, and attending to other similar administrative matters. The Staff will also provide support to the Board and the Investment Committee as may be requested on occasion. e. Custodian The Custodian’s role is to receive, hold, manage, and invest, to the extent directed by the Investment Committee, the Fund assets. The Custodian will make payments from the Fund to such persons or organizations as designated by authorized SouthCoast Community Foundation personnel. It will keep accurate and detailed accounts of all investments, receipts, disbursements and other transactions and will provide the Investment Committee and the Investment Consultant with a written account of all holdings and transactions on a monthly basis. III.

INVESTMENT LIQUIDITY

The Fund has a long-term investment horizon with relatively low liquidity needs. For this reason, the Fund can tolerate short- and intermediate-term volatility provided that long-term returns meet or exceed its investment objective. Consequently, the Fund may take advantage of less liquid investments which may include private equity, hedge funds, and other partnership vehicles, which typically offer higher risk-adjusted return potential as compensation for forfeiture of liquidity. To ensure adequate liquidity for distributions and to facilitate rebalancing, the Investment Committee will conduct a periodic review of total Fund liquidity. IV.

ASSET ALLOCATION

In an effort to achieve its investment objective, the Fund will allocate across asset classes consistent with its investment objective. Other asset classes may be added to the Fund in an effort to enhance returns, reduce volatility through diversification, and/or offer a broader investment opportunity set. The goal of each asset class is detailed below: •

Global public equity is intended to provide long-term growth and offer high expected real returns and liquidity. Non-U.S. equities are included in an effort to enhance return and control risk by reducing the Fund’s reliance on domestic financial markets.

•

Flexible capital strategies are employed due to their potential to offer market-comparable returns with lower expected volatility through the use of hedging, cash management, shorting of securities, or other portfolio management techniques.

•

Fixed income may help provide stability and protection in deflationary environments.

•

Real assets strategies are intended to provide a diversified hedge against inflation as well as a strong yield component.

•

Cash provides short-term liquidity and serves as a funding source for distributions and rebalancing.

Please see Appendix A for specific asset allocation targets and ranges V.

REBALANCING

The Investment Committee, Staff, and Investment Consultant (if retained) will review the Fund’s asset allocation periodically. Any deviations from asset class policy targets outside of the allowable 195

Page 3 of 9

ranges will be addressed through rebalancing or acknowledgment of a valid reason for remaining outside of stated policy ranges (such as liquidity or short-term transitions between managers). Cash receipts shall be invested as soon as practical according to the current asset allocation policy, unless otherwise approved. VI.

PERFORMANCE EVALUATION BENCHMARKS

Benchmarks are useful to gauge the performance of the Fund, but they are best viewed over longer periods, generally three to five years. The Fund will be compared to its Policy Index, which represents the optimal â€œPolicy Portfolioâ€? selected by the Investment Committee. The Policy Index is defined as the sum total of all the policy target weights for each of the asset classes multiplied by the returns of their respective benchmarks. Significant performance deviations from the Policy Index will be explained and appropriate actions taken if necessary. Benchmarks for each of the broad asset classes are established and reviewed by the Investment Committee with the assistance of the Investment Consultant. In addition to the Fund and asset class benchmarking, all managers within each asset class will be compared to their own relevant style index benchmarks.

VII.

Asset Class

Benchmark

Global Public Equity

MSCI AC World Index

Real Assets

Real Assets Composite Index

Fixed Income

Fixed Income Composite Index

Cash

Citigroup 3-Month T-Bill Index

USE OF DERIVATIVES AND LEVERAGE

In general, the portfolio will not make direct use of derivatives or leverage. However, the portfolio may have exposure through certain investment managers. When prudently used, derivative instruments and strategies may be an important element of general portfolio management. Derivatives offer investment management firms effective alternatives to trading physical securities, provided firms have the technical knowledge of the market factors, the quantitative skills to analyze the securities over a range of scenarios, and the ability to determine reasonable valuation before purchasing them. Portfolio management agreements or manager guidelines must explicitly authorize the use of derivatives or clearly state when their use is permitted. VIII.

MANAGER SELECTION AND MONITORING

The Investment Committee will select and monitor external managers to invest the assets of the Fund. The Investment Committee may delegate certain selection and monitoring functions to the Investment Consultant. The Investment Committee will report on the status and performance results of the Fund to the Board no less than annually. The Investment Committee seeks managers who demonstrate effective strategies, sustainable advantages, and high-quality organizational structures. Investment managers have full discretion to buy and sell securities and to vote proxies for the securities in which they invest. The Investment Committee seeks active managers that will generate superior relative risk-adjusted performance, net of all expenses. Passive mandates may be used in more efficient (occasionally, in less efficient) segments of the capital markets for the purpose of gaining market exposure. The Investment Committee shall determine the respective maximum allocations to single active managers. 196

Page 4 of 9

Attractive firm characteristics include: •

Strong reputation in the marketplace and a meaningful, high-quality, institutional client base

•

Aligned interests (e.g., significant amount of principal/employee dollars invested in the funds)

•

Stable and experienced professional team and principals/employees own equity in the firm

•

Controlled growth and a manageable level of assets under management

•

Competitive long-term performance among peers

•

Appropriate fees for the strategy employed

Staff and the Investment Consultant will conduct due diligence prior to recommending each external manager to the Investment Committee. Evaluations may include meetings with key personnel and typically include at least one on-site visit to the principal office. Research also includes reviews of audited financial statements, reference checks with other clients and business associates, and comparison to competitors. The Staff and Investment Consultant will use their respective networks of contacts in an effort to gain further confirmation of a manager’s abilities and business practices. New firms may have additional business risk and therefore, may be subject to more rigorous due diligence and ongoing monitoring. Selection of investment managers is not geographically restricted. The ongoing review and analysis, both quantitative and qualitative, of existing investment managers is just as important as the due diligence implemented during the manager selection process. In addition to performance measurement noted below, Staff and/or the Investment Consultant will monitor for consistent implementation of investment strategy and philosophy, appropriate risk controls, adherence to any stated guidelines, and any material changes in the manager’s organization and/or personnel. The performance of the portfolio’s investment managers will be actively monitored by Staff and/or the Investment Consultant, who will report any meaningful observations and performance deviations to the Investment Committee in a timely manner. Quarterly performance will be evaluated versus appropriate benchmarks and peer universes, but emphasis will be placed on relative performance over longer investment periods. The Investment Committee has the discretion to take corrective action by replacing a manager if deemed appropriate at any time. Corrective action may occur as a result of meaningful organizational or process-related change, and in some cases, sustained relative underperformance. Significant short-term underperformance will also trigger a review. On a yearly basis, the Investment Committee will review each manager and evaluate organizational changes and performance as it relates to managers’ stated investment goals and peer results. Manager fees are expected to be reasonable. Incentive performance fees are common in the illiquid asset categories and, in some cases, more traditional asset classes.

197

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IX.

SPENDING AND DISTRIBUTION POLICY

Spending is guided by several factors; most important is the value of the portfolio. The primary objective of this policy is to allow the Foundation to consistently fund its mission and keep pace with inflation, without eroding the corpus of the portfolio. The foundation will therefore target an annual rate of 5% of the average market value of the trailing twenty (20) quarters for the fund to be used for spending. Exceptions to this distribution formula can be made when a single gift or a number of gifts to a fund increases the value of the fund net of investment gains and losses by more than 25%. In such instances Management may propose an alternate distribution formula for the fund subject to Board review and approval. Of the total availing of 5%, 4% shall be used to support charitable endeavors of the Foundation, and 1% shall be used to offset administrative expenses of the Foundation. For agency endowments, the support fee will be .5% for Funds with a balance over $100,000. The annual distribution(s) from these funds shall be 4.5% unless stipulated otherwise in the fund agreement. All investment management fees shall be deducted from the endowment and are not included in the 5% total availing. Furthermore, in recognition of the Uniform Prudent Management of Institutional Funds Act (UPMIFA), spending shall comply with the evolving “prudent spending” guidelines of UPMIFA as outlined in the state of Massachusetts and to consider the following factors:        

general economic conditions; the possible effect of inflation or deflation; the expected tax consequences, if any, of investment decisions or strategies; the role that each investment or course of action plays within the overall investment portfolio of the fund; the expected total return from income and the appreciation of investments; other resources of the institution; the needs of the institution and the fund to make distributions and to preserve capital; and an asset’s special relationship or special value, if any, to the charitable purposes of the institution.

This policy will be reviewed annually as part of the budgeting process. Investment managers should be given ample notice of the required withdrawal schedule. Appropriate liquidity should be maintained to fund these withdrawals without impairing the investment process. X.

CONFLICT OF INTEREST

If any member of the Investment Committee, Staff, or the Investment Consultant has, or appears to have, a conflict of interest that impairs or appears to impair the respective member’s ability to exercise independent and unbiased judgment in the good faith discharge of his or her duties, he or she shall disclose such conflicts prior to meaningful discussion. All parties must also comply with any other conflicts of interest policies adopted by the SouthCoast Community Foundation.

198

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XI.

INVESTMENT POLICY STATEMENT REVIEW

The Investment Committee will review the Investment Policy Statement annually and submit any changes to the Board for ratification.

199

Page 7 of 9

APPENDIX A – ASSET ALLOCATION The following asset allocation policy has been established. It is believed that this policy will provide the highest probability over time of meeting or exceeding the Fund’s objectives, while avoiding excessive risk.

Asset Class

Policy Target

Policy Range

Global Public Equity

60.0%

50.0-70.0%

Real Assets

15.0%

10.0-20.0%

Fixed Income

25.0%

20.0-30.0%

Cash

0.0%

0.0-5.0%

200

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APPENDIX B – DONOR-SPECIFIED ADVISORS The Foundation will consider permitting a donor(s) to specify the use of a specific investment advisor (hereinafter “Advisor”), under the following terms and conditions: 1) The minimum initial gift shall be at least $1,000,000; subject to review and recommendation of the Investment Committee with Board approval 2) The Advisor must adhere to the Investment Policy of the Foundation as it is in effect from time-to-time. 3) The Advisor must be initially acceptable to the Investment Committee of the Foundation and may be removed by majority vote of said committee at any time during the engagement with 30 days written notice. 4) The donor shall be advised of and acknowledge receipt of this policy in their gift agreement with the Community Foundation. 5) Upon the death of the donor(s), the Foundation shall be under no further obligation to retain the services of the Advisor, but it may continue to do so with approval of the Investment Committee.

201

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Section 10 Investment Performance

202

Consulting Team Ryan O'Quinn Brian Pimentel

Investment Analyst Michael Bernier

Performance Analyst

Quarterly Investment Performance Analysis

Mara Carrero

Client Service Contact pbaCFSEMA@primebuchholz.com

SouthCoast Community Foundation

Prime Buchholz LLC 273 Corporate Drive Suite 250 Portsmouth, NH 03801

June 2020

primebuchholz.com P 603.433.1143 F 603.433.8661

ÂŠ Prime Buchholz LLC

203

Table of Contents 01

Total Fund Review

Rebalance & Analysis

• Total Fund Highlights • Executive Summary • Asset Allocation • Stress Test • Schedule of Investable Assets • Liquidity Schedule • Fee Schedule

02 Exposures & Characteristics

03 Market Environment

SouthCoast Community Foundation

June 2020

204

0 Total Fund 5HYLHZ

205

Total Fund Highlights •

The SouthCoast Community Foundation’s portfolio grew 13.9% during the second quarter of 2020. The portfolio finished ahead of the Policy Index return of 13.2%. At quarter-end, net assets stood at $29.9 million and all asset classes were allocated within policy ranges.

•

The following materials begin with a total fund review of the Foundation’s portfolio. This section covers performance, asset allocation, liquidity, and fees in the Foundation’s portfolio.

•

Tab two includes portfolio exposures and characteristics for each of the portfolio’s asset classes.

•

The third tab includes a review of the market environment during the second quarter of 2020.

•

The final tab includes a proposed portfolio rebalance. The proposed rebalance schedule includes trades that would shift some of the portfolio’s international equity exposure into the U.S. equity market. Following the rebalance are pages highlighting the equity segment’s exposures and characteristics post and pre rebalance, in addition to the exposures and characteristics one year ago, June 2019. The tab continues with an analysis of total portfolio and manager returns including rolling returns, attribution, and manager peer performance comparisons.

Recent Portfolio Activity

Status

Walthausen Small Cap Value

Full redemption

Champlain Mid Cap

Initial purchase - $250k

SouthCoast Community Foundation

June 2020

206

Dashboard - SouthCoast Community Foundation as of June 30, 2020 Executive Summary Market Value $29,890,728

3 Mo.

Calendar YTD

1 YR

3 YRS

5 YRS

7 YRS

10 YRS

Return Since

Inception Date Dec-05

Total Fund

13.9

-5.1

0.8

3.5

4.1

5.3

7.3

5.4

Policy Index

13.2

-3.8

2.0

5.0

5.2

6.4

7.9

6.0

Actual Index

12.8

-3.9

1.9

5.1

5.3

6.5

7.9

6.0

0.2

1.9

4.8

6.5

6.4

6.7

6.9

CPI + 5%

Schedule of Investable Assets

Fees

Market Value In Millions

$40.0

$30.0

Asset MV*

$31.5

$30.4 $26.7

$27.5

$29.9

$26.6

Diversification

Proj. Ann. Fee($) Ann. Fee(%)

Inv Mgmt $29,890,728 PBA $29,890,728 Total Fees $29,890,728

$118,110 $75,000 $193,110

0.40% 0.25% 0.65%

Total Equity

60.0%

$17,903,215

59.9% 15.0%

Total Real Assets $3,597,413

$20.0

12.0% 25.0%

Total Fixed Income

Liquidity

$7,720,356

25.8%

Redemption Terms

Daily

$10.0

Total

$29,890,728

100.0

$29,890,728

100.0

0.0%

Total Liquid Capital $669,745

2.2% 0.0%

25.0%

50.0%

$0.0 12/15

12/16

12/17

12/18

12/19

Target Allocation

6/20

Actual Allocation

Total Fund

Recent Actions Taken -Full Sale of Walthausen Small Cap Value - Initial Purchase of Champlain Mid Cap Core

Discussion Items - Review portfolio Rebalance & Analysis

Definitions - Periods greater than one year are annualized. Performance and market values are subject to change based on statement availability from the investment manager/custodian. - Policy Index (as of 6/1/2016): 60% MSCI AC World Index/ 15% Real Assets Composite Index/ 25% Fixed Income Composite Index - Policy Index (as of 12/1/2005): 8% MSCI World Index/ 36% Russell 3000 Index/ 19% MSCI EAFE Index/ 6% MSCI Emerging Markets Index/ 31% Blbg Barc US Aggregate Index Assumes 9/30/2015 targets weights provided by Old North to be static historically

