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					                        PLANNED GIVING

               POLICIES AND PROCEDURES MANUAL

                             FOR THE

               WOMEN’S FOUNDATION OF MINNESOTA

                155 FIFTH AVENUE SOUTH, SUITE 900

                    MINNEAPOLIS, MN 55401




                        Barbara Zimmerman
                         Senior Gift Planner




July 1, 2003
                            PLANNED GIFTS COMMITTEE
                                           2003
                         Chair, Legacy Circle for Women and Girls

                                 Carol Hayden, Co-Chair
                                  Kris Maritz, Co-Chair


                                        Members

Board of Trustees                               Investment Committee

Sally Anaya-Boyer                               Margaret Adams
Karen Diver                                     Stefanie Adams
Nancy Gruver                                    Kristi Borchert
Duchess Harris                                  Joan Calott
Blanche Hawkins, Chair                          Jennifer Fogg
Mary Ellen Hennen                               Betsy Ingalls
Roseanne Hope                                   Teresa Richardson
Qamar Ibrahim                                   Sue Slocum
Sharon James Wade                               Sharon James Wade
Anne Lewis
Jan Malcolm
Louansee Moua                                   Finance Committee
Nancy Slaughter                                 Jane Lalonde Shea
Terry Williams                                  Jane Treston
                                                Joann Townsend
Staff                                           Mary Ellen Hennen
                                                Maureen Wilson
President                                       Sally Anaya-Boyer
Jane Ransom                                     Sue Bateman

Vice President
Lee Roper-Batker

Controller
Kathy Shockency

Senior Gift Planner
Barbara Zimmerman




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                                         TABLE OF CONTENTS
                                                                                                                    Page

INTRODUCTION AND EXECUTIVE OVERVIEW ......................................5

METHODS OF PLANNED GIVING .................................................................7

A. Gifts from Donor's Estate ...................................................................................7
        Bequests ......................................................................................................7
        Suggested Language for Bequest ................................................................7
            General Bequest .....................................................................................7
            Specific Bequest ....................................................................................7
            Residuary Estate ....................................................................................8
            Endowment Bequest ..............................................................................8
            Addition to Endowment Fund ...............................................................8
            Codicil....................................................................................................9
        The Testamentary Trust ..............................................................................9
        Living Trust with "Pourover" Will .............................................................9
B. Split Interest Gifts .............................................................................................9
        The Charitable Remainder Unitrust ..........................................................10
        The Charitable Remainder Annuity Trust.................................................10
        The Charitable Gift Annuity .....................................................................10
        The Pooled Income Fund ..........................................................................11
        The Charitable Lead Trust ........................................................................12
C. Other Forms of Planned Giving .......................................................................12
        The Insurance Gift ....................................................................................12
        Life Estate in Personal Residence .............................................................13

GUIDELINES ON PLANNED AND DEFERRED GIFTS............................ 14

Acceptance and Approval of Planned and Deferred Gifts ................................... 14

Gift Types ............................................................................................................ 15
       Bequests ................................................................................................... 15
       Charitable Trusts ...................................................................................... 15
       The Annuity Trust .................................................................................... 15
       The Unitrust ............................................................................................. 16
       The Gift Annuity...................................................................................... 16




                                                            3
                                      TABLE OF CONTENTS (Continued)

                                                                                                                         Page

                           Procedure for Administration ........................................................18
                           Application (One and two-life) .....................................................20
                           Agreement (Sample one-life) ........................................................21
                    The Pooled Income Trust Fund ................................................................22
                    Life Estates in Personal Residence or Farm .............................................22

GUIDELINES OF THE PLANNED GIVING ADVISORY COMMITTEE ............23

GUIDELINES ON POLICIES ON GIFTS OF REAL PROPERTY .........................24
     Property inquiry form ..........................................................................................28
     Field checklist for hazardous waste ......................................................................31
     Budget analysis         ..........................................................................................32
     Specimen acknowledgement letter........................................................................34
     Guidelines on gifts of personal property ...............................................................35
     Property not accepted at this time .........................................................................35

EXCEPTION TO POLICIES                                       ...................................................................36




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                    INTRODUCTION AND EXECUTIVE OVERVIEW

MISSION OF THE PLANNED GIVING PROGRAM: The mission of the planned giving
program of the Women’s Foundation of Minnesota (WFM) is to increase the assets of the WFM
for the following reasons:

      To insure that the needs of women and girls are being met as defined in the mission of the
       WFM;
      To expand the grant making of the WFM;
      To support a financially stable and viable Foundation.

DEFINITION: Planned giving is the integration of personal, financial and estate planning
concepts with a donor’s wishes to make a deferred gift. Deferred giving is defined as a gift
established during the donor’s lifetime for which the principal of the gift does not accrue to the
WFM until a future date, often after the donor’s death. Such gifts include:

                A Gift by Will
                A Gift by Insurance
                A Life Estate in Personal Residence or Farm
                A Charitable Remainder Unitrust or Annuity Trust
                A Charitable Lead Trust
                A Pooled Income Fund
                A Gift Annuity
                A Gift from an Employee Benefit Plan (pension, profit sharing, IRA, 401(k)
                 plan, etc.)

AUTHORIZATION: The Board of Trustees of the Women’s Foundation of Minnesota
authorizes its president to conduct the planned giving program. The president gives leadership in
advocating the program and in developing prospects. The president delegates responsibility for
the program to the vice president. Implementation of the program is the responsibility of the
senior gift planner, reporting to the vice president. Foundation planned giving staff will
encourage donors to select their trustee from known reputable trust departments. The Foundation
will not serve as a cotrustee for revocable or irrevocable trusts unless the donor has made
substantial (as determined by the Board of Trustees) irrevocable current or deferred gifts to the
Foundation, and only after the Foundation’s legal counsel has reviewed the trust documents. Gift
annuities will be invested and managed by Wells Fargo Charitable Management Group in part,
because a majority of the endowment fund is held at Wells Fargo at this point in time. Annual
review of trusts and gift annuities is the responsibility of the investment committee. The WFM
will not establish a pooled income fund at this time. The finance committee does not have a
formal role at this time, however, it is expected that individual members will offer their expertise
as needed.




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PURPOSE: Planned giving provides opportunities for donors who support the Foundation’s
charitable purpose to contribute deferred gifts to meet their personal philanthropic objectives. In
this way, the assets of the Foundation will continue to grow, assuring that future generations of
women and girls will be served as described in the mission statement of the WFM.

LEGACY CIRCLE FOR WOMEN AND GIRLS: Membership in the Legacy Circle for Women
and Girls is open to all individuals who have made an estate provision for the WFM, or a planned
or deferred gift, regardless of the amount. Membership is offered to all those who have:

        Provided for the WFM in a will or living trust;
        Established an income-producing gift for which the WFM is a beneficiary (such as a
         charitable trust or a charitable gift annuity);
        Designated the WFM as a beneficiary of a retirement plan;
        Arranged for the WFM to have a remainder interest in a personal residence or farm;
        Made a gift of a life insurance policy to the WFM;
        Made other estate provisions benefiting the WFM.

PLANNED GIVING PROCESS: The Women’s Foundation of Minnesota planned giving
program is donor-centered and designed to be of service to the prospective donor. The staff is to
assist with the following planning functions:
       Assist donor in exploring philanthropic goals and options in relation to the donor’s
          personal and family needs;
       Provide documentation of gifts received and any goods or services provided in
          exchange for such gifts, in compliance with Internal Revenue Service requirements;
       Assist donors in their efforts to consult with competent legal and financial advisors to
          insure donor’s compliance with current income, gift and estate tax laws.

