STATEMENT OF PURPOSE OF THE WALTER A. and CHARLOTTE SOULE FOUNDATION

A Supporting Organization Walter A. Soule founded a family legacy. Walter was a charitable-minded businessman who gave of himself and his money to various charitable causes. He also founded a family business. Following his untimely death in 1987, members of the family took over the business and continued its operation. The business prospered and in 1998, the business merged with other companies and the new stock went public. As a result of the stock merger, members of the Soule family received unanticipated wealth in varying amounts.

The family members used a portion of the cash received from the merger for a charitable purpose. Most created a 20-year charitable remainder trust. One member contributed directly to the Walter A. and Charlotte Soule Family Foundation, which is a supporting organization.

The supporting organization has listed a number of charities, which it intends to support over the years. Several members of the Soule Family have personal involvement with afflictions that they would like to assist. Two wives of family members suffer from diabetes. The siblings of another wife of a member suffer from muscular dystrophy. Other family members, for various reasons, desire to support other charitable organizations. As a result of this desire to share some of this wealth to benefit their fellow man, the supporting organization was formed.

The Walter A. and Charlotte Soule Family foundation is organized exclusively to nurture and sustain family unity and the charitable purposes that the charitable legacy of Walter and Charlotte Soule has encouraged and supported. The focus will be in communities where family members live, giving support to health and human services, medical research, animal welfare, education and the arts.

The organization is governed by a board of directors, the majority of whom are non­disqualified persons. It is anticipated that the supported organizations, on a rotating basis, will nominate individuals to serve on the board of directors. Family members function as members of the organization. While the members have no voice in governing the organization, they will take an active role in soliciting grants, investigating grants, making recommendations to the board on potential charitable contributions, and taking follow-up actions to assure the funds contributed are used for the purposes indicated. The family hopes that by family involvement in the organization, it will induce family members to continue their philanthropic endeavors and to get future family members involved in charitable causes.

It is expected that the organization will contribute on an annual basis at least five percent (5%) of its net assets value. It is further anticipated that the organization will continue to grow through additional contributions from family members and also by being the remainder beneficiary on some or all of the various CRTs created by the family members. After a period of time, the organization, through its contributions, will be able to make an impact on those organizations it has agreed to support.

Gift Acceptance Policy for the Soule Family Foundation

Policy Statement

The Soule Family Foundation strongly encourages the solicitation and acceptance of gifts which enable it to fulfill its purposes. This policy is designed to provide guidance to the Soule Family Foundation so as to facilitate the gift giving process. The Soule Family Foundation does not intend to stifle philanthropic creativity, and the intent of this policy is to provide prospective donors with the greatest freedom possible in formulating their gifts within governing programmatic, policy and legal parameters. Gifts may be accepted from individuals, corporations, and foundations. Gifts may be obtained, however, only for purposes consistent with the mission of the Soule Family Foundation. The Soule Family Foundation is unable to accept gifts that are restrictive in purpose. Gifts accepted by the Soule Family Foundation must not inhibit it from accepting gifts from other donors. Finally, gifts must be designed and administered in a manner consistent with legal requirements. The Soule Family Foundation cannot accept gifts which involve unlawful discrimination based upon race, religion, gender, sexual orientation, age, national origin, color, disability, or any other basis prohibited by federal, state, and local laws.

Routine gifts are accepted and administered through the Soule Family Foundation’s Finance Committee reporting to the full Board of Directors. The Board of Directors will have final authority as to acceptance of any gifts. Proposed gifts that may expose the Soule Family Foundation to adverse publicity, require undue expenditures, or involve the Soule Family Foundation in unexpected responsibilities because of their source, conditions, or purposes will be referred for review to the Gift Acceptance Committee, whose members are appointed by the President. This committee will be established as necessary to oversee the acceptance and disposition of unusual gifts made to the Soule Family Foundation.

Additional Guidelines

Various methods of gift giving can provide flexibility, security, and tax savings to donors. Donors should note that in certain cases, such as gifts of real estate or tangible personal property, the Soule Family Foundation will generally look to the donor to bear any expenses incurred in receiving or maintaining gifts.