207

75.0%

Trade Tally Date

2020

2019

Bought

Market Value (in millions)

Date

Sold

Market Value (in millions)

4/27/2020

Initial Purchase - Champlain Mid Cap (CIPIX)

$0.25

4/27/2020

Full Sale - Walthausen Small Cap Value (WSCVX)

$0.73

3/17/2020

Additional Purchase - Vanguard Total Stock (VTSAX)

$0.40

3/17/2020

Partial Sale - Vanguard Total Bond (VBTLX)

$0.40

Partial Sale - Vanguard Total Intl (VTIAX)

$0.25

2/6/2020

Additional Purchase - GQG Partners Global Equity (GQRIX)

$0.50

Partial Sale - Artisan Intl Value (APDKX)

$0.25

2/6/2020

Additional Purchase - Vanguard Total Stock (VTSAX)

$0.25

Partial Sale - Pinnacle

$0.40

11/1/2019

Additional Purchase - Vanguard Infl Protected Securities (VAIPX)

$0.26

11/1/2019

Full Sale - Van Eck Global Hard Assets (GHAIX)

$1.07

11/1/2019

Additional Purchase - Principal Global Real Estate Fund (POSIX)

$0.50

11/1/2019

Partial Sale - Dodge & Cox Global Stock (DODWX)

$0.40

11/1/2019

Initial Purchase - GQG Global Equity (GQRIX)

$1.00

11/1/2019

Partial Sale - Vanguard Total World Stock Adm (VTWAX)

$0.60

9/25/2019

Additional Purchase - Vanguard Total Bond (VBTLX)

$0.20

9/25/2019

Additional Purchase - Vanguard Infl Protected Securities (VAIPX)

$0.10

9/25/2019

Additional Purchase - Principal Global Real Estate Fund (POSIX)

$0.10

9/25/2019

Additional Purchase- Dodge & Cox Global Stock (DODWX)

$0.40

9/25/2019

Additional Purchase - Vanguard Total World Stock Adm (VTWAX)

$0.20

8/2/2019

Additional Purchase - Vanguard Infl Protected Securities (VAIPX)

$0.58

8/2/2019

Partial Sale - Van Eck Global Hard Assets (GHAIX)

$0.58

8/2/2019

Initial Purchase - Principal Global Real Estate Fund (POSIX)

$1.68

8/2/2019

Full Sale - MS Global REIT (MRLAX)

$1.68

7/10/2019

Partial Sale - Vanguard Total Intl Stock (VTIAX)

$0.50

4/24/2019

Partial Sale - Vanguard Emerging Markets (VEMAX)

$0.40

Partial Sale - Vanguard Total Bond (VBTLX)

$0.50

4/24/2019

Additional Purchase - Vanguard Short Term Bond (VBIRX)

$0.40

1/8/2019

Additional Purchase - Van Eck Global Hard Assets (GHAIX)

$0.15

1/8/2019

Additional Purchase - T. Rowe Price Emerging Markets Stock (PRZIX)

$0.10

1/8/2019

Additional Purchase - Vanguard Total Stock (VTSAX)

$0.60

1/8/2019

2018 2/14/2018

Initial Purchase - T. Rowe Price Emerging Markets Stock (PRZIX)

$1.20

1/25/2018

Additional Purchase - Vanguard Short Term Bond (VBIRX)

$0.50

1/8/2019

Partial Sale - Dodge & Cox Income (DODIX)

$0.35

8/6/2018

Partial Sale - Vanguard Total World Stock (VTWAX)

$0.50

1/25/2018

Partial Sale - Vanguard Emerging Markets (VEMAX)

$1.20

1/25/2018

Partial Sale - Vanguard Total Intl Stock (VTIAX)

$0.30

1/25/2018

Partial Sale - Vanguard Total Stock (VTSAX)

$0.30

1/25/2018

Partial Sale - Vanguard Total World Stock (VTWAX)

$0.40

10/10/2017

Partial Sale - Vanguard Total Stock (VTSAX)

$0.40

8/3/2017

Partial Sale - Vanguard Total Bond (VBTLX)

$0.75

8/3/2017

Additional Purchase - Dodge & Cox Income (DODIX)

$0.75

8/3/2017

Partial Sale - Vanguard Total Intl Stock (VTIAX)

$1.00

8/3/2017

Initial Purchase - Dodge & Cox Global Stock (DODWX)

$2.00

8/3/2017

Partial Sale - Vanguard Total Stock (VTSAX)

$1.00 $0.50

2017

1/30/2017

Additional Purchase - Dodge & Cox Income (DODIX)

$1.30

SouthCoast Community Foundation

6/8/2017

Partial Sale - Vanguard Total Stock (VTSAX)

4/11/2017

Partial Sale - Vanguard Total Stock (VTSAX)

$0.33

1/30/2017

Partial Sale - Vanguard Total Bond (VBTLX)

$1.30

1/20/2017

Partial Sale - Van Eck Global Hard Assets (GHAIX)

$0.20

1/20/2017

Partial Sale - Vanguard Total Stock (VTSAX)

$0.20

June 2020

208

Trade Tally Bought

Date

Market Value (in millions)

$2.00

Date

Sold

Market Value (in millions)

11/17/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$0.25

9/15/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$0.40

8/26/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$0.05

6/8/2016

Partial Sale - Vanguard Total Bond (VBTLX)

$0.08

6/8/2016

Partial Sale - Van Eck Global Hard Assets (GHAIX)

$0.05

6/8/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$0.38

Partial Sale - Vanguard Short Term Inv Grade (VFSUX)

$1.00 $0.25

5/26/2016

Initial Purchase - Van Eck Global Hard Assets (GHAIX)

5/26/2016

Intitial Purchase - Vanguard Infl Protected Securities (VAIPX)

$0.50

5/26/2016

Partial Sale - Vanguard Total Intl Stock (VTIAX)

5/26/2016

Initial Purchase - MS Global Real Estate (MRLAX)

$1.50

5/26/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$2.77

3/10/2016

Partial Sale - Vanguard Total Stock (VTSAX)

$0.12

1/14/2016 1/14/2016 1/14/2016 1/13/2016 1/13/2016

Partial Sale- Dodge & Cox Income (DODIX) Full Sale - Snow US Large Cap Value Partial Sale - Pinnacle Small/Mid Cap Growth Full Sale - Driehaus Active Income (LCMAX) Full Sale - Delaware Emerging Markets (DEMIX)

$0.60 $1.12 $0.75 $1.36 $1.33

1/13/2016

Full Sale - JOHCM Intl Small Cap (JOSMX)

$1.24

1/13/2016

Full Sale - WCM Focused Intl Growth (WCMIX)

$1.73

1/13/2016

Full Sale - Shenkman Short Duration High Income (SCFIX)

$1.39 $1.35

2016

5/26/2016

1/13/2016

Full Sale - Palmer Square SSI Alternative Income (PSCIX)

1/13/2016

Initial Purchase - Vanguard Emerging Markets (VEMAX)

$1.50

1/13/2016

Full Sale - Brown Advisory Gorwth Equity (BIAGX)

$1.45

1/13/2016

Initial Purchase - Vanguard Total Intl Stock (VTIAX)

$3.20

1/13/2016

Full Sale - SIT Dividend Growth (SDVGX)

$1.42

1/13/2016

Initial Purchase - Vanguard Total Stock Fund (VTSAX)

$7.50

1/13/2016

Partial Sale - Walthausen Small Cap Value (WSCVX)

$0.75

1/13/2016

Initial Purchase - Vanguard Total World Stock (VTWAX)

$2.10

1/13/2016

Full Sale - MS Global Equity (MWEIX)

$1.93

Total Buys

Total Sells

SouthCoast Community Foundation

June 2020

209

Investment Return Detail SouthCoast Community Foundation Preliminary as of June 30, 2020

Market Value

% of Portfolio

$29,890,728

100.0

$17,903,215

59.9

QTR Ended Sep-19 Total Fund

18.3

6.6

$1,587,732

6.4 5.3

21.4

16.7 3.8 0.9

7 YRS

10 YRS

Return Since

13.9

-5.1

0.8

3.5

4.1

5.3

7.3

5.4

-15.0

13.2

-3.8

2.0

5.0

5.2

6.4

7.9

6.0

Actual Index

0.4

5.6

-14.8

12.8

-3.9

1.9

5.1

5.2

6.5

7.9

6.0

CPI + 5%

1.5

1.3

1.7

0.2

1.9

4.8

6.5

6.4

6.7

6.9

Total Equity

-0.6

10.1

-24.1

20.6

-8.5

0.2

4.0

5.6

7.3

10.1

6.2

0.0

9.0

-21.4

19.2

-6.3

2.1

6.1

6.5

7.8

9.2

6.0

-0.2

9.8

-23.9

20.1

-8.6

0.1

3.9

5.8

7.5

9.1

0.0

9.0

-21.4

19.2

-6.3

2.1

6.1

6.5

7.8

9.2

7.9

Global Equity

Vanguard Total World Stock Adm Fund

0.0

9.0

-22.3

20.3

-6.5

1.9

5.9

10.1

0.0

9.1

-22.2

19.9

-6.8

1.7

6.0

6.5

8.0

9.4

10.3

Dodge & Cox Global Stock Fund

-0.4

10.8

-31.0

20.3

-17.0

-8.4

-1.5

MSCI AC World Index (Net)

0.0

9.0

-21.4

19.2

-6.3

2.1

6.1

6.5

7.8

9.2

5.3

-13.4

19.5

3.5

6.8

0.0

9.0

-21.4

19.2

-6.3

2.1

6.1

6.5

7.8

9.2

-3.0

0.4

10.3

-23.3

23.3

-5.5

4.7

7.2

7.5

9.2

12.2

7.0

1.2

9.1

-20.9

22.0

-3.5

6.5

10.0

11.7

13.7

8.6

GQG Partners Global Quality Eq Instl Fund

Domestic Equity

Vanguard Total Stock Adm Fund Pinnacle Small/Mid Cap Growth Account Russell 2500 Growth Index

$280,547

5 YRS

-16.7

CRSP US Total Mkt Idx (Spliced) $1,127,031

3 YRS

6.4

Russell 3000 Index $5,002,304

1 YR

5.6

MSCI AC World Index (Net) $6,409,882

Calendar YTD

0.4

FTSE Glbl All Cap Idx (Spliced) $1,922,542

QTR Ended Jun-20

-0.1

MSCI AC World Index (Net) $1,970,106

QTR Ended Mar-20

Policy Index

MSCI AC World Index (Net) $5,480,379

QTR Ended Dec-19

Champlain Mid Cap Instl Fund Russell Midcap Index

SouthCoast Community Foundation - June 2020

1.1

9.0

-20.9

22.1

-3.4

6.5

10.0

13.3

1.1

9.0

-20.9

22.1

-3.4

6.5

10.0

11.7

13.7

13.3

0.2

15.4

-27.0

30.8

-4.4

10.5

8.3

8.9

11.4

14.4

9.8

-3.2

10.6

-23.2

32.9

2.0

9.2

12.1

9.6

12.1

14.4

9.8

10.6

0.5

7.1

-27.1

24.6

-9.1

-2.2

5.8

6.8

9.4

12.3

9.0

210

Inception Date Dec-05

Dec-05

Dec-10

Feb-16 Sep-17 Dec-19

Dec-05

Feb-16 Jan-06 May-20

Investment Return Detail SouthCoast Community Foundation Preliminary as of June 30, 2020

Market Value $6,012,954

% of Portfolio 20.1

International Equity MSCI AC World ex USA (Net)

$2,021,154

6.8

Vanguard Total Intl Stock Index Adm Fund FTSE Glbl All Cap xUS Idx (Spliced)

$1,908,847

6.4

Artisan International Value Adv Fund MSCI EAFE (Net)

QTR Ended Sep-19

QTR Ended Dec-19

QTR Ended Mar-20

QTR Ended Jun-20

Calendar YTD

-1.7

10.0

-24.9

18.0

-1.8

8.9

-23.4

16.1

10 YRS

Return Since

1 YR

3 YRS

5 YRS

7 YRS

-11.4

-4.2

1.2

4.1

5.4

7.1

6.0

-11.0

-4.8

1.1

2.3

3.7

5.0

3.8

-1.6

9.0

-24.3

18.1

-10.6

-4.1

1.1

6.4

-1.7

9.3

-24.0

17.0

-11.1

-4.4

1.1

2.4

4.0

5.2

6.6

-0.7

9.2

-27.5

17.0

-15.1

-7.9

-1.0

1.9

4.6

5.7

-1.1

8.2

-22.8

14.9

-11.3

-5.1

0.8

2.1

3.9

5.7

3.7

-3.6

11.3

-24.6

19.9

-9.5

-2.9

2.1

8.8

$857,988

2.9

Vanguard Emerging Markets Adm Fund FTSE EM All Cap China A Incl Idx (Spliced)

-3.6

11.4

-24.2

19.0

-9.8

-3.2

2.0

3.0

3.1

8.9

$1,224,964

4.1

T. Rowe Price Emerging Markets Stock I Fund

-2.6

12.3

-23.4

18.2

-9.5

-1.1

-3.0

-4.2

11.8

-23.6

18.1

-9.8

-3.4

1.9

2.9

3.2

3.3

-5.2

MSCI EM (Net) $7,720,356

25.8

$1,777,777

5.9

$2,999,529

10.0

Total Fixed Income

1.8

0.5

1.1

3.8

5.0

7.3

4.6

3.3

3.0

3.3

4.6

Fixed Income Composite Index

1.8

0.3

2.6

2.7

5.3

7.5

4.7

Blbg Barc U.S. Aggregate

2.3

0.2

3.1

2.9

6.1

8.7

5.3

4.3

4.0

3.8

4.6

2.4

0.0

3.3

3.0

6.3

9.0

5.3

4.4

2.3

0.1

3.2

3.0

6.3

8.9

5.4

4.4

4.0

3.9

4.5

2.1

0.8

-0.7

6.0

5.2

8.3

5.4

4.7

4.5

5.1

2.3

0.2

3.1

2.9

6.1

8.7

5.3

4.3

4.0

3.8

4.6

0.9

0.4

2.2

1.8

4.1

5.4

3.4

2.6

2.3

2.1

3.1

0.9

0.5

2.2

1.8

4.0

5.4

3.5

2.6

2.3

2.2

3.2

1.0

0.6

-1.5

4.8

3.3

5.0

3.5

3.0

2.8

1.1

0.8

-1.2

4.6

3.4

5.4

3.9

3.2

2.9

3.1

3.0

Vanguard Total Bond Index Adm Fund Blbg Barc US Agg Float Adj Idx (Spliced) Dodge & Cox Income Fund Blbg Barc U.S. Aggregate