CONFIDENTIALITY: Unless permitted by the donor, all Foundation employees shall keep
information about names, amounts and types of gifts, size of estate, etc., strictly confidential.

CONFLICT OF INTEREST: In all matters involving donors or prospective donors, the interest
of the donor shall come before that of the Foundation. No program, trust agreement, contract or
commitment shall be urged upon the donor that would benefit the Foundation at the expense of
the donor’s interests.

AVOIDANCE OF PRESSURE TECHNIQUES: It shall be the policy of the Foundation to
exercise extreme caution against the use of any high-pressure sales techniques when dealing with
donors. The work of the Foundation employees shall be to inform, guide, serve or otherwise
assist the donor in carrying out her/his wishes, but never to pressure or unduly persuade. The
Foundation shall be generally guided by the “Standards of Practice for the Charitable Gift
Planner” approved by the National Committee on Planned Giving.



                                                  6
COMPENSATION: Foundation staff is paid a salary, not a commission. The Foundation will,
under no circumstance, pay a “finder’s fee” to anyone who encourages a third party to make a
planned gift.

USE OF LEGAL COUNSEL: The Foundation shall seek the advice of legal counsel in all
matters pertaining to planned gifts and shall execute no agreement, contract, trust or other legal
document without the advice of legal counsel. Further, all donors shall be advised to seek the
counsel of their attorney in any and all aspects of their proposed gift whether by bequest, trust
agreement, contract or other. Donors will be advised to consult their attorney or accountant on
matters related to the tax benefits or liabilities of the gift.

                             METHODS OF PLANNED GIVING

A variety of planned gifts make it possible for donors to choose the best-planned gift suited to
their philanthropic purposes and personal circumstances. The principal methods to be suggested
and marketed by the WFM (with opportunities for modification and combination) will make it
possible for nearly every friend of the WFM to make a planned gift. Following are brief
descriptions of gift types that will play a part in the growth of the WFM’s planned giving
program. Specific guidelines for the administration of these gifts can be found in the guidelines
section of this document.

Each gift type may result in income tax, estate tax, and/or gift tax deductions. However, not all
gifts or estates are subject to tax, and thus not all gift methods will be appropriate for every
donor. Generally, a person’s estate will not be subject to the federal estate tax unless it exceeds
the current $1 million estate tax exemption, and a person’s lifetime gifts (in excess of the
$11,000 per donee per year “annual exclusion”) will not be subject to the federal gift tax unless
they exceed the current $1 million gift tax exemption. While the estate tax exemption is
scheduled to increase to $1.5 million in 2004 and $3.5 million by 2009, the gift tax exemption is
to remain at $1 million.


A.     GIFTS FROM THE DONOR'S ESTATE

       1.      The Bequest

       Cash, securities, real estate or property of any description may be bequeathed to the WFM
       by a clause in the donor's will or by a codicil added to the will. The donor using this
       method retains full control and use of the property during her/his lifetime and may alter or
       revoke the bequest at any time.

       At the time of the donor's death, the bequest qualifies as a charitable deduction for estate
       tax purposes. The bequest does not, however, provide any tax advantages during the
       donor’s lifetime. Nor does it provide an assured income for donors or their beneficiaries,
       as other plans, such as split interest trusts or charitable gift annuities, do.


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The following are recommended examples that may be used to make a gift to the WFM
through a will. Donors are advised to contact their attorneys for legal advice regarding
the language of such gifts.


                                General Bequest

I give $          to the Women’s Foundation of Minnesota, a not-for-profit organization
incorporated in the State of Minnesota and having its principal office at 155 Fifth Avenue
South, Minneapolis, Minnesota, 55401, for its general tax-exempt purposes, but without
other restriction as to use.

                               Specific Devise or Bequest

I give all interests that I own at my death in (describe the specific property) to the
Women’s Foundation of Minnesota, a not-for-profit organization incorporated in the
State of Minnesota and having its principal office at 155 Fifth Avenue South,
Minneapolis, Minnesota, 55401, for its general tax-exempt purposes, but without other
restriction as to use.

                                     Residuary Gift

I give the residue of my estate (consisting of all property owned by me at my death or
acquired by my estate and not effectively disposed of by the other provisions of this will)
to the Women’s Foundation of Minnesota, a not-for-profit organization incorporated in
the State of Minnesota and having its principal office at 155 Fifth Avenue South,
Minneapolis, Minnesota, 55401, for its general tax-exempt purposes, but without other
restriction as to use.

                                  Endowment

I give [all interests that I own at my death in [describe the specific property] [$  ]
to the Women’s Foundation of Minnesota, a not-for-profit organization incorporated in
the State of Minnesota and having its principal office at 155 Fifth Avenue South,
Minneapolis, Minnesota, 55401, to establish an endowment fund (to be known as the
    Fund), the principal of which shall be invested and the annual income from which
shall be used for the benefit of the Women’s Foundation of Minnesota.

                        Addition to Endowment Fund

I give to the Women’s Foundation of Minnesota, a not-for-profit organization
incorporated in the State of Minnesota and having its principal office at 155 Fifth Avenue
South, Minneapolis, Minnesota, 55401, $            [or otherwise describe the gift] and
direct that this gift be added to the _______ Fund of the Women’s Foundation of
Minnesota. [Where the gift takes this form, only the income may be used].




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                                          Codicil

     I, _____________, a resident of _________ County, [Minnesota], declare this to be the
     [First] Codicil to my Will dated _______________. I now amend my Will by inserting a
     new Paragraph ___, which shall read as follows: [insert gift clause in same form as if it
     had been included in the Will]. *** Except as expressly cancelled, revoked, added to or
     otherwise amended by this codicil, I now ratify, republish and redeclare my Will dated
     _______________.

     It is strongly recommended that an estate planning attorney be employed to prepare the
     will or codicil and to supervise its execution in order to comply with all the requirements
     of the law of the state in which the maker of the will resides, as well as the provisions of
     the Internal Revenue Code governing the deduction of charitable gifts and bequests. It is
     also wise to give the WFM considerable latitude in the use of any fund so that a change of
     circumstances may not impair the usefulness of the gift. The appropriate planned giving
     staff of the WFM will be glad upon request to review the phrasing of any proposed form
     of bequest, subject to the donor’s attorney's approval.

     2.     The Testamentary Trust

            A will may provide for the establishment of one or more wholly charitable trusts
            or split interest trusts to become effective at the donor’s death. Such trusts are
            managed in accordance with terms set forth in the will. While the trust gifts to the
            WFM can qualify for the estate tax charitable deduction, they do not entitle the
            donor to any income tax deduction during her/his lifetime.

     3.     Living Trusts with "Pour over" Wills

            Both outright bequests and charitable or split interests trust gifts can be made at a
            donor’s death with more privacy if the donor establishes a revocable (or “living”)
            trust during the donor’s lifetime. These agreements, like wills, can be modified or
            revoked during the donor’s lifetime. The donor will also have a “pour over” will
            that leaves the residue of the donor’s probate estate to the living trust. The living
            trust agreement will contain the provisions for the distribution of income and/or
            principal to the WFM (and other donees). Unlike wills, trust agreements are not
            subject to probate and are thus are generally not a matter of public record. As
            with testamentary gifts or trusts, gifts to the WFM under a living trust can qualify
            for estate tax charitable deductions, but the donor will not be entitled to any
            income tax deduction during her/his lifetime, even if the trust is funded during the
            donor’s lifetime.