While the Soule Family Foundation strives to maintain a high level of familiarity with current tax laws and policies, its representatives are not able to give legal advice to donors. The information that those officers provide, and the information provided in this policy, are presented for discussion purposes only and should not be considered or used as legal advice. Donors and prospective donors should always confer with their own legal counsel or tax advisors for opinions about the tax or other legal consequences of specific situations.

Certain categories of donations are not acceptable as charitable gifts to the Soule Family Foundation. Gifts made with the condition that the proceeds will be spent for the personal benefit of a named individual or individuals are generally not deductible as charitable contributions. The Soule Family Foundation will view with caution gifts that are inappropriately targeted toward the benefit of particular individuals.

Listed below are examples of some common gift-giving vehicles: Outright Gifts are those placed at the immediate disposal of the Soule Family Foundation and in which the donor retains no interest. The most frequent method used is a personal check, payable to the Soule Family Foundation and mailed or delivered to the Office of Soule Family Foundation. The Soule Family Foundation also welcomes cash, gifts by credit card, matching gifts, gifts by payroll deductions, gifts of securities, tangible personal property, real estate, and other assets.

Gifts of closely held securities will be evaluated by the Gift Acceptance Committee and their recommendation will be forwarded to the Board of Directors. The Soule Family Foundation will not, as a condition of receiving such securities as a gift, enter into any agreement that legally obliges the Soule Family Foundation to sell or otherwise dispose of the securities.

Gifts of real property are accepted with the understanding that the Soule Family Foundation will ordinarily make its best effort to sell the property immediately. The Soule Family Foundation cannot guarantee that it will sell the property at the donor’s appraised value. The Soule Family Foundation will expect the donor to bear the expense of any necessary appraisal or environmental audit. The Soule Family Foundation will not itself appraise or assign a value to real property for the donor’s valuation purposes, nor will the Soule Family Foundation, as a condition of receiving a gift of real estate, enter into any agreement that legally obliges the Soule Family Foundation to sell the real estate.

Planned or Deferred Gifts involve a current commitment by a donor to provide future funds to the Soule Family Foundation. These types of gifts generally will provide some combination of income, capital gain, gift, or estate tax benefit. Acceptable methods of creating deferred gifts to the Soule Family Foundation include will bequests, remainder interests in personal residences or farms, gifts of life insurance, charitable gift annuities, pooled income funds, charitable remainder unitrusts, charitable remainder annuity trusts, and charitable lead trusts. The Gift Acceptance Committee can provide detailed information about the minimum dollar amounts, interest rates, and other details associated with the acceptance of planned or deferred gifts.

Use of Legal Counsel

The Soule Family Foundation shall seek the advice of legal counsel in matters relating to acceptance of gifts when appropriate. This will normally include gifts of:

Closely held stock transfer that is subject to restrictions or buy-sell agreements.

Transactions with potential conflict of interest that may invoke IRS sanctions.

Other instances in which the use of counsel is deemed appropriate by the Gift Acceptance Committee.

Gift Acceptance Committee

The Gift Acceptance Committee shall consist of three members appointed by the President of the Board of Directors, and shall include at least one member of the Finance Committee.

Real Estate

Prior to acceptance of real estate, the Foundation shall require an initial environmental review of the property to ensure that the property has no environmental damage. Environmental inspection forms are attached as an appendix to this document. In the event that the initial inspection reveals a potential problem, the Foundation shall retain a qualified inspection firm to conduct an environmental audit. The cost of the environmental audit shall be at the expense of the donor.

Budgeting for Gift Acceptance

The annual budget will contain provide contingency funds for gift acceptance legal expenses.

Acknowledgement of Gifts

The Chairman of the Finance Committee will be responsible for properly acknowledging gifts as quickly as possible after they are received.

Appendix:

Environmental Considerations Checklists

Environmental Site Inspection Checklist – Download the PDF