$2,501,101

8.4

Vanguard Short Term Bond Adm Fund

$441,948

1.5

Vanguard Short Term Inv Grade Adm Fund

Vanguard Short Term Spliced Benchmark Blbg Barc U.S. Credit 1-5 Year Index

SouthCoast Community Foundation - June 2020

211

Inception Date Dec-05

Feb-16 Jan-11 Feb-16 Mar-18

Dec-05

Feb-16 Feb-06 Feb-06 Sep-13

Investment Return Detail SouthCoast Community Foundation Preliminary as of June 30, 2020

Market Value $3,597,413

QTR Ended Sep-19

% of Portfolio 12.0

Total Real Assets Real Assets Composite Index

$2,007,596

6.7

Principal Global Real Estate Institutional Fund FTSE EPRA/NAREIT Developed Index

$1,589,816

$669,745

5.3

2.2

Vanguard Infl Prot Sec Adm Fund

2.2

QTR Ended Mar-20

QTR Ended Jun-20

Calendar YTD

1 YR

3 YRS

5 YRS

7 YRS

10 YRS

Return Since

-3.6

1.6

-15.2

8.1

-8.3

-10.2

-2.8

-1.8

-0.4

1.3

-17.0

7.5

-10.7

-9.8

-0.5

0.3

2.6

-25.7

11.5

-17.1

-13.6

4.9

2.0

-28.3

10.3

-20.9

-15.5

-0.7

2.2

3.6

7.2

-17.4

1.4

0.6

1.8

4.1

6.0

8.1

4.9

3.9

Blbg Barc U.S. TIPS

1.3

0.8

1.7

4.2

6.0

8.3

5.0

3.7

3.0

3.5

4.0

Total Liquid Capital

0.6

0.4

0.1

0.5

1.5

1.4

0.8

0.6

0.4

1.0

0.6

0.5

0.4

0.1

0.5

1.6

1.7

1.2

0.8

0.6

1.2

0.6

0.4

0.1

0.5

1.5

1.4

0.8

0.6

0.4

1.0

0.6

0.5

0.4

0.1

0.5

1.6

1.7

1.2

0.8

0.6

1.2

FTSE 3 Month T-Bill $669,745

QTR Ended Dec-19

Bank Sweep / Premier Bank Sweep FTSE 3 Month T-Bill

SouthCoast Community Foundation - June 2020

212

Inception Date Jun-16

Sep-19 Jun-16

Dec-05

Investment Return Detail SouthCoast Community Foundation Preliminary as of June 30, 2020

Please Note: - Periods greater than one year are annualized - Since inception returns are calculated from the first full month - Returns are net of management fees and gross of consulting fees unless otherwise stated - Historical performance includes terminated managers - Performance and market values are subject to change based on statement availability from the investment manager/custodian - Policy Index (as of 6/1/2016): 60% MSCI AC World Index/ 15% Real Assets Composite Index/ 25% Fixed Income Composite Index - Policy Index (as of 12/1/2005): 8% MSCI World Index/ 36% Russell 3000 Index/ 19% MSCI EAFE Index/ 6% MSCI Emerging Markets Index/ 31% Blbg Barc US Aggregate Index Assumes 9/30/2015 targets weights provided by Old North to be static historically - Actual Index (as of 11/1/2015): Calculated using manager allocations and index returns (components have changed over time). Prior to 11/1/2015 Policy Index returns used - Real Assets Composite Index (as of 6/1/2016): Calculated using manager allocations and index returns (components have changed over time) - Fixed Income Composite Index (as of 6/1/2016): Calculated using manager allocations and index returns (components have changed over time) - Artisan returns unavailable prior to 1/1/2011 - Segment returns prior to 11/30/2015 provided by Old North Advisers - Vanguard Total World Stock Adm Fund: Prior to 3/14/2019 assets were invested in Investor share class - Bank Sweep / Premier Bank Sweep: Prior to 2/13/2019 assets invested in Schwab U.S. Treasury Money Fund.

SouthCoast Community Foundation - June 2020

213

Asset Allocation - Current As of June 30, 2020 Asset Allocation (%)

Lower (%)

Target (%)

Upper (%)

Difference (%)

Total Fund

100.0

0.0

Total Equity

59.9

50.0

60.0

70.0

-0.1

Total Real Assets

12.0

10.0

15.0

20.0

-3.0

Total Fixed Income

25.8

20.0

25.0

30.0

0.8

Total Liquid Capital

2.2

0.0

5.0

2.2

60.0%

Total Equity $17,903,215 59.9%

15.0%

Total Real Assets $3,597,413 12.0%

25.0%

Total Fixed Income $7,720,356 25.8%

0.0%

Total Liquid Capital $669,745 2.2%

0.0%

8.0%

16.0%

24.0%

32.0% Target Allocation

SouthCoast Community Foundation - June 2020

214

40.0% Actual Allocation

48.0%

56.0%

64.0%

72.0%

Asset Allocation â€“ Historical 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0%

Dec-11

Dec-12

Dec-13

Dec-14

Dec-15

Dec-16

Dec-17

Dec-18

Dec-19

Jun-20

Global Equity

Domestic Equity

Intl. Equity

Fixed Income

Real Assets

Liquid Capital

SouthCoast Community Foundation

June 2020

215

Stress Test Comparison ,ŝƐƚŽƌŝĐĂů ^ƚƌĞƐƐ dĞƐƚ COVID-19 Pandemic

Equity-Like

Equity Flexible Capital

Real Assets

Domestic Non-U.S. Developed Emerging Markets Global Private Equity Flexible Capital Natural Resources - Public Natural Resources - Private Commodities Real Estate - Public Real Estate - Private U.S. TIPS Core Bond

Bond-Like

Long Gov/Corp High Yield Municipal Bonds U.S. Treasuries Deflation/Dollar Hedge Global Bonds Cash Liquidity 70% S&P 500 Index / 30% Bloomberg Barclays Aggregate Index 70% MSCI All Country World / 30% BB Global Aggregate Index Credit

Deflation: Fall '08 to

Corporate Scandals

Tech Bubble Collapse

Russian Debt/

S&P Trough &

LTCM Collapse &

Subsequent 1 Yr Return

Feb-20 Mar-20 -20.8 -21.2 -19.9 -11.1 -38.8 -

Apr-20 Jun-20 22.0 16.1 18.1 9.0 31.3 -

Sep-08 Feb-09 -42.6 -45.5 -47.3 -19.3 -15.9 -48.3 -23.3

Mar-09 Feb-10 56.0 62.8 91.6 15.4 21.4 54.0 10.1

May-02 Jul-02 -15.6 -12.8 -16.0 -3.4 -4.7 -16.9 2.2

Aug-02 Jul-03 12.0 8.5 22.7 -2.6 11.6 6.6 8.4

Apr-00 Mar-01 -22.3 -26.9 -36.0 -12.3 -3.1 3.7 25.0

Apr-01 Mar-02 1.8 -6.1 14.7 -15.2 6.9 -1.4 7.5

Jul-98 Aug-98 -16.9 -13.3 -26.7 -9.4 -22.3 -

Sep-98 Aug-99 38.5 29.7 72.3 24.3 23.9 49.3 -11.0

-17.2 -29.0 -0.4 1.2

5.1 10.3 4.2 2.9

-44.0 -55.3 -30.6 -7.5 1.9

26.4 84.5 -23.6 12.2 9.3

-0.2 -2.7 0.6 4.7 3.0

19.3 13.8 7.1 8.3 5.4

13.3 10.8 13.9 13.7 12.5

-2.9 6.8 5.7 4.5 5.3

-12.0 -15.7 0.7 1.8

9.6 26.0 11.3 3.5 0.8

0.9 -12.7 -2.4 5.9 -2.3 0.3 -13.6 -15.0

6.2 10.2 2.7 0.9 2.4 0.0 15.1 14.4

-0.3 -22.4 0.1 6.8 -0.2 0.2 -30.7 -33.3

13.1 56.3 10.0 1.9 13.2 0.1 39.1 44.2

2.8 -11.9 3.0 5.8 10.3 0.4 -9.8 -7.9

8.8 27.0 3.6 4.7 14.2 1.3 9.6 10.6

13.0 2.5 10.9 14.0 -6.0 5.6 -12.4 -18.0

3.2 0.7 3.8 3.0 -0.5 2.8 2.1 -1.3

2.3 -5.0 1.8 3.5 3.1 0.8 -10.2 -9.0

-3.9 4.1 0.5 -0.5 5.1 4.2 27.0 24.3

Please note: Periods greater than one year are annualized. Periods reported using monthly return data.

1 2

Asset class benchmarks are as follows: Domestic - Russell 3000 Index, Non-U.S. Developed - MSCI AC World ex US Net, Emerging Markets - MSCI EM Net, Global Private Equity - All Private Equity Benchmark,

Flexible Capital - HFRI Fund Weighted, Natural Resources - Public - S&P North American NR, Natural Resources - Private - All Private E&NR Benchmark,

Commodities - Bloomberg Commodity Index, Real Estate -

Private - All Private Real Estate Benchmark, Real Estate - Public - FTSE EPRA/NAREIT Developed, U.S. TIPS - Bloomberg Barclays U.S. TIPS, Core Bond - Bloomberg Barclays Aggregate, Long Gov/Corp - Bloomberg Barclays U.S. Gov/Cred: Long, High Yield - Bloomberg Barclays High Yield, Municipal Bonds - Bloomberg Barclays Municipal Bond, U.S. Treasuries - Bloomberg Barclays U.S. Treasuries 5-10 Year, Global Bonds - JPM Non-U.S. Global Gov Bond, Cash - FTSE 1 Month T-Bill

June 2020

216

Schedule of Investable Assets Total Fund Since Inception Ended June 30, 2020 Beginning Market Value

Periods Ending

Net Cash Flow

Investment Performance

Ending Market Value

Jun-2016

$27,230,917

-$835,580

$485,044

$26,880,381

Jun-2017

$26,880,381

-$1,209,643

$3,052,481

$28,723,219

Jun-2018

$28,723,219

-$1,288,633

$1,991,586

$29,426,173

Jun-2019

$29,426,173

-$831,336

$832,139

$29,426,976

Jun-2020

$29,426,976

$214,236

$249,516

$29,890,728

$27,230,917

-$3,950,955

$6,610,766

$29,890,728

Market Value In Millions

$40.0

$30.0

$26.9

$28.7

$29.4

$29.9

6/18

6/19

6/20

$20.0

$10.0

$0.0 6/16

6/17

Total Fund

SouthCoast Community Foundation - June 2020

217

Liquidity Schedule as of June 30, 2020 As of June 30, 2020 Investments

Inception

Daily

Global Equity Vanguard Total World Stock Adm Fund

Feb-16

$1,970,106

Dodge & Cox Global Stock Fund

Sep-17

$1,922,542

GQG Partners Global Quality Eq Instl Fund

Dec-19

$1,587,732

Feb-16

$5,002,304

Pinnacle Small/Mid Cap Growth Account

Jan-06

$1,127,031

Champlain Mid Cap Instl Fund

Apr-20

$280,547

Vanguard Total Intl Stock Index Adm Fund

Feb-16

$2,021,154

Artisan International Value Adv Fund

Jan-11

$1,908,847

Domestic Equity Vanguard Total Stock Adm Fund

International Equity

Vanguard Emerging Markets Adm Fund

Feb-16

$857,988

T. Rowe Price Emerging Markets Stock I Fund

Mar-18

$1,224,964

Vanguard Total Bond Index Adm Fund

Feb-16

$1,777,777

Dodge & Cox Income Fund

Feb-06

$2,999,529

Vanguard Short Term Bond Adm Fund

Feb-06

$2,501,101

Vanguard Short Term Inv Grade Adm Fund

Sep-13

$441,948

Principal Global Real Estate Institutional Fund

Sep-19

$2,007,596

Vanguard Infl Prot Sec Adm Fund

Jun-16

$1,589,816

Fixed Income

Real Assets

Cash Bank Sweep / Premier Bank Sweep

Nov-05

Total ($)

$669,745 $29,890,728

Total (%)

100.0

Definitions: Semi-Liquid - Redemption can be processed within a period greater than 30 days; Liquidity details for semi-liquid investments can be found on the following Flexible Capital Detail Report Illiquid - Redemption cannot be processed (closed end partnership) Footnotes: Please note - Liquidity schedule based on managers' general redemption terms. Please contact your client service team for specific redemption information.