B.   SPLIT INTEREST GIFTS

     Split interest gifts combine a current or deferred charitable gift with either a retained
     interest in the donor, a gift to the donor’s non-charitable beneficiaries or both. They can
     be created either during the donor’s lifetime or at the donor’s death. The principal
     varieties of split interest gifts are noted below.


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1.   The Charitable Remainder Unitrust

     A charitable remainder unitrust is an irrevocable trust which must pay a fixed
     percentage of the annually redetermined value of the trust’s assets to specified
     noncharitable beneficiaries for a definite period (e.g., the life or lives of named
     individual(s) or a term of 20 years or less), at the end of which the trust property is
     transferred to one or more charitable institutions.

     Cash, securities, real estate and other property (including investments yielding
     tax-free income, but not tangible personal property) may be used to fund a
     charitable remainder unitrust. Each unitrust is managed as a separate legal entity
     and is never co-mingled with other funds. Donors or their designated
     noncharitable beneficiaries receive the specified fixed percentage of the fair
     market value of the trust's assets, as determined annually.

     The donor will not be subject to the capital gains tax liability which would have
     been incurred had he/she first sold the donated property at its appreciated value
     and then contributed the proceeds, and federal gift and estate taxes are completely
     avoided for the full amount of the gift if the donor and (or) his/her spouse are the
     only noncharitable beneficiaries. Furthermore, an important advantage of a
     lifetime charitable remainder trust over a gift by will is that the donor receives a
     charitable deduction for income tax purposes in the year of the gift. This
     deduction is based on IRS formulas and is less than the fair market value of the
     gift property.

     As in the case of outright cash gifts, an income tax charitable deduction may be
     claimed for up to 50 percent (30 percent if the gift is in the form of appreciated
     long-term gain property) of the donor's contribution base (generally, the adjusted
     gross income in the year of the gift). Any amount in excess of the 50 percent/30
     percent ceiling may be carried over as a tax deduction for up to five additional
     years. Gift tax deductions (for charitable remainder interests created during the
     donor’s lifetime) or estate tax deductions (for charitable remainder interests
     created at the donor’s death) are also available.

     Tax-free investments may be used to fund the trust in whole or in part (but
     conversion by the trustee of investments used to fund the trust and producing
     taxable income to tax-exempts will result in recognition of any capital gains by
     the donor, in accordance with the distribution schedule which follows).
     Charitable remainder unitrusts are tax-exempt but their income distributions
     generally are taxable to the noncharitable recipients.




                                       10
     There are various types of charitable remainder unitrusts. The standard unitrust
     annually pays a fixed percentage (from 5% to 50%) of net fair market value of the
     trust assets determined annually. A second type (the “net income unitrust” or
     “NICRUT”) ensures that the trust principal need never be invaded in order to
     make the periodic payments to income beneficiaries; this alternate form provides
     that in a period when the trust does not itself realize income equal to the pay-out
     percentage specified in the trust agreement, only income actually realized by the
     trust will be paid to the beneficiaries. A third type (the “net income with makeup
     unitrust” or “NIMCRUT”) is similar to the second, but includes a "catch-up"
     clause; in the first subsequent year during which the trust’s income exceeds the
     pay-out percentage specified in the trust agreement, the surplus earnings must be
     applied to make up any earlier deficiencies, and this continues through additional
     years until the stipulated income for every year has been paid. A fourth type
     (the"flip unitrust”) starts out as a NICRUT or NIMCRUT but converts to a
     standard unitrust at the beginning of the year after the year in which a “triggering
     event” occurs (e.g., sale of unmarketable assets, specified date).

2.   The Charitable Remainder Annuity Trust

     The charitable remainder annuity trust is funded and managed in much the same
     way as a unitrust. If created during the donor’s lifetime, it also provides the donor
     with a charitable deduction for income tax purposes, computed from Federal
     tables and subject to the same limitations and carryover privileges. Income to the
     beneficiaries is taxable to them in the same manner as in the case of a unitrust.
     However, instead of providing a specified percentage of the trust assets to the
     beneficiaries by way of income, the annuity trust agreement stipulates a fixed
     dollar amount to be paid annually. This return must be paid in full each year and
     does not vary in amount even though the trust’s asset values and income may
     fluctuate. The same estate and gift tax deductions apply as with other types of
     charitable trusts, and upon maturity of the trust, the remainder becomes available
     for use by the WFM. Additions may not be made to an annuity trust.

3.   The Charitable Gift Annuity

     The charitable gift annuity is an irrevocable, binding agreement between the donor
     and the Women’s Foundation of Minnesota. It is not a trust, and should not be
     confused with the charitable remainder annuity trust to which it bears little
     resemblance despite the similarity in names.

     In transferring cash, securities, real estate, or other property to the Foundation, the
     annuitant is guaranteed a fixed dollar payment each year for her/his lifetime or the
     lifetime of other designated income beneficiaries. The payment is stipulated in




                                       11
     the annuity contract and should not exceed the rates published from time to time
     by the American Council on Gift Annuities, except with the consent of the Board
     of Trustees. The older the annuitant(s) at the time of the agreement, the higher the
     rate of return. As in the case of a charitable remainder trust, the donor is entitled
     to a charitable deduction for income tax purposes in an amount determined by IRS
     formulas, and the same limitations and carry-over privileges prevail. In general,
     the charitable deduction equals the value of the property a donor transfers to the
     WFM, minus the actuarial value of the annuity interest the donor receives in
     exchange. Computations at the time of the transfer also determine what portion of
     the income paid out shall be treated, for income tax purposes, as earnings of the
     annuity investment and what portion shall be treated as a tax-free return of the
     investment principal. These predetermined schedules apply to the tax treatment of
     the annuity through its life despite differences in actual experience of the
     investments or other factors that may occur. A gift tax deduction is available for
     the charitable gift to the WFM. Nothing is included in the donor’s gross estate,
     and thus, there is no estate tax issue with charitable gift annuities.

     This is the only form of planned giving under which the charitable institution
     guarantees to continue financial returns to the beneficiaries from its own operating
     funds, if necessary, in the event that income to the charitable gift annuity reserve
     fund is insufficient or that the fund itself ultimately becomes exhausted.

4.   The Pooled Income Fund

     A pooled income fund is a trust to which a donor transfers property, contributing
     an irrevocable remainder interest in such property to or for the use of a charitable
     institution, and retaining an income interest for the life of one or more
     beneficiaries living at the time of the transfer. The property transferred by each
     donor is commingled with property transferred by other donors who have made or
     make similar transfers, and is maintained by the organization to which the
     remainder interest is contributed. No donor or beneficiary of an income interest in
     the pooled income fund is a trustee.

     Cash, securities, real estate, and other types of property (except for tangible
     personal property or investments yielding tax-free income) may be placed in the
     WFM’s Pooled Income Fund. Accounting for such fund is accomplished in much
     the same way as for a mutual fund in the commercial investment market: each
     donor is assigned the number of shares or units corresponding to the fair market
     value of her/his gift on the day it is transferred into the pooled fund.




