THE PROBITAS FOUNDATION, LTD. EIN: 45-3804704 IRS FORM 990-PF - STATEMENT 4 STATEMENT CONCERNING LIQUIDATION, TERMINATION, ETC. PART VI-A, LINE 5 THROUGH RESOLUTIONS ADOPTED VIA UNANIMOUS WRITTEN CONSENT DATED JULY 21, 2023 (THE "BOARD CONSENT"), THE BOARD OF DIRECTORS OF THE PROBITAS FOUNDATION, LTD. (THE "FOUNDATION") APPROVED A PLAN OF DISSOLUTION AND HENCE THE DISSOLUTION OF THE FOUNDATION, IN LIGHT OF THE FACT THAT IT NO LONGER HAD ANY ASSETS. IN ADDITION, THROUGH RESOLUTIONS ADOPTED VIA UNANIMOUS WRITTEN CONSENT DATED JULY 21, 2023 (THE "MEMBER CONSENT"), THE FOUNDATION'S MEMBERS APPROVED THE PLAN OF DISSOLUTION AND HENCE THE DISSOLUTION OF THE FOUNDATION. COPIES OF THE BOARD CONSENT, THE MEMBER CONSENT AND THE FINAL, SIGNED PLAN OF DISSOLUTION ARE ATTACHED TO THIS STATEMENT. DURING ITS FISCAL YEAR ENDING OCTOBER 31, 2021, THE FOUNDATION DISTRIBUTED $1,071,085 IN CASH TO THE FOLLOWING THREE ORGANIZATIONS, LEAVING A NET ASSET BALANCE OF $18,278 AS OF OCTOBER 31, 2021 TO PAY ITS WIND-DOWN EXPENSES: 1. $130,000 NORWALK HOSPITAL FOUNDATION, 34 MAPLE STREET, NORWALK, CT 06850; 2. $100,000 FUND FOR THE CITY OF NEW YORK, 121 AVENUE OF THE AMERICAS, NEW YORK, NY 10013; AND 3. $841,085 MORGAN STANLEY GLOBAL IMPACT FUNDING TRUST, INC. (F/B/O PROBITAS THE BOURGEOIS FAMILY FUND), 2000 WESTCHESTER AVENUE, PURCHASE, NY 10577. IN SATISFACTION OF THE REQUIREMENTS OF SECTION 507(B)(1)(A) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), EACH OF THESE ORGANIZATIONS IS A TAX-EXEMPT PUBLIC CHARITY DESCRIBED IN SECTION 170(B)(1)(A)(VI) OF THE CODE, AND HAD BEEN IN EXISTENCE AND SO DESCRIBED FOR A PERIOD OF AT LEAST 60 CALENDAR MONTHS IMMEDIATELY PRECEDING THE RELEVANT CASH DISTRIBUTION. THE FOUNDATION SPENT ITS NET ASSET BALANCE OF $18,278 DURING ITS FISCAL YEAR ENDING OCTOBER 31, 2022 AND SHORT FISCAL YEAR BEGINNING NOVEMBER 1, 2022 FOR THE FOLLOWING WIND-DOWN EXPENSES: (1) ACCOUNTING FEES $6,500; (2) LEGAL FEES $11,058; (3) NEW YORK STATE ATTORNEY GENERAL'S OFFICE FEE $25; AND (4) BANK FEES $695. AFTER DISTRIBUTING ITS ASSETS IN FULL, THE FOUNDATION CLOSED ITS BANK ACCOUNT ON AUGUST 16,2023. THE FOUNDATION FILED A CERTIFICATE OF DISSOLUTION WITH THE NEW YORK DEPARTMENT OF STATE ON NOVEMBER 22,2023, A COPY OF WHICH IS ATTACHED TO THIS STATEMENT.
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