SouthCoast Community Foundation - June 2020

218

Fee Schedule As of June 30, 2020

Fee Schedule

Assets Market Value

Projected Annual Fee ($)

Projected Annual Fee (%)

Global Equity Vanguard Total World Stock Adm Fund

0.10% on assets managed

$1,970,106

$1,970

0.10%

Dodge & Cox Global Stock

0.62% on assets managed

$1,922,542

$11,920

0.62%

GQG Partners Global Quality Eq Instl Fund

0.75% on assets managed

$1,587,732

$11,908

0.75%

Vanguard Total Stock Inst Fund

0.03% on assets managed

$5,002,304

$1,501

0.03%

Pinnacle SMIDcap Growth Fund

1.00% on assets managed

$1,127,031

$11,270

1.00%

Champlain Mid Cap Instl Fund

1.12% on assets managed

$280,547

$3,142

1.12%

Domestic Equity

International Equity Vanguard Total Intl Stock Index Adm Fund

0.11% on assets managed

$2,021,154

$2,223

0.11%

Artisan International Value Adv Fund

1.05% on assets managed

$1,908,847

$20,043

1.05%

Vanguard Emerging Markets Adm Fund

0.14% on assets managed

$857,988

$1,201

0.14%

T. Rowe Price Emerging Markets Stock I Fund

1.07% on assets managed

$1,224,964

$13,107

1.07%

Total Fixed Income Vanguard Total Bond Index Adm Fund

0.05% on assets managed

$1,777,777

$889

0.05%

Dodge & Cox Income Fund

0.42% on assets managed

$2,999,529

$12,598

0.42%

Vanguard Short-Term Inv Grade Adm Fund

0.10% on assets managed

$441,948

$442

0.10%

Vanguard Short-Term Bond Index Adm Fund

0.07% on assets managed

$2,501,101

$1,751

0.07%

Principal Global Real Estate Institutional Fund

0.94% on assets managed

$2,007,596

$18,871

0.94%

Vanguard Infl Prot Sec Adm Fund

0.10% on assets managed

$1,589,816

$1,590

0.10%

0.55% on assets managed

$669,745

$3,684

0.55%

$29,890,728

$118,110

0.40%

$29,890,728

$75,000

0.25%

$29,890,728

$193,110

0.65%

Total Real Assets

Total Liquid Capital Bank Sweep / Premier Bank Sweep Total Investment Management Fees Prime Buchholz LLC

0.12% on assets $0-100M 0.06% on assets managed over $100M $75,000 minimum

Total Fees

SouthCoast Community Foundation

June 2020

219

0 Exposures and Characteristics

220

Equity As of June 30, 2020

Portfolio Characteristics

Country/Region Allocation %

Portfolio Wtd Avg Mkt Cap $B

Benchmark

Total Equity United States

MSCI AC World Index (Net)

51.5

55.5

197.4

243.2

Median Mkt Cap $B

1.3

9.5

Non-US Developed

29.6

34.2

Price/Earnings ratio

19.7

19.8

Emerging Markets

17.7

10.2

Forecast P/E

17.6

19.3

Frontier Markets

0.1

0.0

3.3

3.4

Cash

1.0

0.0

Historical EPS Growth - 5 Year (%)

10.4

10.2

Other

0.1

0.0

Forecast EPS Growth - Long-Term

12.1

11.9

100.0

1.2

1.5

Price/Book ratio

Debt to Equity Current Yield (%) Number of Stocks

2.0

2.2

11,766

2,988

1.0

Beta (5 Years, Monthly)

Total

Sector Weights %

Distribution of Market Capitalization 50.0

10.2 9.4

Communication Services

11.9 11.8

Consumer Discretionary 6.5

Consumer Staples 3.7 3.6

Energy

34.4 14.7 13.4

Financials

27.0 26.2

9.3 9.4

Industrials

21.2 20.7

Information Technology

20.6

20.0

16.4

4.0 4.6

Materials

2.6 2.9

Real Estate

2.1

Utilities Cash

30.0

12.8 12.9

Health Care

Other

41.0

40.0

8.1

10.0

8.6

3.2

4.4

0.1 0.0 1.0 0.0

0.0

10.6

5.6

4.1 0.3

0.0

5.0 Total Equity

SouthCoast Community Foundation - June 2020

10.0

15.0

20.0

25.0

>100 Bil

30.0

MSCI AC World Index (Net)

75 Bil 100 Bil Total Equity

221

25 Bil 75 Bil

15 Bil 25 Bil

2 Bil 15 Bil

02 Bil

MSCI AC World Index (Net)

1.0

0.0

Cash

Real Assets As of June 30, 2020

Principal Global Real Estate

FTSE EPRA/NAREIT Developed Index

Composition # of Holdings

339

% Top 15 Holdings

47.0

28.3

% Top 25 Holdings

61.6

38.8

Characteristics Wtd Avg Mkt Cap ($B)

18.8

14.5

Price/Book ratio

1.9

1.8

Historical EPS Growth - 5 Year

9.3

Forecast EPS Growth - Long-Term

4.5

3.7

Current Yield

3.4

3.9

GICS Industries (%) Diversified Real Estate Activities

13.4

6.8

Diversified REITs

6.7

8.4

Health Care Facilities

0.0

0.1

Health Care REITs

5.1

7.5

Hotel & Resort REITs

1.6

2.1

Hotels, Resorts & Cruise Lines

0.4

0.1

Industrial REITs

19.5

13.6

Office REITs

10.9

12.0

Other

0.0

0.1

Real Estate Development

0.3

1.5

Real Estate Operating Companies

8.7

11.3

Residential REITs Retail REITs Specialized REITs

17.2

13.3

5.0

13.5

11.4

9.7

Market Capitalization (%) Mega ($90.0B-Above)

2.1

0.0

Large ($20.0-90.0B)

26.0

25.8

Mid ($7.0-20.0B)

38.8

31.1

Small/Mid ($3.0-7.0B)

23.9

24.1

Small ($0.0-3.0B)

9.3

18.3

Other

0.0

0.6

SouthCoast Community Foundation - June 2020

222

Real Assets As of June 30, 2020

Country/Region Allocation (%) Principal Global Real Estate Canada United States

FTSE EPRA/NAREIT Developed Index

2.3

2.8

51.9

54.2

Hong Kong

11.3

6.0

Pacific ex Japan

16.7

13.0

Japan

11.3

11.5

Europe ex UK

11.9

13.6

5.5

4.7

United Kingdom Middle East Developed Markets EM Latin America Emerging Markets Total

SouthCoast Community Foundation - June 2020

0.0

0.2

99.7

100.0

0.3

0.0

0.3

0.0

100.0

223

Real Assets As of June 30, 2020

Vanguard Infl Prot Sec Fund

Blbg Barc U.S. TIPS

Portfolio Characteristics Yield

0.6

0.7

Average Maturity

8.5

8.2

Duration

7.9

7.7

Quality Breakdown 100.0

100.0

U.S. Govt/Agency

U.S. Treasury

0.0

Agency MBS

0.0

Non-U.S. Sov/Agency

0.0

AAA

0.0

BBB

0.0

BB and Below

0.0

NR/Other

0.0

Sector Breakdown U.S. Treasury

100.0

U.S. Government Related

0.0

Non-U.S. Sovereign/Agency

0.0

Investment Grade Corporate

0.0

Industrials

0.0

Utility

0.0

Financials

0.0

High Yield

0.0

Non-U.S. Dollar

0.0

Emerging Market Debt

0.0

MBS

0.0

MBS-Agency

0.0

MBS-NonAgency

0.0

CMBS

0.0

ABS

0.0

Municipals

0.0

Cash

0.0

Other

0.0

SouthCoast Community Foundation - June 2020

224

Real Assets As of June 30, 2020

- Vanguard TIPS Yield To Maturity is calculated by Vanguard by adding the trailing 12-month inflation adjustment to the real YTM of the fund. Duration represents Average Duration. Maturity is Average Effective Maturity. Statistics are as of March 31, 2020. - Bloomberg Barclays U.S. TIPS Duration represents Real Option Adjusted Duration.

SouthCoast Community Foundation - June 2020

225

Fixed Income As of June 30, 2020

Portfolio Characteristics Vanguard Total Bond Index Vanguard Short Term Bond Adm Fund Dodge & Cox Income Fund Adm Fund

Vanguard Short Term Inv Grade Adm Fund

Total Fixed Income

Blbg Barc U.S. Aggregate

Yield

1.6

2.9

1.0

2.9

2.0

1.3

Average Maturity

8.1

2.8

2.9

6.1

8.1

Duration

6.2

4.2

2.7

2.4

4.1

6.0

Total Fixed Income Credit Quality

NR/Other BB and Below BBB A AA AAA Non-U.S. Sov/Agency Agency MBS U.S. Govt/Agency U.S. Treasury 0.0

4.0

8.0

12.0

16.0

20.0

24.0

Total Fixed Income

SouthCoast Community Foundation - June 2020

226

28.0

32.0

Blbg Barc U.S. Aggregate

36.0

40.0

44.0

48.0

0 Market Environment

227

Market Environment // as of June 30, 2020 Equity •

Equity markets registered their strongest quarterly return in over a decade as the global economy began its recovery from the COVID-19 crisis.

•

A rebound in oil prices boosted global markets. U.S. crude rose 92%—its largest quarterly gain in 30 years. This occurred as relaxed lockdown measures lifted production and demand.

•

In the U.S., the S&P 500 posted its best quarterly return (+20.5%) since 1998, helped by an unprecedented stimulus response from the Fed and Congress.

•

Outperformance of growth versus value persisted on strength in FAANG stocks. The Russell 3000 Growth Index advanced 28.0% versus a 14.6% gain for the Russell 3000 Value Index. •

•

Fixed Income

IT (+30.5%) and consumer discretionary (+32.9%) were among the top-performing sectors. More defensive segments of the market such as staples (+8.1%) and utilities (+2.7%) posted more muted gains.

–

First-quarter gross domestic product (GDP) fell 5%. Secondquarter estimates call for a drop of 15–20%.

–

An extraordinary amount of fiscal and monetary policy support measures were enacted early in the quarter.

–

The Fed continues to support markets through various bond purchasing programs and credit lending facilities.

The Barclays Aggregate Index rose 2.9% during the quarter, led by a 9.0% gain in U.S. corporate debt.

•

The yield curve modestly steepened with a drop in yields from the 2year to 5-year parts of the curve and a rise at the 30-year part. Intermediate Treasuries rose 0.9% while long term gained 0.3%.

•

Credit spreads narrowed due to stimulus efforts, Fed support, and easing of shutdown restrictions.

Returns were strong across continental Europe (+17.7%), as the region emerged from a severe public health crisis. The U.K. (+7.8%) lagged on renewed Brexit concerns, while Hong Kong (+9.2%) autonomy was threatened by Chinese intervention.

–

•

Developed international markets enjoyed a strong recovery, up nearly 15% in U.S.-dollar (USD) terms. –

The National Bureau for Economic Research (NBER) announced in June that the economic expansion that began in June 2009 officially ended in February 2020.

–

Investment-grade (IG) spreads fell 122 bps and high-yield spreads declined 174 bps.

–

IG corporates rose 9.0% and high-yield increased 10.2%.

•

Securitized investments were mixed: agency MBS (+0.7), commercial MBS (+4.0%), ABS (+3.5%).

•

Emerging markets (EM) rose 18.1% USD driven primarily by continued momentum in recovery in China (15.3%), Korea (19.6%), and Taiwan (21.4%).

•

Global bonds rose 1.0% in local terms. However, currencies largely fell against the USD, causing unhedged USD returns to rise 2.0% with Japan being the only negative country.

•

Growth substantially led value outside the U.S.; the MSCI ACWI ex-U.S. Growth Index advanced 19.2% versus 13.0% for the Value Index.

•

EM debt rose 4.5% USD. Asia (+3.0%) lagged the Americas (+6.5%) and EMEA (+9.7%). Commodity-producing countries were strong.

primebuchholz.com 603.433.1143 228

Market Environment // as of June 30, 2020 Equity Market Valuations

Equity Market Returns (%) MTD

QTD

YTD

1 Yr

3 Yr

5 Yr

Current

1 Yr Ago

Trailing P/E

Forward P/E

Div. Yield (%)

Trailing P/E

Forward P/E

Div. Yield (%)

S&P 500 Index

21.5x

21.7x

1.94

18.8x

16.7x

1.96

Russell 1000 Index

21.4x

22.6x

1.88

18.8x

16.9x

1.92

Russell Midcap Index

17.9x

23.9x

1.86

19.1x

17.1x

1.76

Russell 2000 Index

15.3x

58.5x

1.89

17.0x

21.x

1.65

Russell 3000 Index

21.0x

23.3x

1.88

18.7x

17.1x

1.91

Russell 3000 Growth Index

31.9x

31.3x

1.05

22.8x

21.5x

1.22 2.59

10 Yr

S&P 500 Index

2.0

20.5

-3.1

7.4

10.7

13.9

70% S&P/30% Barclays Agg

1.6

15.2

-0.3

7.8

9.1

8.8

10.9

Russell 1000 Index

2.2

21.8

-2.8

7.4

10.6

10.4

13.9

Russell Midcap Index

1.8

24.6

-9.1

-2.2

5.8

6.7

12.3

Russell 2000 Index

3.5

25.4

-13.0

-6.6

2.0

4.3

10.5

Russell 3000 Index

2.3

22.0

-3.5

6.5

10.0

13.7

Russell 3000 Growth Index

4.3

28.0

9.0

21.8

18.2

15.2

16.9

Russell 3000 Value Index

-0.5

14.6

-16.7

-9.4

1.4

4.4

10.2

Russell 3000 Value Index

15.7x

18.4x

2.77

15.8x

14.1x

NASDAQ Composite Index

6.1

30.9

12.7

26.7

18.8

15.1

17.6

NASDAQ Composite Index

27.9x

33.0x

1.01

22.1x

22.7x

1.18

18.5x

19.4x

2.42

16.6x

15.1x

2.57

MSCI ACWI Index

3.2

19.2

-6.3

2.1

6.1

6.4

9.1

MSCI ACWI Index

70% ACWI/30% Global Agg

2.5

13.5

-3.5

2.7

5.4

5.6

7.2

MSCI ACWI ex-U.S. Index

15.4x

16.7x

3.12

14.4x

13.2x

3.36

MSCI ACWI ex-U.S. Index

4.5

16.1

-11.0

-4.8

1.1

2.3

5.0

MSCI EAFE Index

15.6x

17.8x

3.27

14.9x

13.6x

3.55

MSCI EAFE Index

3.4

14.9

-11.3

-5.1

0.8

2.0

5.7

MSCI EM Index

14.9x

14.5x

2.69

13.2x

12.3x

2.91

MSCI EAFE Value

3.6

12.4

-19.3

-14.4

-4.4

-1.6

3.5

MSCI Frontier Markets Index

10.0x

11.3x

4.83

11.7x

10.8x

4.23

MSCI EAFE Growth

3.2

16.9

-3.5

4.1

5.9

5.5

7.8

China - Shanghai Composite*

11.8x

10.9x

2.75

12.1x

10.8x

2.71

MSCI EAFE Small Cap

1.4

19.9

-13.1

-3.5

0.5

3.8

8.0

*Values in local currencies

MSCI EM Index

7.4

18.1

-9.8

-3.4

1.9

2.8

3.3

MSCI EM Value

5.3

13.8

-18.0

-15.6

-2.6

-0.8

0.7

MSCI EM Growth

9.4

22.1

-1.5

9.6

6.2

6.3

5.7

MSCI China (USD)

9.0

15.4

3.6

13.2

8.7

5.5

6.6

Domestic Equity Sector Returns (%)

Central Bank Activity (%)

Implied Market Volatility Indices (VIX)

Current 5/31/20 12/31/19 Fed Funds Rate

0.25

1.75

Broad Gen Collat. Rate

0.06

0.05

1.55

Sec. Overnight Fin Rate

0.08

0.06

1.55

MTD

QTD

YTD

1 Yr

3 Yr

5 Yr

10 Yr

BOJ Target Rate

-0.10

Consumer Discretionary

5.0

32.9

7.2

12.5

15.3

13.2

18.1

ECBl Bank Policy Rate

0.00

Consumer Staples

-0.3

8.1

-5.7

3.6

5.0

7.2

11.7

ECB Deposit Facility

-0.50

Energy

-1.3

30.5

-35.3

-35.9

-12.4

-9.1

0.2

0.75

Financials

-0.3

12.2

-23.6

-13.8

0.1

5.4

9.6

0.10 0.10 Inflation Forecast (%)

Healthcare

-2.4

13.6

-0.8

10.8

10.3

8.1

15.7

Industrials

2.0

17.0

-14.6

-9.0

1.9

6.7

11.7

Information Technology

7.1

30.5

15.0

35.6

26.8

23.3

20.4

Materials

2.2

26.0

-6.9

-1.1

3.9

5.4

9.8

Real Estate

1.5

13.2

-8.5

-2.0

6.3

8.0

11.7

Communications Services

-0.5

20.0

-0.3

11.0

8.6

7.1

10.5

Utilities

-4.7

2.7

-11.1

-2.1

6.4

10.1

11.3

S&P Sectors

Source: FactSet

BOE Official Bank Rate

Current 5/31/20 12/31/19 10-Yr TSY Yield

0.65

1.92

10-Yr TIPS Yield

-0.68

-0.50

0.15

Market Infl. Forecast

1.33 1.15 1.77 Current 5/31/20 12/31/19

Current 5/31/20 12/31/19 VIX Index

30.4

27.5

V2X Index (Eur.)