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     The Pooled Income Fund has a special attraction for the less-affluent donor
     because the minimum initial gift required is lower than those for other methods,
     and the donor may make additions to this investment. All ordinary income
     accruing to the pooled fund is returned to the income beneficiaries quarterly,
     distributed according to the number of units in the fund held by each. The fund's
     total income must be returned in this way each year, but no part of the trust
     principal or capital gain is paid out. In the pooled fund, each unit participates in
     the collective investment growth or decline and receives income that may
     fluctuate with the investment performance. The income paid to each beneficiary
     is taxable as ordinary income.

     Upon maturity of the individual donor's life income agreement (usually occurring
     at her/his death), an amount equal to the current value of the units assigned to that
     agreement is withdrawn from the pooled fund and applied to the WFM’s
     charitable purposes. The value of units remaining in the pooled fund is unaffected
     by this transfer.

     By using the Pooled Income Fund, the donor receives an income tax deduction for
     a portion of each amount placed in the fund and creates a source of regular income
     that presumably reflects economic conditions in the country.

     Due to the start-up cost and administrative time involved, a pooled-income fund
     for the WFM will not be established at this time. If sufficient donor interest in a
     pooled income fund is expressed, staff will provide information about establishing
     a pooled income fund to the Board of Trustees for their consideration.

5.   The Charitable Lead Trust

     The charitable lead trust is another significant form of charitable giving. In
     essence, it is the reverse of deferred giving through a charitable remainder trust. In
     a charitable lead trust transaction, a donor transfers property into an irrevocable
     trust, creating an income interest in the property in favor of a charitable
     organization for a period of years or for the life or lives of an individual or
     individuals. The remainder interest is either retained by the donor or given to a
     non-charitable beneficiary (usually a family member). The charitable lead trust
     can be used by individuals both for lifetime charitable giving and for a charitable
     bequest. The donor (or the donor’s estate) will be allowed a gift tax (or estate tax)
     charitable deduction for the present value of the sequence of annual payments to
     the WFM.




                                       13
C.   OTHER FORMS OF PLANNED GIVING

     1.   Insurance Gifts

          A donor may sometimes find advantage in assisting the Foundation by changing
          the ownership or beneficial interest in a life insurance policy. Such a
          circumstance might typically arise when the purpose that led to the purchase of a
          policy no longer exists or is greatly diminished.

          By simply changing the named beneficiary to the Women’s Foundation of
          Minnesota, donors may accomplish their philanthropic purpose without parting
          with the ownership of the policy during their lifetimes. The donor thus obtains an
          estate tax deduction for the policy's value at the donor’s death and retains the right
          to change or revoke the gift and to exercise all the privileges of policy ownership.
           The donor also has the responsibility for making the periodic premium payments.
           With this method, the donor does not realize any charitable income or gift tax
          deduction or other tax advantage during his/her lifetime, since the arrangement is
          completely revocable. Further, there is risk that a disruptive circumstance such as
          the donor's extended illness or their inability to keep up premium payments might
          cause the policy to lapse and result in failure to accomplish their charitable
          purpose.

          A more positive approach to insurance giving is legal assignment of the policy
          ownership, with all its rights and privileges, to the Foundation. This entitles the
          donor to an immediate income tax deduction (and a corresponding gift tax
          deduction) for the policy's charitable value (the lower of its current cash value or
          total of premiums paid to date). If the donor chooses to discontinue premium
          payments on the policy, the Foundation has the option of cashing it in for current
          value or continuing to pay the premiums from institutional funds in the
          expectation of eventually collecting the larger face value of the policy. However,
          if the donor decides to continue making the premium payments, the donor is
          entitled to a charitable deduction for each payment made after the transfer.

     2.   Life Estate in Personal Residence or Farm

          This works much like a charitable remainder unitrust or annuity trust, except that
          (1) instead of being funded with cash or securities, the donor's real estate becomes
          the principal, and (2) the donor's "income" is the right to use the property for the
          rest of her/his life (and that of a surviving spouse, if applicable).




                                            14
              Such a gift qualifies for an income tax deduction based on a formula that involves
              a number of factors, including the donor(s) age(s), the value of the building(s) and
              land at the time of the gift, and the estimated value at the time the Women’s
              Foundation is expected to receive it. The gift also qualifies for the full gift and
              estate tax deduction. The deductions are available only for a remainder interest in
              a personal residence or a farm. “Personal residence” means any property that was
              used by the donor as her personal residence even though it was not used as her
              principal residence (e.g., vacation home).

                       GUIDELINES ON PLANNED AND DEFERRED GIFTS

                   Acceptance and Approval of Planned & Deferred Gifts

In every instance, official acceptance of all planned and deferred gifts, based upon the
recommendation of the president or other senior staff, will be made by the Board of Trustees.
Only those planned and deferred gifts that are in conformity with the needs of the Women’s
Foundation of Minnesota will be accepted.

A.    The senior gift planner, with legal counsel, will seek changes through court action to any
      bequest or planned gift that is in violation of any statutory requirement or regulation.

B.    In the event that the need for a restricted bequest or an established endowment ceases to
      exist, the senior gift planner will exercise the following options:

      1.      Notify the principal donor, if still available, that the Board of Trustees of WFM
              has determined that the particular endowment fund can no longer serve the
              purpose originally intended.

      2.      Have the principal donor select such other form of restricted or unrestricted use
              that may then be available for immediate implementation by the Foundation.

      3.      The use of the original restricted fund will be transferred to the selected fund and
              shall continue to bear the name of the original principal donor.

      4.      If for any reason written consent of the donor cannot be obtained by reason of
              death, disability, unavailability, or impossibility of identification, then the Board
              of Trustees may change the use of the gift for related purposes of the Foundation
              as the Board of Trustees may determine by applying in the name of WMF to the
              district court for release of a restriction imposed by the applicable gift instrument.
              The attorney general must be notified of the application and must be given an
              opportunity to be heard. The court may release the restriction if it finds that the
              restriction is obsolete, inappropriate, or impracticable. However, such a release
              may not change an endowment fund to a fund that is not an endowment fund.




                                                15
The Women’s Foundation of Minnesota reserves the right to refuse any gift which is judged to be
inconsistent with Foundation needs or for which its resources are too limited to properly
administer the gift. In addition, only those gifts from which disbursements are to be made on a
nondiscriminatory basis in conformance with affirmative action programs and policies are to be
accepted.

                                            GIFT TYPES

1.     Bequests

       A.     The staff of the development department is authorized to solicit testamentary gifts
              under wills (or revocable trusts) with provisions to establish gift annuities and (or)
              wholly charitable or split interest trusts, as well as outright gifts to the Women’s
              Foundation of Minnesota, including donor advised funds.

       B.     The WFM is responsible for maintaining a confidential record of information
              about known provisions in wills (or revocable trusts) for bequests to the WFM.

2.     Charitable Trusts

       Charitable trusts will be administered and managed by an institution of the donor’s
       choice. The WFM will serve as cotrustee for such trusts if the donor has made substantial
       (as determined by the Foundation Board of Trustees) irrevocable current or deferred gifts
       to the Foundation, and only after the Foundation’s legal counsel has reviewed the trust
       instruments.

3.     Charitable Remainder Unitrusts (“CRUT”)

       A.     Particular care will be exercised in recommending basic unitrusts because of the
              danger of invasion of principal to the extent that the gift principal is drastically
              reduced.