31.7

31.1

13.8 14.0

SKEW Index

148.3

131.7

139.5

Option-Adjusted Spreads Current 5/31/20 12/31/19 U.S. High Yield

626

637

336

U.S. Corporate

150

174

U.S. IG Financ.

139

174

Agency MBS

CMBS

179

213

ABS - Fixed

111

44 60

ABS - Floating

118

5-Yr TSY Yield

0.28

0.30

1.69

TED**

5-Yr TIPS Yield

-0.87

-0.53

0.01

Market Infl. Forecast

Emerging Mkts

1.15

0.83

1.68

393

430

287

**3-month U.S. LIBOR minus 3-month U.S. T-bills

primebuchholz.com 603.433.1143 229

Market Environment // as of June 30, 2020 Blbg Barc 1-3 Month T-Bill Blbg Barc UST (1-3) Blbg Barc Aggregate Blbg Barc Long TSY Blbg Barc U.S. TSY (5-10) Blbg Barc U.S. Govt/Credit: Long Blbg Barc High Yield Blbg Barc EM Local Crncy (Unhedged) Blbg Barc Global TSY (Unhedged) Blbg Barc Muni Bond Blend 1-10 Yr

FTSE EPRA/NAREIT Dev. EPRA/NAREIT US Index EPRA/NAREIT Europe Index EPRA/NAREIT UK Index EPRA/NAREIT Asia Index North American Nat. Res. MSCI AC/World Metals/Mining S&P Global Clean Energy Index S&P Global Infrastn Index FTSE Env. Opp. All Share S&P GSCI Index Bloomberg Commodity Index Alerian MLP Index Blbg Barc TIPS Index Blbg Barc US 0-5 Year TIPS Gold $/OZ. WTI Crude Oil $/bbl Brent Crude Oil $/bbl Natural Gas Henry Hub

Fund Weighted FI - Convertible Arb. Equity Hedge (L/S) Eq. Market Neutral Event Driven Macro/CTA Merger Arb. Relative Value Arb.

0.0 0.0 0.6 0.1 0.1 1.6 1.0 0.8 0.5 0.4

0.0 0.2 2.9 0.2 0.9 6.2 10.2 4.5 1.8 2.7

0.5 3.0 6.1 21.2 9.6 12.8 -3.8 -3.4 3.2 2.1

Real Asset Returns (%) MTD QTD YTD 2.7 10.3 -20.9 3.3 11.7 -20.7 2.0 8.9 -21.0 -0.4 4.2 -29.2 1.7 8.3 -20.3 0.9 31.3 -26.3 5.9 33.5 -6.6 5.3 30.3 7.0 -1.2 13.9 -19.4 3.8 23.3 -2.6 5.1 10.5 -36.3 2.3 5.1 -19.4 -7.9 50.2 -35.7 1.1 4.2 6.0 0.8 2.6 1.9 MTD QTD 1 Yr 3.2 13.2 27.2 10.7 91.7 -32.8 9.1 56.6 -36.3 3.5 2.9 -27.3

1 Yr

3 Yr

5 Yr

10 Yr

1.5 4.1 8.7 25.2 11.0 18.8 0.0 -0.1 3.7 3.8

1.7 2.7 5.3 12.0 6.0 10.3 3.3 2.4 3.7 3.3

1.1 1.9 4.3 9.2 4.5 8.9 4.8 2.7 3.5 3.0

0.6 1.3 3.8 7.7 4.1 7.8 6.7 2.9 2.3 3.1

1 Yr -15.3 -15.4 -7.7 -11.7 -19.0 -24.2 -3.5 19.3 -14.7 7.1 -33.7 -17.3 -41.2 8.2 3.4 3 Yr 13.1 -5.2 -5.4 -16.1

3 Yr -0.7 -1.0 -0.1 -3.9 -0.3 -8.0 7.7 16.1 -0.9 8.1 -8.7 -6.1 -16.7 5.0 2.7 5 Yr 8.9 -8.0 -8.3 -8.9

HFRI Index Returns (subject to one-day lag) MTD QTD FYTD 1 Yr* 3 Yr* 1.9 9.0 -0.6 -0.6 2.1 2.9 6.1 3.1 3.1 3.1 3.0 13.6 1.1 1.1 3.1 0.6 2.2 -0.4 -0.4 1.3 2.5 9.6 -5.0 -5.0 0.5 -0.5 0.5 0.4 0.4 1.3 0.9 5.0 -3.2 -3.2 1.3 1.8 6.5 -2.3 -2.3 1.6

5 Yr 2.2 3.1 1.9 -6.2 0.8 -6.4 6.4 4.5 2.6 9.0 -12.5 -7.7 -12.8 3.7 2.0 10 Yr 3.7 -6.3 -5.8 -9.1

5 Yr* 2.3 3.8 3.2 1.8 1.9 0.7 2.3 2.4

U.S. Treasury Yield Curve

3.5

Yield

Bond Market Returns (%) MTD QTD YTD

1.5

-0.5 0

12/31/2019

10 Yr 7.1 8.5 8.1 6.0 5.0 -0.7 -1.3 0.4 6.9 10.6 -8.5 -5.8 -1.4 3.5 1.5 Price 1793.0 39.3 41.3 1.8

Date

3-Mo T-Bill

12/31/2019 6/30/2020

0.01 0.16

U.S. Treasury Yields (%) 6-Mo 2-Yr 5-Yr T-Bill Note Note 0.11 0.18

0.26 0.15

Year

0.71 0.28

6/30/2020

10-Yr Note

30-Yr Note

U.S. TIPS Yields 5-Yr 10-Yr 30-Yr TIPS TIPS TIPS

1.76 0.65

2.87 1.41

0.01 -0.87

0.15 -0.68

0.58 -0.15

Currency Rates (% per U.S. Dollar) MTD

QTD

YTD

1 Yr

3 Yr

5 Yr

Spot Rate

USD Idx Spot (DXY)

-1.0

-1.7

1.0

1.3

0.6

0.4

97.4

Canadian Dollar

1.5

4.5

-4.8

-4.1

-1.6

-1.7

1.4

Japanese Yen

-0.1

0.1

0.7

-0.1

1.4

2.6

107.9

British Pound

-0.1

-0.4

-6.7

-2.9

-1.7

-4.7

0.8

Euro

1.0

2.4

0.1

-1.4

-0.5

0.2

0.9

NCREIF ODCE (as of 12/31/2019) Private Real Estate Private Energy & Nat. Resources (as of 12/31/2019) VC: Early Stage VC: Late/Expansion Stage VC: Multi - Stage Growth Equity Buyout: Small Cap Buyout: Mid Cap Buyout: Large Cap Buyout: Mega Cap

10 Yr* 3.7 4.5 4.6 2.5 3.9 1.3 2.9 4.4

Qtr 0.8

Private Capital 1 Yr 2 Yr 3.9 5.2

3 Yr 5.9

5 Yr 7.5

10 Yr 10.4

3.5

8.7

7.8

10.1

9.5

11.1

-2.3

-6.9

-3.5

0.3

0.2

3.8

5.6 6.4 6.6 5.1 4.6 3.8 6.6 6.5

18.6 21.8 17.4 18.2 10.2 14.6 15.8 18.6

19.4 22.1 15.9 16.2 7.7 11.4 11.6 13.1

17.5 18.6 15.0 17.1 11.3 14.2 16.2 16.9

13.5 12.6 11.7 13.6 10.0 11.5 13.1 14.2

16.1 14.4 13.6 13.9 13.1 11.8 13.8 15.0

NOTE: HFRI returns are based on monthly HFRI Index data. HFRX Indexes are used when HFRI data is not available. *As of most recent month-end data provided by HFRI. Source: FactSet

primebuchholz.com 603.433.1143 230

Disclosures Information provided by investment managers is confidential. By receiving such information you hereby agree not to disclose or make available such information to any other individual or entity. Periods greater than one year are annualized. Peer groups, performance, risk and equity analytics are provided by InvestmentMetrics, 2020. All rights reserved. Calculations are based on quarterly periods unless noted otherwise. For MSCI data: Copyright MSCI 2020. Unpublished. All Rights Reserved. This information may only be used for your internal use, may not be reproduced or redisseminated in any form and may not be used to create any financial instruments or products or any indices. This information is provided on an “as is” basis and the user of this information assumes the entire risk of any use it may make or permit to be made of this information. Neither MSCI, any of its affiliates or any other person involved in or related to compiling, computing or creating this information makes any express or implied warranties or representations with respect to such information or the results to be obtained by the use thereof, and MSCI, its affiliates and each such other person hereby expressly disclaim all warranties (including, without limitation, all warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to this information. Without limiting any of the foregoing, in no event shall MSCI, any of its affiliates or any other person involved in or related to compiling, computing or creating this information have any liability for any direct, indirect, special, incidental, punitive, consequential or any other damages (including, without limitation, lost profits) even if notified of, or if it might otherwise have anticipated, the possibility of such damages. Source: Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). BARCLAYS® is a trademark and service mark of Barclays Bank Plc (collectively with its affiliates, “Barclays”), used under license. Bloomberg or Bloomberg’s licensors, including Barclays, own all proprietary rights in the Bloomberg Barclays Indices. Neither Bloomberg nor Barclays approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith. MPT (Modern Portfolio Theory) statistics are based on monthly data. Quarterly observations are utilized only when monthly data points are not available. Examples include: beta/correlation/standard deviation calculations. Indices referenced in this report are unmanaged and cannot be invested in directly. Index returns do not reflect any investment management fees or transaction expenses. Index descriptions listed are representative and not all inclusive. This report is not an offer, nor does it invite anyone to make an offer, to buy or sell securities. Information obtained from third parties is believed to be reliable; however, accuracy of the data is not guaranteed and may not have been independently verified. Unless otherwise noted, content is current as of the date indicated and subject to change without notice. Commentary within includes the opinion of Prime Buchholz, is intended solely for our clients, and is not meant to provide tax or legal advice. Clients should consult a tax or legal professional for advice regarding their particular situation.

For modeling output: Prime Buchholz proprietary reporting is compiled utilizing analytics provided by InvestmentMetrics. Clients may, at times, invest in or request information regarding managers or products that are not Prime Buchholz-recommended. Due diligence and monitoring of managers or products that are not Prime Buchholzrecommended is less rigorous than the level of due diligence applied to recommended managers and products. Also, because these managers and products were not recommended by Prime Buchholz, they are not actively assessed relative to changes in Firm recommendations (i.e., watch list and/or sell recommendations). Reports provided to clients regarding managers or products that have not been recommended by Prime Buchholz are for informational purposes only and do not constitute our endorsement of the manager. Returns are provided by third-party sources and are net of investment management fees and gross of consulting fees unless otherwise stated. Performance may or may not reflect reinvestment of dividends and other earnings. Performance and market values are subject to change based on statement availability from the investment manager/custodian. The Prime Buchholz asset allocation model is a tool provided to clients to assist in the evaluation and development of long-term investment and spending policies for their investment programs. No asset allocation model can replicate the same experience for any given investor and clients’ results may differ materially from the results portrayed. Therefore, the Prime Buchholz asset allocation model results should be only used as a guide—rather than a specific investment program simulation—as a part of a broader discussion to establish the client’s policies. Prime Buchholz relies on the client to provide complete and accurate information regarding the client’s specific risk/return/spending profile for the model. The model’s factors are derived from historical asset class returns and data in combination with forward-looking estimates. These estimates cannot predict the impact of future market conditions that could have a significant negative impact on the reliability of the hypothetical performance presented. Prime Buchholz does not guarantee the accuracy of the data used. Model performance is based on assumptions about asset class investment returns and risk characteristics. It does not represent actual performance, nor does it reflect actual trading in a client portfolio or the management of a model portfolio on a current basis. Model results are based upon total return and reflect the reinvestment of dividends and distributions. They are also gross of management and consulting fees and other expenses an investor would pay, which would lower results. Hypothetical performance, as well as past performance, is not an indication of future results.

CS20206_071320

Second Quarter 2020 231

0 5HEDODQFH $QDO\VLV

232

Portfolio Rebalance • Reflected on the following page are recommended trades we believe will improve the positioning of the portfolio’s equity segment going forward. These transactions involve: • 7ULPPLQJ LQWHUQDWLRQDO HTXLW\ H[SRVXUH LQ IDYRU RI 8 6 HTXLW\ H[SRVXUH • Following the rebalance schedule is a snapshot of the equity segment’s exposures pre and post trades in addition to a look at how the segment was positioned one year ago in June 2019. These pages provide a look at the evolution of the portfolio over time. • Key takeaways include: • Increasing US equity exposure. • Increasing market cap exposure. • In addition, we’ve also included more detail on total portfolio and manager performance over time. Following the exposure pages are: • Total portfolio rolling returns since Prime Buchholz inception (Jan 2016). • Total portfolio attribution analysis. • Equity style map that compares the portfolio’s equity segment and managers to the MSCI ACWI Index. • Peer performance comparison of the portfolio's managers over time. • Rolling return charts for all active managers within the portfolio.