       B.     Investment policy for a basic unitrust shall be to maximize income and/or capital
              gain, depending on the current investment objectives, in order to minimize the
              invasion of principal.

       C.     The holdings of each trust are to be reviewed by the Board of Trustees at least
              annually.

       D.     A statement of holdings in the trust is to be sent annually to the donor and/or the
              beneficiary.




                                                16
     E.    A sample trust agreement, with a letter highlighting the salient points in the
           agreement, shall be provided to the donor's legal counsel (if requested) before a
           gift is accepted. It shall be the responsibility of the donor's legal counsel to
           prepare the final agreement so that it will be available for execution at the time of
           the gift.

     F.    The noncharitable beneficiaries must be living when the trust is created, unless the
           annual amount is to be paid solely for a term of years (up to 20 years), rather than
           for an individual’s life. The fixed percentage to be paid to the noncharitable
           beneficiary(ies) must be between 5% to 50% of the net fair market value of the
           trusts assets, valued annually.

     G.    With respect to each contribution of property to the unitrust, the value of the
           remainder interest in such property must be at least 10% of the net fair market
           value of such property as of the date such property is contributed to the unitrust.
           It will be easier to meet the 10% test if the noncharitable beneficiary is older.

     H.    At the death of the last beneficiary, the assets of the trust shall be released for use
           as provided in the trust agreement, or as determined by the Investment Committee
           if no such provision is contained in the trust agreement.

3.   Charitable Remainder Annuity Trusts (“CRAT”)

     A.    Gifts to annuity trusts may be invested in stocks, bonds or other holdings that
           meet the interests of the donor.

     B.    Investment policy shall be to first provide income equal to the commitment to the
           donor and secondly to provide asset growth.

     C.    The holdings of each trust are to be reviewed by the Board of Trustees at least
           annually.

     D.    A statement of holdings of the trust is to be sent to the donor and/or the
           beneficiary annually.

     E.    It shall be the responsibility of the donor's legal counsel to prepare the final
           agreement so that it will be available for execution at the time of the gift.




                                             17
     F.    The noncharitable beneficiaries must be living when the trust is created, unless the
           annual amount is to be paid solely for a term of years (up to 20 years), rather than
           for an individual’s life. The annual sum that is paid to the noncharitable
           beneficiary(ies) must be between 5% and 50% of the initial net fair market value
           of all property placed in the trust.

     G.    The value of the remainder interest must be at least 10% of the initial net fair
           market value of all property placed in the trust. No additional contributions may
           be made to an annuity trust. It will be easier to meet the 10% test if the
           noncharitable beneficiary is older.

     H.    At the death of the last beneficiary, the assets of the trust shall be released for use
           as provided in the trust agreement, or as determined by the Investment Committee
           if no such provision is contained in the trust agreement.

5.   The Gift Annuity

     A.    Gift Annuity funds are administered and managed by Wells Fargo Charitable
           Management Group.

     B.    The WFM will use the uniform annuity rates sanctioned by the American Council
           on Gift Annuities. The total assets of the WFM guarantee fixed income payments
           using these rates.

     C.    The initial minimum gift for an annuity agreement shall be $10,000. Prior
           annuitants may purchase additional annuities for $5,000 or more. (WFM
           requirements, not IRS requirements.)

     D.    The WFM will establish charitable gift annuity agreements for only one or two
           lives. Federal regulations prevent establishing an agreement for more than two
           lives.

     E.    The WFM will establish immediate payment charitable gift annuity agreements
           for donors over the age of 55 at the time the agreement is established. For two-life
           agreements the donors shall have a minimum combined age of 120 or more years.
            (WFM requirements, not IRS requirements.)

     F.    The WFM will establish deferred payment charitable gift annuity agreements for
           donors over the age of 45 (a WFM requirements, not an IRS requirement).

     G.    The date of the gift determines the charitable contribution deduction value of a
           gift annuity agreement. The date of gift for annuities established with cash is the
           date the Foundation receives the check. The date of gift for annuities established
           with securities shall be the date the WFM acquires the securities in good delivery
           form. For donors with securities in certificate form the date of the annuity shall be


                                             18
H.   The date when the WFM has possession of both the security and the signed stock
     power. For donors who establish annuities using a brokerage account the date of
     the annuity shall be the date when the securities are transferred to the WFM’s
     account with good delivery and the WFM has the power to sell or retain the
     securities.

I.   For gifts of cash the annuity agreement shall be the amount of the cash donation.
     For gifts of securities the annuity agreement value shall be the mean of the high-
     low of the security on the date the WFM has possession of the securities. Any
     change in value because of subsequent market value changes or commission costs
     shall be the responsibility of the WFM.

J.   The income payment dates for charitable gift annuities shall be standardized as the
     last day of December for all annual payment annuities. Semi-annual payment
     annuities shall be paid on the last days of June and December.

K.   Wells Fargo Charitable Management Group shall serve as fiduciary agent and
     administer the WFM’s annuity agreements, including making of lifetime
     payments, and preparing the 1099Rs. The WFM, through its fiduciary agent, will
     maintain a segregated gift annuity fund, in which identifiably separate investments
     will be maintained and which are not parts of any other investment or endowment
     fund of the WFM. The full annuity gift amount will be invested until the death of
     the last annuitant in the agreement.

L.   The WFM shall not charge annuity income recipients for any service provided in
     establishing charitable gift annuity agreements.

M.   The WFM is authorized to establish charitable gift annuity agreements with
     donations of real estate. The amount of payment to the donor will be individually
     determined based on the appraised value of the asset, the number of lives covered
     by the annuity agreement, the marketability of the real estate and the projected life
     expectancy of the donor. In no event will the WFM issue an annuity agreement for
     more than 85% of the appraised value of real estate (a WFM requirement, not an
     IRS requirement).

N.   Only upon the death of the last life income beneficiary shall the principal amount
     of the annuity be released to or for the use of the WFM. The amount of the
     charitable remainder shall be the current fair market value of the annuity asset.




                                      19
       O.     The interest of the donor shall come before that of the WFM for all planned gifts
              solicited by the WFM or its volunteers. No program, agreement, trust, contract or
              commitment shall be knowingly urged upon any prospective donor which would
              benefit the Foundation at the expense of the donor's interest and welfare. No
              agreement shall be made between the WFM and any agency, person, company or
              organization on any matter related to investments, management or otherwise,
              which would knowingly jeopardize the donor's interest.

       P.     Prospective donors shall be advised to consult with legal counsel of their choice in
              all matters related to charitable instruments. If a representative of the WFM makes
              a referral to an attorney, it shall be understood that the attorney is retained to
              represent the donor's interests.

       Q.     The charitable gift annuity agreement, which is a legal document, shall be
              reviewed and approved by legal counsel for the WFM.

       R.     Only planned giving staff shall be authorized to negotiate on behalf of the WFM
              with any donor in respect to charitable agreements. The Board of Trustees must
              approve agreements, trusts, and contracts not conforming to the pre-approved
              general guidelines and policies for charitable gift annuities.

       S.     If appreciated property is offered by the donor, the WFM staff must inform the
              donor what portion of the gain is taxable before the agreement is signed. Usually
              appreciated property can better be handled to the donor's advantage through the
              use of a charitable remainder annuity trust.

The following is the procedure for administering the gift annuity program.