SouthCoast Community Foundation

June 2020

233

Portfolio Rebalance Current Investments (as of June 30, 2020)

Market Value 17,903,215 1,970,106 1,922,542 1,587,732 5,002,304 1,127,031

Target

Post Rebalance Recommended Market Value % of Total % of Total Market Value % of Total Activity 59.9% $ 17,934,437 60.0% $ $ 17,903,215 59.9% 6.6% $ $ 1,970,106 6.6% 6.4% $ $ 1,922,542 6.4% 5.3% $ $ 250,000 $ 1,837,732 6.1% 16.7% $ $ 5,002,304 16.7% 3.8% $ $ 1,127,031 3.8%

Public Equity Vanguard Total World Stock Adm Fund Dodge & Cox Global Stock Fund GQG Partners Global Quality Eq Instl Fund (GQRIX) Vanguard Total Stock Adm Fund Pinnacle Small/Mid Cap Growth Account

$ $ $ $ $ $

Champlain Mid Cap Instl Fund (CIPIX)

280,547

0.9%

500,000

780,547

2.6%

Artisan International Value Adv Fund Vanguard Total Intl Stock Index Adm Fund

$ $

1,908,847 2,021,154

6.4% 6.8%

$ $

(250,000) $ (250,000) $

1,658,847 1,771,154

5.5% 5.9%

(250,000) $

607,988

2.0%

1,224,964

4.1%

$ $

7,720,356 2,999,529

25.8% 10.0%

2,501,101

8.4%

Vanguard Emerging Markets Adm Fund

857,988

2.9%

T. Rowe Price Emerging Markets Stock I Fund

1,224,964

4.1%

Fixed Income Dodge & Cox Income Fund

$ $

7,720,356 2,999,529

25.8% 10.0%

$ $

Vanguard Short Term Bond Adm Fund

2,501,101

8.4%

Vanguard Short Term Inv Grade Adm Fund

441,948

1.5%

441,948

1.5%

Vanguard Total Bond Index Adm Fund

1,777,777

5.9%

1,777,777

5.9%

Real Assets Principal Global Real Estate Institutional Fund Vanguard Infl Prot Sec Adm Fund

$ $ $

3,597,413 2,007,596 1,589,816

12.0% 6.7% 5.3%

$ $ $

12.0% 6.7% 5.3%

Liquid Capital Bank Sweep / Premier Bank Sweep

$ $

669,745 669,745

2.2% 2.2%

$ $ $

Total Fund Inflow/Outflow Adjusted Total Fund

$ $ $

29,890,728 29,890,728

100.0%

7,472,682 -

4,483,609 -

$ 29,890,728

25.0%

15.0%

$ $ $

3,597,413 2,007,596 1,589,816

0.0% 0.0%

$ $

669,745 669,745

100.0%

29,890,728

2.2% 2.2% 100.0%

Please note: - Recommended Activity illustrates what transactions to consider in order to move your asset allocation in line with your Policy targets. Please consult your client service team before rebalancing. 6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

June 2020

234

Global Equity Analysis 6/30/2020 - Post 5HEDODQFH Market Capitalization (%) Global Equity Wtd Avg Mkt Cap ($B)

MSCI ACWI

199.9

243.2

19.3

3.7

3.4

Historical EPS Growth - 5 Year

10.8

10.2

Forecast EPS Growth - Long-Term

12.3

11.9

1.9

2.2

Forecast P/E Price/Book ratio

Current Yield (%)

47.9 40.3 30.2 32.1 15.9 15.2 6.3

5.4 3.1

0.8

1.9 0.8

Sector (%) 9.9 9.4

Communication…

11.6 11.8

Consumer… 6.6

Consumer Staples

Global Equity

8.1

3.5 3.6

Energy

14.3 13.4

Financials

Region (%)

55.0 55.5

13.4 12.9

Health Care

27.8

9.3 9.4

Industrials

MSCI ACWI

34.2 16.0

21.9 20.7

Information…

10.2

3.8 4.6

Materials

2.5 2.9

Real Estate Utilities

2.1

Cash/Other

1.9

3.2

Global Equity

MSCI ACWI

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

MSCI ACWI

June 2020

235

1.1

0.0

Global Equity Analysis 6/30/2020 Market Capitalization (%) Global Equity Wtd Avg Mkt Cap ($B)

197.4

243.2

17.6

19.3

Forecast P/E Price/Book ratio

3.3

3.4

Historical EPS Growth - 5 Year

10.4

10.2

Forecast EPS Growth - Long-Term

12.1

11.9

2.0

2.2

Current Yield (%)

47.9

MSCI ACWI

40.0 30.8 32.1 15.3 15.2 6.6

5.4 3.1

1.9 0.8

0.8

Sector (%) 10.2 9.4

Communication…

6.5

Consumer Staples

8.1

3.7 3.6

Energy

51.5

14.7 13.4

Financials

34.2 17.7

9.3 9.4

Industrials

MSCI ACWI

Region (%)

55.5 29.6

12.8 12.9

Health Care

10.2

21.2 20.7

Information…

1.0

4.0 4.6

Materials 2.6 2.9

Real Estate

2.1

Utilities Cash/Other

Global Equity

11.9 11.8

Consumer…

3.2 0

Global Equity

1.1

Global Equity

MSCI ACWI

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

June 2020

236

0.0

Global Equity Analysis 6/30/2019 Market Capitalization (%) Global Equity Wtd Avg Mkt Cap ($B)

101.5

154.9

14.6

15.5

2.7

2.9

Historical EPS Growth - 5 Year

11.6

13.1

Forecast EPS Growth - Long-Term

12.8

11.6

2.5

2.6

Forecast P/E Price/Book ratio

Current Yield (%)

44.6

MSCI ACWI

30.9

30.7

34.1

17.2 16.8 7.2

11.0 3.3

0.7

2.9

Sector (%) Communication…

8.7

9.8

Global Equity

10.7 10.8

Consumer… 6.9

Consumer Staples 4.8

Energy

8.3 5.9

Financials

16.9

46.6

19.7

Region (%) 32.0 34.8

10.4 11.4

Health Care

54.1

19.1

11.8 10.5

Industrials

MSCI ACWI

10.8

2.1

15.1 16

Information… 4.4 4.9

Materials 2.5 3.2

Real Estate Utilities

1.9

Cash/Other

2.0

3.3 0

Global Equity

MSCI ACWI

SouthCoast Community Foundation

June 2020

237

0.2

0.5

Comparative Performance & Rolling Return Total Fund vs. Policy Index Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20 Total Fund Policy Index Difference

1 Year

3 Years

4 Years

Since PB Inception

Year To Date

2019

2018

2017

2016

13.9

0.8

3.5

5.5

5.7

-5.1

19.2

-9.3

15.3

8.7

13.2

2.0

5.0

6.5

6.4

-3.8

20.0

-7.2

15.5

7.0

0.7

-1.2

-1.5

-1.0

-0.7

-1.3

-0.8

-2.1

-0.2

1.7

3.5

2.8

2.1

Active Return (%)

1.4

0.7

0.0

-0.7

-1.4

-2.1

-2.8 3/16

6/16

9/16

12/16

3/17

6/17

9/17

Rolling Active Return

Community Foundation of Southeastern Massachusetts

12/17

3/18

6/18

9/18

Rolling Tracking Error

238

12/18

3/19

Active Return

6/19

9/19

12/19

3/20

6/20

Total Fund Attribution Total Fund vs. Total Fund Attribution Hybrid 4 Years Ended June 30, 2020 Total Fund Performance

Total Value Added

Total Value Added: -1.0 %

-1.0 %

Total Fund Benchmark

6.5%

Total Fund

Manager Value Added

0.0%

3.0%

6.0%

9.0%

Total Real Assets

-0.2 %

-0.4 %

0.0%

1.3% 0.0%

0.9%

1.8%

0.0%

-0.2 %

-0.1 %

Average Active Weight

SouthCoast Community Foundation - June 2020

-0.3 %

0.0% 2.7%

0.0% 0.0%

0.1%

Asset Allocation Value Added

239

0.4%

Total Manager Value Added: -1.0 %

0.1%

-0.9 %

0.0%

-0.7 %

-1.2 %

-1.8 %

-0.8 %

0.0%

Total Liquid Capital -2.7 %

-1.2 %

Total Asset Allocation: 0.0%

0.1%

Total Fixed Income

0.0%

-1.6 %

Average Active Weight

Total Equity

-1.0 %

Other

5.5%

-3.0 %

0.0%

Asset Allocation

0.2%

-1.2 %

-0.9 %

-0.6 %

-0.3 %

Manager Value Added

0.0%

Returns Based Style Box

Large

Value

Core

Growth

MSCI ACWI

Small

Mid

Total Equity Composite

1/31/2016 - 6/30/2020

240

Returns Based Equity Fund Size and Geography Domestic

International Developed

Emerging Markets Core Value Growth

Large

GQG

Vanguard Total Stock

T. Rowe Price

Vanguard Total World Stock

Vanguard Total Intl. Stock

Vanguard EM

Champlain

Mid

Artisan Dodge & Cox

Small

Pinnacle

1/31/2016 - 6/30/2020

241

Peer Performance Comparison As of June 30, 2020 1 Year Return Vanguard Total World Stock Adm Fund FTSE Glbl All Cap Idx (Spliced) IM Global Multi-Cap Core Equity (MF) Median

3 Years Return

5 Years Return

10 Years Return

Year To Date Return

2019 Return

2018 Return

2017 Return

2016 Return

1.9 (36)

5.9 (26)

6.4 (24)

9.3

(41)

-6.5

(39)

26.8 (25)

-9.7 (45)

24.1 (47)

8.7 (22)

1.7 (39)

6.0 (25)

6.5 (19)

9.4

(34)

-6.8

(40)

26.9 (24)

-9.7 (45)

24.2 (42)

8.8 (20)

-0.4

4.2

5.0

9.1

23.7

6.0

-7.7

23.7

-10.0

Dodge & Cox Global Stock Fund

-8.4 (57)

-0.6 (57)

2.8 (38)

8.5

(15)

-17.0

(77)

23.8 (44)

-12.7 (60)

21.5 (44)

MSCI AC World Index (Net)

2.1 (9)

6.1 (2)

6.5 (2)

9.2

(5)

-6.3

(8)

26.6 (22)

-9.4 (30)

24.0 (19)

7.9 (52)

2.3

6.6

19.4

8.1

IM Global Value Equity (MF) Median

GQG Partners Global Quality Eq Instl Fund MSCI AC World Index (Net) IM Global Growth Equity (MF) Median

Vanguard Total Stock Adm Fund CRSP US Total Mkt Idx (Spliced) IM U.S. Multi-Cap Core Equity (MF) Median

Pinnacle Small/Mid Cap Growth Account Russell 2500 Growth Index IM U.S. SMID Cap Growth Equity (MF) Median

Champlain Mid Cap Instl Fund (CIPIX) Russell Midcap Index IM U.S. Mid Cap Core Equity (MF) Median

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

-7.2

-0.2

12.5 (36)

13.0 (27)

12.7 (14)

2.1 (89)

6.1 (85)

6.5 (78)

9.2

(77)

-11.3

3.5

(37)

24.8 (92)

-0.1 (5)

26.1 (63)

11.3 (1)

-6.3

(94)

26.6 (82)

-9.4 (68)

24.0 (83)

7.9 (4)

29.8

-7.0

28.0

2.7

10.4

6.5 (24)

10.0 (20)

10.0 (11)

13.7

(10)

-3.4

(29)

30.8 (27)

-5.2 (27)

21.2 (40)

12.7 (28)

6.5 (24)

10.0 (19)

10.0 (11)

13.7

(10)

-3.4

(29)

30.8 (26)

-5.2 (27)

21.2 (39)

12.7 (27)

28.2

-7.2

20.6

7.3

11.0

21.6

9.2

3.1

9.1

-13.6

17.1 (2)

7.4

0.8

11.8

-5.5

9.9

10.5 (48)

8.3 (82)

8.9 (62)

14.4

(43)

-4.4

(83)

39.9 (12)

-11.9 (89)

24.6 (62)

10.6 (36)

9.2 (53)

12.1 (56)

9.6 (53)

14.4

(42)

2.0

(57)

32.7 (36)

-7.5 (77)

24.5 (63)

9.7 (44)

9.9

13.4

10.1

30.8

-4.7

25.3

8.9

7.6 (7)

13.1 (3)

12.6 (3)

14.1

-2.2 (25)

5.8 (15)

6.8 (16)

-6.2

2.3

3.6

NA 12.3 9.5

242

4.3

1.8 (7)

-9.1 -12.4

(7)

26.6 (66)

3.8 (2)

19.5 (18)

18.7 (18)

(22)

30.5 (25)

-9.1 (20)

18.5 (27)

13.8 (55)

15.4

14.2

28.1

-11.5

Peer Performance Comparison As of June 30, 2020 1 Year Return Vanguard Total Intl Stock Index Adm Fund FTSE Glbl All Cap xUS Idx (Spliced) IM International Large Cap Equity (MF) Median

Artisan International Value Adv Fund MSCI EAFE (Net) IM International Value Equity (MF) Median

Vanguard Emerging Markets Adm Fund FTSE EM All Cap China A Incl Idx (Spliced) IM Emerging Markets Equity (MF) Median

T. Rowe Price Emerging Markets Stock I Fund MSCI EM (Net) IM Emerging Markets Equity (MF) Median

Vanguard Total Bond Index Adm Fund Blbg Barc US Agg Float Adj Idx (Spliced) IM U.S. Broad Market Core Fixed Income (MF) Median

Dodge & Cox Income Fund Blbg Barc U.S. Aggregate IM U.S. Broad Market Core Fixed Income (MF) Median

Vanguard Short Term Bond Adm Fund Vanguard Short Term Spliced Benchmark IM U.S. Short Term Investment Grade (MF) Median

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

3 Years Return

5 Years Return

10 Years Return

Year To Date Return

2019 Return

2018 Return

2017 Return

2016 Return

-4.1 (67)

1.1 (62)

2.4 (48)

5.3

(57)

-10.6

(67)

21.5 (76)

-14.4 (40)

27.5 (46)

4.7 (7)

-4.4 (69)

1.1 (62)

2.4 (48)

5.2

(60)

-11.1

(71)

21.8 (75)

-14.6 (41)

27.4 (46)

4.7 (7)

-0.7

2.1

2.3

5.4

25.9

-15.2

26.8

0.1

-8.0

-7.9 (19)

-1.0 (9)

1.9 (1)

8.0

(1)

-15.1

(30)

24.1 (4)

-15.5 (21)

24.0 (39)

5.7 (31)

-5.1 (7)

0.8 (2)

2.1 (1)

5.7

(4)

-11.3

(8)

22.0 (7)

-13.8 (9)

25.0 (26)

1.0 (75)

17.6

-17.3

22.9

2.8

-11.1

-4.0

-1.5

3.5

-17.2

-2.9 (50)

2.1 (42)

2.2 (58)

3.1

(52)

-9.5

(52)

20.3 (50)

-14.6 (30)

31.4 (71)

11.7 (27)

-3.2 (51)

2.0 (43)

2.0 (61)

3.1

(52)

-9.8

(55)

20.4 (49)

-14.8 (34)

31.1 (72)

11.8 (26)

-3.0

1.2

2.6

3.2

20.1

-16.4

35.4

-9.4

8.4

-1.1 (38)

4.6 (20)

5.7 (14)

5.0

(21)

-9.5

(51)

26.7 (17)

-16.0 (46)

43.0 (12)

12.1 (23)

-3.4 (53)

1.9 (44)

2.9 (46)

3.3

(49)

-9.8

(55)

18.4 (62)

-14.6 (31)

37.3 (42)

11.2 (30)

-3.0

1.2

2.6

3.2

20.1

-16.4

35.4

-9.4

8.4

9.0 (22)

5.3 (24)

4.7 (10)

3.8

(50)

6.3

(24)

8.7 (54)

0.0 (20)

3.6 (53)

2.6 (63)

8.9 (23)

5.4 (19)

4.4 (23)

3.9

(47)

6.3

(26)

8.9 (48)

-0.1 (21)

3.6 (49)

2.8 (55)

8.1

4.9

4.1

3.8

8.8

-0.6

3.6

2.9

5.6

8.3 (41)

5.4 (22)

4.7 (10)

4.5

(9)

5.2

(61)

9.7 (19)

-0.3 (33)

4.4 (16)

5.6 (2)

8.7 (28)

5.3 (24)

4.3 (30)

3.8

(51)

6.1

(32)

8.7 (53)

0.0 (18)

3.5 (54)

2.6 (61)

8.1

4.9

4.1

3.8

3.6

2.9

5.6

8.8

-0.6

5.4 (2)

3.4 (2)

2.6 (12)

2.1

(27)

4.1

(2)

4.9 (23)

1.4 (43)

1.2 (73)

1.5 (61)

5.4 (2)

3.5 (1)

2.6 (10)

2.2

(23)

4.0

(3)

5.0 (18)

1.4 (41)

1.3 (67)

1.6 (56)

2.5

2.4

1.9

1.8

4.1

1.2

1.5

1.7

243

1.2

Peer Performance Comparison As of June 30, 2020 1 Year Return Vanguard Short Term Inv Grade Adm Fund Blbg Barc U.S. Credit 1-5 Year Index IM U.S. Short Term Investment Grade (MF) Median

Principal Global Real Estate Institutional Fund FTSE EPRA/NAREIT Developed Index IM Global Real Estate (MF) Median

3 Years Return

5 Years Return

10 Years Return

Year To Date Return

2018 Return

2017 Return

2016 Return

5.0 (4)

3.5 (1)

3.0 (4)

2.8

(6)

3.3

(6)

5.8 (6)

1.0 (69)

2.1 (22)

2.8 (17)

5.4 (2)

3.9 (1)

3.2 (3)

3.1

(3)

3.4

(5)

6.6 (2)

1.1 (61)

2.3 (17)

2.6 (20)

2.5

2.4

1.9

1.8

4.1

1.2

1.5

1.7

1.2

-11.6 (47)

2.3 (26)

3.5 (32)

9.0

(4)

-17.1

(42)

24.5 (40)

-3.3 (1)

14.7 (12)

0.4 (81)

-15.5 (79)

-0.7 (67)

2.2 (55)

7.2

(36)

-20.9

(81)

23.1 (59)

-4.7 (32)

11.4 (50)

5.0 (21)

2.4

6.7

23.8

-5.5

11.4

2.9

-11.8

0.2

-17.7

Please Note: -Standard Deviation, Beta and Correlation are relative to the primary benchmark for the strategy -Manager and benchmark universe rankings are listed in parenthesis next to manager and benchmark returns -Peer Universe rankings range from 1 to 100. The highest (or most favorable) percentile rank is 1 and the lowest (or least favorable) percentile rank is 100. -IM Median returns for mutual fund (MF) universes reported net of fees. -IM Median returns for separate account (SA) and commingled fund (CF) universes reported gross of fees. -GQG Global: Returns prior to Apr-2019 reflect composite returns.

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

2019 Return

244

Comparative Performance & Rolling Return Dodge & Cox Global Stock Fund vs. MSCI AC World Index (Net) Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

Dodge & Cox Global Stock Fund

20.3

-8.4

-0.6

2.8

6.0

8.5

-17.0

23.8

-12.7

21.5

17.1

-8.0

MSCI AC World Index (Net)

19.2

2.1

6.1

6.5

7.8

9.2

-6.3

26.6

-9.4

24.0

7.9

-2.4

1.1

-10.5

-6.7

-3.7

-1.8

-0.7

-10.7

-2.8

-3.3

-2.5

9.2

-5.6

Difference 20.0

16.0

12.0

Active Return (%)

8.0

4.0

0.0

-4.0

-8.0

-12.0

-16.0 9/08

3/09

9/09

3/10

9/10

3/11

9/11

3/12

9/12

3/13

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

9/13

3/14

9/14

3/15

Rolling Tracking Error

245

9/15

3/16

9/16

Active Return

3/17

9/17

3/18

9/18

3/19

9/19

6/20

Comparative Performance & Rolling Return GQG Partners Global Quality Eq Instl Fund vs. MSCI AC World Index (Net) Rolling 12 Quarters as of June 30, 2020

GQG Partners Global Quality Eq Instl Fund MSCI AC World Index (Net) Difference

QTR Ended Jun-20

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

19.5

12.5

13.0

12.7

3.5

24.8

-0.1

26.1

11.3

3.8

19.2

2.1

6.1

6.5

7.8

9.2

-6.3

26.6

-9.4

24.0

7.9

-2.4

0.3

10.4

6.9

6.2

9.8

-1.8

9.3

2.1

3.4

6.2

10.0

8.0

Active Return (%)

6.0

4.0

2.0

0.0

-2.0

-4.0 12/14

3/15

6/15

9/15

12/15

3/16

6/16

9/16

12/16

Rolling Active Return

-GQG Global: Returns prior to Apr-2019 reflect composite returns.

3/17

6/17

9/17

12/17

Rolling Tracking Error

246

3/18

6/18

9/18

12/18

Active Return

3/19

6/19

9/19

12/19

3/20

6/20

Comparative Performance & Rolling Return Pinnacle Small/Mid Cap Growth Account vs. Russell 2500 Growth Index Rolling 12 Quarters as of June 30, 2020

Pinnacle Small/Mid Cap Growth Account

QTR Ended Jun-20

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

30.8

10.5

8.3

8.9

11.4

14.4

-4.4

39.9

-11.9

24.6

10.6

-0.7

Russell 2500 Growth Index

32.9

9.2

12.1

9.6

12.1

14.4

2.0

32.7

-7.5

24.5

9.7

-0.2

Difference

-2.1

1.3

-3.8

-0.7

0.0

-6.4

7.2

-4.4

0.1

0.9

-0.5

12/18

9/19

6/20

12.0

9.0

Active Return (%)

6.0

3.0

0.0

-3.0

-6.0

-9.0 3/06

12/06

9/07

6/08

3/09

12/09

9/10

6/11

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

3/12

12/12

9/13

6/14

Rolling Tracking Error

247

3/15

12/15

Active Return

9/16

6/17

3/18

Comparative Performance & Rolling Return Champlain Mid Cap Instl Fund vs. Russell Midcap Index Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20 Champlain Mid Cap Instl Fund Russell Midcap Index Difference

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

26.4

7.6

13.1

12.6

13.7

1.8

26.6

3.8

19.5

18.7

1.4

24.6

-2.2

5.8

6.8

9.4

12.3

-9.1

30.5

-9.1

18.5

13.8

-2.4

1.8

9.8

7.3

5.8

4.3

10.9

-3.9

12.9

1.0

4.9

3.8

12.0

10.0

8.0

Active Return (%)

6.0

4.0

2.0

0.0

-2.0

-4.0

-6.0 6/11

12/11

6/12

12/12

6/13

12/13

6/14

12/14

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

6/15

12/15

6/16

Rolling Tracking Error

248

12/16

6/17

12/17

Active Return

6/18

12/18

6/19

12/19

6/20

Comparative Performance & Rolling Return Artisan International Value Adv Fund vs. MSCI EAFE (Net) Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20 Artisan International Value Adv Fund MSCI EAFE (Net) Difference

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

17.0

-7.9

-1.0

1.9

4.6

8.0

-15.1

24.1

-15.5

24.0

5.7

-1.6

14.9

-5.1

0.8

2.1

3.9

5.7

-11.3

22.0

-13.8

25.0

1.0

-0.8

2.1

-2.8

-1.8

-0.2

0.7

2.3

-3.8

2.1

-1.7

-1.0

4.7

-0.8

6/19

6/20

20.0

16.0

Active Return (%)

12.0

8.0

4.0

0.0

-4.0

-8.0

-12.0 12/02

9/03

6/04

3/05

12/05

9/06

6/07

3/08

12/08

9/09

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

6/10

3/11

12/11

9/12

Rolling Tracking Error

249

6/13

3/14

12/14

Active Return

9/15

6/16

3/17

12/17

9/18

Comparative Performance & Rolling Return T. Rowe Price Emerging Markets Stock I Fund vs. MSCI EM (Net) Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20 T. Rowe Price Emerging Markets Stock I Fund MSCI EM (Net) Difference

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

18.2

-1.1

4.6

5.7

5.5

5.0

-9.5

26.7

-16.0

43.0

12.1

-11.5

18.1

-3.4

1.9

2.9

3.2

3.3

-9.8

18.4

-14.6

37.3

11.2

-14.9

0.1

2.3

2.7

2.8

2.3

1.7

0.3

8.3

-1.4

5.7

0.9

3.4

12/17

3/19

30.0

25.0

20.0

Active Return (%)

15.0

10.0

5.0

0.0

-5.0

-10.0

-15.0 6/95

9/96

12/97

3/99

6/00

9/01

12/02

3/04

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

6/05

9/06

12/07

3/09

Rolling Tracking Error

250

6/10

9/11

12/12

Active Return

3/14

6/15

9/16

6/20

Comparative Performance & Rolling Return Dodge & Cox Income Fund vs. Blbg Barc U.S. Aggregate Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015 -0.6

Dodge & Cox Income Fund

6.0

8.3

5.4

4.7

4.5

5.2

9.7

-0.3

4.4

5.6

Blbg Barc U.S. Aggregate

2.9

8.7

5.3

4.3

4.0

3.8

6.1

8.7

0.0

3.5

2.6

0.5

Difference

3.1

-0.4

0.1

0.4

0.5

0.7

-0.9

1.0

-0.3

0.9

3.0

-1.1

8.0

6.0

Active Return (%)

4.0

2.0

0.0

-2.0

-4.0

-6.0 3/93

6/94

9/95

12/96

3/98

6/99

9/00

12/01

3/03

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

6/04

9/05

12/06

3/08

Rolling Tracking Error

251

6/09

9/10

12/11

Active Return

3/13

6/14

9/15

12/16

3/18

6/19

6/20

Comparative Performance & Rolling Return Principal Global Real Estate Institutional Fund vs. FTSE EPRA/NAREIT Developed Index Rolling 12 Quarters as of June 30, 2020

QTR Ended Jun-20 Principal Global Real Estate Institutional Fund FTSE EPRA/NAREIT Developed Index Difference

1 Year

3 Years

5 Years

7 Years

10 Years

Year To Date

2019

2018

2017

2016

2015

11.5

-11.6

2.3

3.5

4.9

9.0

-17.1

24.5

-3.3

14.7

0.4

1.5

10.3

-15.5

-0.7

2.2

3.6

7.2

-20.9

23.1

-4.7

11.4

5.0

0.1

1.2

3.9

3.0

1.3

1.8

3.8

1.4

3.3

-4.6

1.4

10.0

8.0

6.0

Active Return (%)

4.0

2.0

0.0

-2.0

-4.0

-6.0

-8.0 3/08

9/08

3/09

9/09

3/10

9/10

3/11

9/11

3/12

9/12

Rolling Active Return

6RXWK&RDVW &RPPXQLW\ )RXQGDWLRQ

3/13

9/13

3/14

9/14

3/15

Rolling Tracking Error

252

9/15

3/16

9/16

Active Return

3/17

9/17

3/18

9/18

3/19

9/19

6/20

Investment Portfolio Review Prepared for:

Presented by:

Community Foundation - Henry Crapo Fund

Mark J. Gendreau, CFPÂ® FVP - Investment Officer & Director of Research

July 16th, 2020

253

Agenda

▪

Economic Summary

▪

Fixed Income Market Summary

▪

Equity Market Summary

▪

Performance

▪

Portfolio Positioning

254

U.S. Gross Domestic Product

• First quarter 2020 GDP declined by -5.0%, a meaningful fall off that includes only a partial month of data from the pandemic-related shutdown. The pullback was second only to the -8.4% decline in the fourth quarter of 2008. • The longest economic expansion has ended abruptly and a recession (two consecutive quarters of negative GDP) is a certainty now with a wide array of projections pointing to a markedly worse reading of negative growth for the second quarter. Q2 GDP is expected to be the worst on record with average estimates calling for a decline of -30%. • Federal Reserve’s Current GDP forecast:

255

2020

-6.5%

2021

5.0%

Long Run

1.8%

Global Economy

• The IMF’s June 2020 Global GDP estimate was revised to -4.9%, down from April’s initial estimate of -3.0%, attributable to a more negative COVID-19 impact than first anticipated. • Most economists are forecasting a sharp decline, followed by a considerable rebound.

• Overall, emerging/developing economies are expected to fair better than developed. • U.S. is expected to fair better than Eurozone. 256

U.S. Economy

Employment

Unemployment went from 50-year lows of 3.5% to historic high of 14% in only two monthâ€™s time but has declined to 11.1% in the most recent report.

Consumption

Retail Sales jumped in the latest reading but remain below pre-pandemic levels.

Manufacturing

As expected, business closures and employee furloughs have led to a dramatic fall off in factory production.

Housing

Housing data has pulled back, but not as dramatically in a historical context.

Inflation

Plummeting oil prices and declining demand have been dis-inflationary. 257

▪

Unemployment went from a 50-year low, to an all-time high of over 14% in only a few months but has begun to decline as the U.S. continues to reopen.

▪

Employment data has been encouraging, exceeding most data estimates over the past few months, as both new and continuing claims have continued to decline, but obviously still a long way from recovery.

▪

The unemployment level is difficult to measure but appears to have peaked at 35 million in April and is 258 likely between 20-25 million at this time.