       A.     The senior gift planner calculates the tax consequences of the annuity for the
              donor and requests the donor share this with their tax or legal counsel for review.
              The donor completes the annuity application.

       B.     Donor transfers property (usually cash or securities or both) to the WFM.

       C.     The senior gift planner values the property as of the date of gift and records the
              amount in the computer, crediting the donors with the gift amount, and reports the
              amount to the controller for accounting purposes.

       D.     The senior gift planner prepares two original annuity contract copies and delivers
              them to Wells Fargo Charitable Management Group for review. After Wells
              Fargo reviews the contract, the president of WFM signs both contracts. The senior
              gift planner affixes the WFM’s corporate seal to the contracts.



                                               20
E.   The senior gift planner sends one original contract and the tax calculation sheet to
     the donor, retaining the other original in the donor's file.

F.   The senior gift planner delivers a photocopy of the contract and the calculation
     sheets and a check for the amount of the annuity to the Fiduciary agent.

G.   The Fiduciary agent (Wells Fargo Charitable Management Group) will set up the
     payment and beneficiary information and will use the calculations previously
     prepared for each payment. This information will be provided on Form 1099R to
     the annuitants by February 28 in subsequent years.

H.   One week prior to payments, the Fiduciary agent prepares the annuity checks and
     delivers them to the senior gift planner. Direct deposit can also be
     accommodated.

I.   The senior gift planner prepares cover letters pre-dated to the payment date for
     forwarding with the checks. The letters are not a legal requirement. The letters are
     an opportunity for the senior gift planner to communicate with the
     donors/annuitants.

J.   The senior gift planner mails or delivers in person the checks such that the
     postmark coincides with the stated payment date.

K.   The Fiduciary agent assigned to administer the gift annuities reduces each gift
     annuity account by the value of the payment made.

L.   At the end of the year, the Fiduciary agent credits each annuity account with an
     amount of income earned by the remaining principal. The approximate amount of
     principal remaining in the account can be determined year to year. When the
     annuitant dies, the amount of remaining principal is freed up for use by the WFM.
     During the life of the annuity, no amount is subtracted for administrative
     purposes.




                                      21
    [Letterhead]

                              APPLICATION
                                  FOR
                GIFT ANNUITY AGREEMENT ONE AND TWO LIFE

                      Issued by the Women’s Foundation of Minnesota

I hereby apply for a Gift Annuity Agreement in the amount of $
and enclose
                                     (Check, Securities, Etc.)
If securities, date acquired                cost basis $                    payable to the WFM
for that purpose. I am providing a photocopy of proof of birth for each annuitant. I wish the
annuity to be made out for the benefit of the following:

First Annuitant

Full Name _________________________
Address ___________________________
Date of Birth                  Social Security Number __________________
Phone Number ________________
Pay Income: Annually            Semi-annually _________________


 ***************************************************************************
Second Annuitant

Full Name____________________
Address ____________________
Date of Birth                   Social Security Number ______________
Phone Number ____________________
Pay Income: Annually          Semi-annually ____________________


 ***************************************************************************

I understand that at the death of the last beneficiary, the balance remaining of my original gift
to the WFM will be used by it, in my name, for the support of its ongoing programs.

Signature                                                 Date




                                               22
[Letterhead]




The Women’s Foundation of Minnesota, a not-for-profit organization incorporated under the
laws of the State of Minnesota and having its principal office at 155 Fifth Avenue South,
Minneapolis, MN, 55401.

                           One - Life Gift Annuity Agreement

    The Women’s Foundation of Minnesota, a Minnesota non-profit, existing under the laws of
    the State of Minnesota, and located at 155 Fifth Avenue South, Minneapolis, Minnesota,
    agrees this _____ day of ___________, __________ to pay to
    ________________________________________, whose mailing address
    is___________________________________________________,
    for her/his life an annuity or annual sums of $ ________________ from this date hereof in
    ____________________ installments of each $ _________ on the first day of each year
    beginning on ___________________. A pro-rata installment of $ ___________ shall be
    payable on __________________________.

    The obligation of the Women’s Foundation of Minnesota to make annuity payments shall
    terminate with the payment preceding the death of
    _____________________________________. This annuity is non-assignable.

    The Women’s Foundation of Minnesota certifies that
    _____________________________________, as evidence of her/his desire to
    support the work of the Foundation and to make a charitable gift, has this day
    contributed to the WFM ($______________), receipt of which is acknowledged, to
    be used for its general purposes.

    The age of ____________________________________________ to her/his nearest
    birthday is __________________.

    The laws of the State of Minnesota shall govern this annuity,

    In Witness Whereof, the WFM has executed this instrument as of the ________ day of
    ____________, ___________ .

                           The Women’s Foundation of Minnesota
                           A Minnesota not-for-profit organization

(Seal)                       By ________________________Title __________________
Attest:

By: Notary Public



                                             23
6.   The Pooled Income Trust Fund

     The Pooled Income Trust fund will not be established until the Board of Trustees
     approves the establishment of the fund.

7.   Life Estates In Personal Residence Or Farm

     The same guidelines will apply as to Gifts of Real Property (see Section Guidelines on
     Gifts of Real Property) with the following additions:

     A.     Household furnishings or other tangible property may not be included in
            determining the value of a personal residence or farm.

     B.     A gift of a remainder interest in a personal residence or farm must be in the
            residence or farm; it cannot be in the proceeds from the sale of the property.

     C.     In unusual situations where there may be difficulty in selling the property, the
            WFM may not want to accept a gift of a Life Estate.

     D.     In all instances of Life Estates in Personal Residences, the Board of Trustees has
            final determination of accepting or rejecting gifts.




                                             24
               PLANNED GIVING ADVISORY COMMITTEE

The day-to-day work of implementing the planned giving program at WFM is a function of
the senior gift planner. Vital to the success of the program, however, is the assistance of
the Planned Giving Advisory Committee.

Planned giving programs require a high degree of technical experience in taxation, law,
real estate, insurance, stock transfer and estate planning. The senior gift planner must
balance any request for information on this complex subject with an accurate, factual, and
punctual response.

   To assist the senior gift planner in this area, a Planned Giving Advisory Committee
   should be formed from the following professions:

   1. Attorneys (Estate Planning)
   2. Certified Professional Accountants
   3. Certified Life Underwriters
   4. Certified Financial Planners
   5. Real Estate Brokers
   6. Stockbrokers
   7. Bankers

It is recommended that this committee may have two or three members from each of the
above categories for the following reasons:

   1. Prevents conflicts of interest.
   2. Allows for second opinions.
   3. Allows for adequate response within a very limited time frame.

This committee is designed to assist the senior gift planner and is purely advisory in nature
and reports only to the senior gift planner. This committee may be formal or informal and
is best managed formally by a full time gift planner.




                                           25
       GUIDELINES ON GIFTS OF REAL PROPERTY

I.      Procedure For Initial Processing of Potential Gifts

        The senior gift planner will have overall responsibility, with regard to potential gifts of
        real property, for handling all inquiries, negotiating proposed terms with donors,
        assembling the documentation, presenting the gift for review and approval by the
        committee of the trustees and marketing real property gifts. All inquiries regarding real
        property will be referred to or coordinated with the senior gift planner.

II.     Authority to Negotiate

        Consistent with a specific scope of authority established by the WFM Board, the senior
        gift planner will have the authority to negotiate with donors using form agreements
        approved by the WFM’s legal counsel, retain appraisers, surveyors, realtors and other
        technical consultants, in preparation for presenting certain potential gifts of real estate to
        the WFM Board for final approval. With respect to any potential gift of real estate that
        does not fit within the senior gift planner’s specific scope of authority, the senior gift
        planner must notify the Board and await the Board’s authorization prior to proceeding
        with discussion or negotiation with the donor of such potential gift.

III.    Evaluation of Potential Gifts of Real Estate

        A.     Property and report form: Upon initial inquiry, potential donors will be asked
               to complete a property inquiry form and return it to the senior gift planner with
               appropriate maps and documentation. (A sample form is included as Exhibit A.)

        B.     Liens and encumbrances: Property which is subject to any liens, including but
               not limited to mechanics’ liens and judgment liens, or unpaid mortgages, deeds of
               trust, unpaid taxes or assessments, or other encumbrances, will be evaluated as
               potential "bargain sales". (A bargain sale is an arrangement whereby a donor
               offers property to the WFM at a price below its fair market value.)

               Properties subject to encumbrances will be considered for acceptance only if
               evaluation convincingly demonstrates that the property can be sold at a price that
               exceeds the aggregate amount of the encumbrances and the estimated costs
               associated with disposing of the property.

        C.     Field evaluation: If initial information indicates that the real property in question
               may be acceptable to the WFM, a member of the senior development staff or an
               authorized representative will visit the property. A representative may be a local
               realtor, as the senior gift planner may deem appropriate.




                                                  26
                         The purpose of the visit will be:

                         1.   To identify any potential problems not evident from initially
                              supplied information.
                         2.   To identify any environmental conditions that might prevent the
                              WFM from selling the property at the expected fair market value
                              price. WFM will request from the donor or seller an environmental
                              indemnification.
                         3.   To identify any potential environmental problems (such as the
                              presence of toxic chemicals or other pollution). The Field Checklist
                              (annexed as Exhibit B) will serve as the basis for this analysis. If
                              any indications of possible pollution exist, the senior gift planner
                              will decide either to forego the gift or to retain consultants to
                              undertake more detailed analysis.

      D.     Market evaluation: Whenever practicable, arrangements will be made to have a
             realtor analyze the property to evaluate the existence of a market for such
             property. The senior gift planner may request that the potential donor provide
             such an evaluation from a realtor acceptable to the senior gift planner.

      E.     Expense budget: The senior gift planner will prepare a budget outlining all the
             projected expenses associated with transfer of ownership and subsequent sale of
             each parcel of real property that the senior gift planner recommends to the Board
             for approval. The budget will include consideration of the factors set forth in
             Exhibit C.

IV.   Authority to Accept Gifts of Real Property

      A.     Upon completion of the evaluation, the senior gift planner will present the
             proposed gift of real property and accompanying analysis to the Board of Trustees
             with a recommendation.

      B.     The Board of Trustees will have the final authority to accept or refuse a real
             property gift. The Board may reject a proposed gift of real property for any
             reason, including its judgment that acceptance of the proposed gift is not in the
             best interests of the WFM.

V.    Procedure for Accepting Gifts of Real Property

      A.     Prior to recommending that the Board of Trustees approve acceptance of a gift of real
             property the senior gift planner will obtain title certification. Prior to acceptance, the
             Board of Trustees shall consider the need for title insurance and require such
             insurance in appropriate cases. When deemed appropriate, the senior gift planner
             may purchase title insurance with approval of the Board of Trustees.




                                                27
        B.     Prior to recommending that the Board approve acceptance of a gift of real
               property, the senior gift planner will have an appraisal prepared by a reputable,
               appropriately certified professional real estate appraiser for the purpose of
               determining the fair market value of the property. When deemed appropriate, the
               WFM may accept a statement by a realtor in lieu of a formal appraisal.

        C.     After obtaining Board approval and prior to, or upon transfer of title to the WFM,
               the donor and the WFM will sign an agreement (approved by legal counsel)
               stating the terms of the gift, which agreement shall specify that there are no
               restrictions of the WFM’s right to use or convey the property, unless identified
               restrictions have been specifically authorized by the WFM Board of Trustees.

        D.     After obtaining Board approval and prior to, or upon transfer of the property to
               WFM, the senior gift planner will assure that sufficient insurance is in effect to
               protect the WFM from losses due to physical damage or liability claims that might
               arise once WFM is the owner of the property. Alternatively, with the advice of
               counsel, WFM may negotiate for the donor to indemnify WFM for any claims and
               their associated costs that may arise subsequent to WFM obtaining title to the
               property. As the owner of donated real property, the WFM will not seek exemption
               from real estate taxes for real property unless the property is to be used for the
               Foundation’s charitable purposes.

VI.     Responsibility of the Donor of Real Property

        A.    The donor will be responsible for complying with all legal requirements applicable to
              the donor, including obtaining her/his own appraisal for the purpose of establishing
              the value of his/her gift for federal income tax purposes.

        B.    The WFM encourages donors to notify and discuss with, the WFM any contemplated
              bequest of real property before finalizing the gift instrument (e.g. Will). Property that
              is bequeathed to the WFM will be subject to WFM’s evaluation process before WFM
              makes a decision to accept or reject the gift.

        C.    Living donors will be expected to provide a statement disclosing any known or
              suspected hazardous waste or materials that have been used or stored on the property.

 VII.   What the Women’s Foundation of Minnesota Will Not Do

        A.     Except in extraordinary circumstances, the WFM will not pay for legal assistance,
               appraisals or other services on behalf of a potential or actual donor. In the event
               that the WFM does contemplate making such payments in connection with a
               proposed conveyance, the property may be evaluated as though it were subject to
               liens and encumbrances and the value of these services (legal assistance,
        B.



                                                 28
        C.     appraisals) will be factored into the costs of obtaining the property. (Paragraph
               III.B.). If WFM does pay for an appraisal or other services in exchange for a gift
               of property, the WFM will present the donor with a statement setting forth the
               value of such goods and services.

        D.     WFM will not establish or corroborate the value of any property for the purpose of
               substantiating the donor's income tax charitable deduction.

VIII.   Selling Real Property Received From Donors

        A.      After accepting a gift of real property, arrangements will be made to sell the property
                through a qualified real estate professional in most instances.

        B.      Local zoning ordinances, land-use plans and community attitudes will be considered
                in marketing real property.

        C.      While it is anticipated that in most circumstances the sale price will equal or exceed
                the appraised value of the property, the terms of the sale will take into account
                current market conditions, availability of financing and other factors. The Board of
                Trustees must approve any proposed sale at a price that is below 70 percent of the
                appraised value.

        D.      The Board of Trustees shall approve any financing offered by the WFM to a
                purchaser. Such terms must be secured by a mortgage or deed of trust on the
                property. The priority of such mortgage with respect to other liens or encumbrances
                will be within the discretion of the Board of Trustees, provided that, if such
                mortgage does not have first priority, then the total value of all liens or
                encumbrances shall not exceed 50 percent of the actual sale price (including the lien
                of WFM).

  IX    Internal Procedures

        A.      The senior gift planner will maintain all files pertaining to potential gifts of real
                property and any gift of real property received by the WFM.

        B.      Deeds to real property received by gift will be stored in the WFM’s development
                office and duplicate copies will be maintained by the controller’s office.

        C.      The senior gift planner will enter gifts of real property into the WFM’s log of
                non-cash contributions.