â€˘ â€˘

â€˘

U.S. manufacturing production rebounded significantly in June, after 3 consecutive months of contraction. New orders, production, and supplier delivery inputs were strong, while inventories and employment inputs remained in contraction. 13 of the 18 manufacturing industries reported growth for the month. Overall, respondents to the index have seen demand improve and believe that the worst is behind us, but it is still too early to be sure at this point. 259

• •

•

U.S. services sector rebounds sharply after 2 consecutive months of sharp declines. New orders, inventories and prices were all areas of strength, while employment was the lone detractor to the index. 14 of the 18 non-manufacturing industries reported growth in the month. Similar to the manufacturing survey, respondents have seen a considerable uptick in activity, but are cautiously optimistic for a continued economic expansion. 260

• Existing home sales fell for a third consecutive month, declining by 9.7% in May to a seasonally adjusted rate of 3.9 million units. • Overall, sales have declined almost 27% from a year ago and reflect contract signings in March and April, which is likely the cyclical low point. • Sales should rebound sharply in the coming months, as pending home sales surged a record 44.3% in May, a positive sign for the American consumer and aided by the Federal Reserve’s unprecedented policies to keep rates low and liquidity available. 261

Fixed Income Market Summary

• Fed Funds Rate: 0-0.25%, while 10-Year is only 0.63%. • 2-10 spread: 49bps, much steeper than pre-market collapse. • Credit spreads that surged at the onset of the pandemic have compressed significantly, attributable to the Federal Reserve’s unprecedented actions of buying corporate bonds. • Federal Reserve Policy will remain “highly accommodative” and to last for many years. The Fed balance sheet has reached a remarkable $7 trillion. • Overall, absolute yields across all bond types (agency, corporate, municipal) are near historical lows and likely to remain at these levels for a while but are a necessity in a portfolio to dampen volatility and generate a stable income stream (albeit a low yield in historical terms).

262

Equity Market Summary

â€˘ It is still early to project forward valuations as 4/5 S&P 500 companies have provided no guidance for calendar year 2020. â€˘ 2Q20 EPS is forecast to decline -44%.

263

Manager Performance Review Community Foundation of Southeastern MA - H. Crapo Fund Report Period: Period Ending 6/30/2020 Index Return 50.3% : US Equity S&P 500

15.4% : International Equity MSCI EAFE

32.2% : US Fixed Income BBG BARC Govt./Credit

2.1% : Cash/Money Market Lipper Money Mkt.

Total Gross Return Total Net Return Blended IPS Benchmark Return

IPS Target Allocation S&P 500 MSCI EAFE Barclays Int. Govt/Credit Lipper Money Market

Last 1 Month 2.00% 2.00% 7.70% 3.40% 0.90% 0.60% 0.00% 0.00%

Last 3 Months 20.00% 20.50% 28.10% 15.10% 6.50% 2.80% 0.10% 0.10%

Year to Date -5.70% -3.10% 3.60% -11.10% 2.30% 5.30% 0.40% 0.40%

Last 12 Months 3.00% 7.50% 13.30% -4.70% 5.30% 7.10% 1.00% 1.30%

Last 3 Years 6.60% 10.70% 9.50% 1.30% 4.20% 4.40% 1.00% 1.50%

Last 5 Years 7.70% 10.70% 7.90% 2.50% 3.60% 3.50% 0.70% 1.00%

Since Inception 7/1/2014 7.40% 10.20% 5.50% 1.50% 3.10% 3.20% 0.60% 0.80%

2.40% 2.40% 1.69%

15.90% 15.70% 13.58%

-1.60% -1.80% -1.25%

5.10% 4.70% 5.72%

6.30% 5.80% 7.24%

6.50% 6.10% 7.09%

6.00% 5.50% 6.60%

52% 13% 34% 1% 100%

264

3.84

Fund of Funds Report

Community Foundation-H. Crapo Fund End.

265

Table of Contents Sl.No. Report

Page No.

1. Account Profile

2. Equity Holdings - ETFs and Mutual Funds

3. Fixed Income Holdings - ETFs and Mutual Funds

4. Portfolio Holdings

266

Account Profile Filtered By : Community Foundation-H. Crapo Fund End.; Excluded Cash Amount are not Included; Processing Date : 07/16/2020 Prices As Of : 06/30/2020

As Of : 06/30/2020

Administrative Information

Investment Profile

Account Title :

Community Foundation-H. Crapo Fund End. 50037500

Investment Officer :

Mark J. Gendreau

Investment Authority :

Sole Authority

Administrator :

Carol A. Simmons

Investment Objective :

Best of Breed- Growth & Income

Capacity :

Agent

Inception Date :

05/28/2014

Account Number :

Cash Equivalents Fixed Income Equity Preferred Real Estate Total:

2.06% 27.53% 62.92% 4.70% 2.80% 100.00%

Liabilities Excluded From Summary

Asset Class Cash Equivalents Fixed Income Equity Preferred Real Estate Total Portfolio

Total Cost

Market Value

75,950.59

Income

Yield(%)

MV(%)

151.90

0.20

2.06

995,306.76

1,016,115.81

30,001.77

2.95

27.53

1,868,071.70

2,322,717.66

37,632.04

1.62

62.92

184,960.79

173,558.50

9,783.99

5.64

4.70

95,945.39

103,266.95

4,086.23

3.96

2.80

3,220,235.23

3,691,609.51

81,655.92

2.21

100.00

Due to rounding, percentage may not equal 100.

267

E:\Program Files\Fi-Tek\TrustPortal\CUSB\FI-TEK\TrustPortal\WebSites\ tsroot\TrustSolution\images\PIA logo website phone.jpg

Equity Holdings - ETFs and Mutual Funds As Of Date : 06/30/2020

Processing Date : 07/16/2020

Price Date : 06/30/2020

Account Name : Community Foundation-H. Crapo Fund End.

Account No : 50037500 Investment Objective : Best of Breed- Growth & Income

Cusip/Ticker

Description

Price

Quantity

Cost

Market Value

Gain/Loss

Income

Yield (%)

TMV Asset (%) Class%

Equity NFFFX

American Funds New World Cl F-2

68.17

1,137.421

65,788.72

77,537.99

11,749.27

1,071.45

1.38

3.34

AEPFX

EuroPacific Growth Fund - Class F2

52.77

3,771.228

182,673.39

199,007.70

16,334.31

2,675.31

1.34

8.57

GSLC

Goldman Sachs Active Beta ETF

62.60

8,870

499,693.23

555,262.00

55,568.77

9,506.42

1.71

23.91

SPYG

MFC SPDR Series Trust S&P 500 Growth - ETF

44.92

15,550

407,918.49

698,506.00

290,587.51

8,750.70

1.25

30.07

PSSIX

Principal Fds Smallcap S & P 600 Index Fund

20.37

1,933.677

44,647.11

39,389.00

-5,258.11

588.03

1.49

1.70

RPMGX

T. Rowe Price MID-CAP Growth Fund

93.58

848.431

66,742.78

79,396.17

12,653.39

169.69

0.21

3.42

VWILX

Vanguard International Growth Adm

115.51

2,535.493

186,892.87

292,874.80

105,981.93

3,393.00

1.16

12.61

MGV

Vanguard Mega Cap Value ETF

73.22

5,200

413,715.11

380,744.00

-32,971.11

11,477.44

3.01

16.39

1,868,071.70

2,322,717.66

454,645.96

37,632.04

1.62

100.01

1,868,071.70

2,322,717.66

454,645.96

37,632.04

1.62

100.01

Total Equity Total Portfolio

Principal Cash

0.00

Income Cash

0.00

Due to rounding, percentage may not equal 100.

268

E:\Program Files\Fi-Tek\TrustPortal\CUSB\FI-TEK\TrustPortal\WebSites\ tsroot\TrustSolution\images\PIA logo website phone.jpg

Fixed Income Holdings - ETFs and Mutual Funds As Of Date : 06/30/2020

Processing Date : 07/16/2020

Price Date : 06/30/2020

Account Name : Community Foundation-H. Crapo Fund End.

Account No : 50037500 Investment Objective : Best of Breed- Growth & Income

Cusip/Ticker

Description

Price

Quantity

Cost

Market Value

Gain/Loss

Income

Yield (%)

14.53

19,508.744

272,395.70

283,462.05

11,066.35

7,842.52

2.77

TMV Asset (%) Class%

Fixed Income DODIX

Dodge & Cox Income Fund

27.90

LLDYX

Lord Abbett Inv Tr Short Duration Inc Fd Cl I

4.14

51,507.037

226,955.83

213,239.13

-13,716.70

7,639.42

3.58

20.99

MRBIX

MFS Total Return Bond Fund Cl I

11.39

31,373.842

337,855.10

357,348.06

19,492.96

10,119.95

2.83

35.17

VFSUX

Vanguard Short-Term Invmt Grade Admiral

10.94

14,814.129

158,100.13

162,066.57

3,966.44

4,399.89

2.71

15.95

995,306.76

1,016,115.81

20,809.05

30,001.77

2.95

100.01

995,306.76

1,016,115.81

20,809.05

30,001.77

2.95

100.01

Total Fixed Income Total Portfolio

Principal Cash

0.00

Income Cash

0.00

Due to rounding, percentage may not equal 100.

269

Portfolio Holdings

E:\Program Files\Fi-Tek\TrustPortal\CUSB\FI-TEK\TrustPortal\WebSites\ tsroot\TrustSolution\images\PIA logo website phone.jpg

As Of Date : 06/30/2020

Processing Date : 07/16/2020

Price Date : 06/30/2020

Account Name : Community Foundation-H. Crapo Fund End.

Account No : 50037500 Investment Objective : Best of Breed- Growth & Income

Cusip/Ticker

Description

Price

Quantity

Cost

Market Value

Gain/Loss

Income

Yield (%)

TMV Asset (%) Class%

1.00

75,950.59

0.00

151.90

0.20

2.06

100.00

75,950.59

0.00

151.90

0.20

2.06

100.00

19,508.744

272,395.70

283,462.05

11,066.35

7,842.52

2.77

7.68

Cash Equivalents QQQXX

Trust Access Account

Total Cash Equivalents

Fixed Income DODIX

Dodge & Cox Income Fund

14.53

LLDYX

Lord Abbett Inv Tr Short Duration Inc Fd Cl I

4.14

51,507.037

226,955.83

213,239.13

-13,716.70

7,639.42

3.58

5.78

MRBIX

MFS Total Return Bond Fund Cl I

11.39

31,373.842

337,855.10

357,348.06

19,492.96

10,119.95

2.83

9.68

VFSUX

Vanguard Short-Term Invmt Grade Admiral

10.94

14,814.129

158,100.13

162,066.57

3,966.44

4,399.89

2.71

4.39

995,306.76

1,016,115.81

20,809.05

30,001.77

2.95

27.53

Total Fixed Income

Equity NFFFX

American Funds New World Cl F-2

68.17

1,137.421

65,788.72

77,537.99

11,749.27

1,071.45

1.38

2.10

AEPFX

EuroPacific Growth Fund - Class F2

52.77

3,771.228

182,673.39

199,007.70

16,334.31

2,675.31

1.34

5.39

GSLC

Goldman Sachs Active Beta ETF

62.60

8,870

499,693.23

555,262.00

55,568.77

9,506.42

1.71

15.04

SPYG

MFC SPDR Series Trust S&P 500 Growth - ETF

44.92

15,550

407,918.49

698,506.00

290,587.51

8,750.70

1.25

18.92

PSSIX

Principal Fds Smallcap S & P 600 Index Fund

20.37

1,933.677

44,647.11

39,389.00

-5,258.11

588.03

1.49

1.07

RPMGX

T. Rowe Price MID-CAP Growth Fund

93.58

848.431

66,742.78

79,396.17

12,653.39

169.69

0.21

2.15

VWILX

Vanguard International Growth Adm

115.51

2,535.493

186,892.87

292,874.80

105,981.93

3,393.00

1.16

7.93

MGV

Vanguard Mega Cap Value ETF

73.22

5,200

413,715.11

380,744.00

-32,971.11

11,477.44

3.01

10.31

1,868,071.70

2,322,717.66

454,645.96

37,632.04

1.62

62.91

Total Equity

Preferred PGX

Invesco II Pfd-ETF

14.12

6,140

91,196.11

86,696.80

-4,499.31

4,714.91

5.44

2.35

PFXF

MFC Vaneck Vectors ETF Trust

18.21

4,770

93,764.68

86,861.70

-6,902.98

5,069.08

5.84

2.35

184,960.79

173,558.50

-11,402.29

9,783.99

5.64

4.70

95,945.39

103,266.95

7,321.56

4,086.23

3.96

2.80

95,945.39

103,266.95

7,321.56

4,086.23

3.96

2.80

3,220,235.23

3,691,609.51

471,374.28

81,655.92

2.21

100.00

Total Preferred

Real Estate VNQ

Vanguard Real Estate-ETF

78.53

1,315

Total Real Estate Total Portfolio

Principal Cash

0.00

Income Cash

0.00

Trade Cash

0.00

Due to rounding, percentage may not equal 100.

270

Section 11 Fee Policy and Schedules

271

Fee Policy and Schedules Effective November 1, 2017 Each fund held by the Foundation is subject to the following fees: Administrative Fee: the administration fee is set by the Board Director and supports The Foundationâ€™s work in managing the fund. The fee includes: financial management, grant making series, annual tax reporting and filing, and other costs associated with fund administration. Fees are charged periodically. Donor Advised, Committee Advised, Agency and Designated Permanent Funds 1% of the Market Value of the Fund Minimum Annual Fee of $250 Minimum Balance of $10,000 Minimum Grant of $100

Agency Endowment Funds .500% of Market Value of Fund Minimum Balance of $10,000 Pass-Through Funds (Held in Money Market) 3% of Initial Gift and Subsequent Donations Minimum Annual Fee of $500 Minimum Grant of $1,000

Scholarship Funds 1.5% of the market value of the fund Minimum Annual Fee of $250 Minimum Balance* of $25,000 Minimum Scholarship of $1,000

Fiscal Sponsorships 10% of Revenue Minimum Annual Fee of $5,000

Discretionary and Field of Interest Funds 1.5% of the market value of the fund Minimum Annual Fee of $250 Minimum Balance of $10,000

*Scholarship Funds Minimum Balance: Donors may take up to 24 months to reach the minimum balance during which time no scholarships will be made. Funds That Fundraise: There will be no fees for fundraising events/activities for which the net proceeds are given to the Foundation as one contribution to the Fund. When the Foundation is

272

responsible for handling income and expenses, managing and acknowledging individual sponsorships and donations, etc. the funds will be charged, in addition to the standard administrative fee, any fees on credit cards or similar charges, as well as a one-time charge based on the gross income from such an event, as listed: • • • • •

$0 to $50,000 will be charged $500 $50,001 to $100,000 = $1,000 $100,001 to $150,000 = $1,250 $150,001 to $200,000 = $1,500 On up in $250 increments

Note: The Foundation reserves the right to charge a fund for extraordinary legal or administrative expenses associated with the creation or maintenance of the fund. Furthermore, the President of the Foundation reserves the right to negotiate fees with donors in extraordinary circumstances. Investment Management Expense: Each fund is subject to a fee for custody of assets and investment management. These fees are based on the market value of the funds under management and assessed periodically based on each charitable fund daily market value during the month. Fund investment performance is reported net of fees.

273