                                                  29
                                PROPERTY INQUIRY FORM

                                          EXHIBIT A

I.    Ownership: (full names and addresses of all owners; use additional pages, if necessary)

      Name:

      Address:

      Telephone: [Business] (      )                 [Home] (   )

      Type of ownership: __ Alone __ Joint __ General Partnership
                         __ Limited Partnership __ Community Property

      Does ownership include mineral rights, water rights, any restrictive easements, covenants
      and Right of way's etc.?




II.   Location:

      Is there an address?

      City                             County                        State


      How is the property designated on the tax maps?

      What is the nearest large town or city? (if applicable)

      Distance from nearest large town or city? (if applicable)

      Directions from nearest large town or city (if applicable)




                                                30
III.   Financial and title information:

       How did you acquire this property?

       How long have you owned this property?

       What did you pay for property?

       Is there an unpaid mortgage?     __ Yes    __ No

       Amount of unpaid mortgage $

       Please describe any liens or encumbrances


       Is there any pending litigation with regard to the property? If so, please describe:


       Are there tenants on the property?    __ Yes     __ No

       Annual rental income $

       Do you have a recent appraisal?      __ Yes     __ No

       Appraisal date:           Appraised (approximate) market value $
                      (Please provide a copy of the appraisal, if possible.)

       Amount of annual taxes $                  When are taxes due?
       Zoning?

       Has the property been the subject of any regulatory designations (such as wetlands)? If so,
       please list type of designation and regulatory agency:


       Do you have title insurance?     __ Yes        __ No

       Name of title insurance company:

       What is the policy number?
                       (Please provide a copy of the policy, if available.)

       Have any insurance claims been made with regard to the use of this property? If so,
       please describe.




                                                 31
IV.   Description: __ Residence __ Vacant Land __ Condominium __ Rental
                       __ Commercial __ Other

      Number of acres:        Approximate Dimensions:

      Boundaries (roads, water, development, etc.)




      Natural features (vegetation, water, geological formations, etc.)



      Improvements (buildings, roads, utility easements, etc.) ___________________________



      Usage: Please give a brief her/history of how property was used before and during your
      ownership.


      Is the property benefited by any rights of way or easements? Please describe:



      Describe uses on adjacent parcels:


 V.   Supporting information: Please attach any information that will help the WFM evaluate
      the property, such as:

      __ topo map     __ tax map __ aerial photo       __ soil survey __ survey
                             __ latest tax notice




                                               32
                                           EXHIBIT B

      FIELD CHECKLIST FOR INITIAL DETERMINATION OF POSSIBLE PRESENCE
        OF HAZARDOUS WASTE ON PROPERTY TO BE ACQUIRED BY THE WFM


I.         On-site Conditions.

           A.   Present or past industrial use of property.
           B.   Proximity to industrial facilities likely to generate waste.
           C.   Road access (to facilitate dumping).
           D.   Presence of barrels, drums, fragments, paint cans, etc.
           E.   Presence of other debris from past or present waste dumping.
           F.   Presence of oil ponds or other liquids or oil slicks on puddles.
           G.   Presence of stressed vegetation (different coloration, stunted growth, bare spots,
                etc.).
           H.   Examine both sides of all roads and paths (for their full lengths) for signs of
                waste disposal
           I.   Presence of mounding or unusual soil disturbances.
           J.   Presence of surface or underground storage tanks.
           K.   Presence of asbestos insulation in buildings or utility installations.
           L.   Automobile parking, truck storage, railroad storage or other possible sources of
                spilled oil or gasoline.
           M.   Is groundwater in proximity of property potable?
           N.   Presence of high voltage electric lines.

II.        Other Investigations

           A. From owner, neighbors, or "old timers," obtain her/history of use of property.
           B. Check title her/history for industrial ownership.
           C. Check regional office of U.S. Environmental Protection Agency, state and local
              environmental agencies and local health departments for record of problems and
              complaints.
           D. Talk to local police to see if there have been problems or complaints.
           E. Obtain aerial photograph from local tax assessor, U.S. geological survey or local
              flying club.
           F. Talk to local planning and/or zoning officials regarding current and projected
              plans for the area.
           G. Have site check for levels of PCBs and other environmental hazards.




                                                33
                                     EXHIBIT C

                         REAL ESTATE BUDGET ANALYSIS

Property Name and Location:




                         ACQUISITION COSTS
(WHAT ABOUT TITLE INSURANCE AND PROPERTY INSURANCE?)
Appraisal $

Survey:

Title Closure:

Legal Fees:

Closing Cost:

Taxes:

Travel:

Lien or Mortgage:

Other:

Total $

                                  ONGOING

Taxes:

Insurance:

Other:

Total $




                                     34
                  SELLING COSTS


Transfer Taxes:

Advertising:

Travel:

Legal Fees:

Realtor Fees:

Other:

Total $




                         35
                                            EXHIBIT D

 SPECIMEN ACKNOWLEDGEMENT LETTER OUTLINING CONDITIONS OF GIFT

Date


Donor
Address
City, State, Zip

Dear                  :

The purpose of this letter is to acknowledge receipt of your gift of the captioned property to the
Women’s Foundation of Minnesota (WFM) and to confirm that you have made an unconditional
gift of the property to WFM. In other words, you have not imposed and WFM has not accepted
any conditions, restrictions or limitations on the manner in which WFM may use or dispose of
the property. WFM may sell or otherwise transfer or dispose of any or all of its interest in the
property at any time, at its sole discretion and when it does so it shall comply with any and all
applicable reporting requirements, including those of the Internal Revenue Service.

If the foregoing accurately reflects our understanding, please sign this letter in the space provided
below.

Very truly yours,




President
Women’s Foundation of Minnesota




Accepted and Agreed as of the date set above:

Donor

NOTE: This letter is to be transmitted with a personal letter of appreciation to the donor.




                                                 36
                      GUIDELINES ON GIFTS OF PERSONAL PROPERTY

I.        Gifts of Works of Art and Other Collectibles

          A.     Art, and other collectibles purchased and self created, will be accepted with the
                 following conditions:

                 1.     No commitment will be made to keep donated art or other collectibles.
                        The WFM’s development department retains the right to sell donated art
                        and other collectibles.

                 2.     It is the donor's responsibility to secure, arrange, or pay for appraisals to
                        establish the donor’s charitable income tax deduction.

                 3.     Unless an independent appraisal is provided, the gift will be carried on the
                        development department’s financial records at $1.00.

                 4.     Recognition of the gift will be the same as for other donations. If the
                        WFM chooses to retain and display the work of art, there will be no
                        special notations or plaques displayed with the work identifying the donor
                        unless otherwise authorized by the president.

                 5.     Enter the gift into the log of non-cash contributions file.

          B.     The senior gift planner will direct any donor who donates paintings, antiques, or
                 other objects of art or collectibles to IRS Publication 561 which provides
                 information regarding the requirements donors must meet in order to claim
                 deductions at certain value levels.

II.       Gifts of Automobiles and Other Vehicles, Aircraft and Gifts of Furniture and Other
          Miscellaneous Property

          A.     Cars, aircraft and furniture and other miscellaneous property will not be accepted
                 at this time.

                                   EXCEPTIONS TO POLICIES


     I.   The Board of Trustees must approve any exceptions to these approved guidelines and
          policies of the planned giving program.




                                                   37

				
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