As amended March 9, 2006

In the 1970s, as the next generation of the Rockefeller family began to serve on the board of the Rockefeller Brothers Fund, the founding trustees of the Fund considered its long-term future and whether to spend down the assets of the Fund in order to realize their own philanthropic priorities, or to pass responsibility for the Fund—and opportunity—on to the next generation and preserve the assets of the Fund in order to be able to address societal needs and priorities that would emerge in future years.

After extensive deliberation, and some disagreement, the trustees of the Fund decided to spend approximately one-half the endowment on a series of major grants to institutions in which the RBF and the Rockefeller family had played a major role and toward which the Fund was thought to bear a special responsibility. The balance of the endowment was preserved and passed on to the succeeding generation of trustees. This decision was seen as freeing future trustees from any obligation to those grantee institutions, and as a statement that the founding trustees wanted the Fund to continue at least into the next generation.

Over the past several months, the current trustees of the Fund have revisited the issue of perpetuity. In discussions held at the June 8, 2005 meeting of the executive committee and the June 9, 2005 meeting of the board of trustees, the trustees considered three questions:

  • What legacy should be passed on to the next generation of trustees?
  • What is necessary to fulfill the philanthropic mission of the Fund, and might there be from time to time compelling reasons to spend at levels that would reduce the real value of the endowment?
  • What is the value of the RBF to the larger society, both today and in the future?

The trustees of the Rockefeller Brothers Fund agreed that they do not want to adopt an absolute position in regard to the perpetuity of the Fund. They agreed that they favor maintaining for future generations the capacity for the Fund to carry on a significant philanthropic program. In addition, the Trustees recognize that the RBF plays a leadership role in the US and international philanthropic community beyond its grantmaking work and that it, together with the National Trust for Historic Preservation, has assumed a stewardship role in relation to the Rockefeller Pocantico estate, and they agreed that these considerations provide further reasons to preserve the resources of the Fund. As a general rule, the Fund's long term investment objective, therefore, should be to preserve the real value of the endowment.

The trustees further agreed that in order to achieve these goals, in determining annual budgets, it is wise for the Fund to establish its spending rate by means of a formula that is designed to maintain the real value of the Fund's assets while also reducing year-to-year volatility in levels of spending.

Recognizing that changing needs might require different responses, they also agreed that there might be urgent situations in which future trustees should have the freedom to spend from the endowment in order to fulfill the philanthropic mission of the Fund.

At the conclusion of these discussions, the trustees indicated their belief that succeeding generations of trustees should periodically address the question of perpetuity in light of their own times.

RESOLVED, that the above statement concerning the perpetuity of Rockefeller Brothers Fund, Inc., be and it hereby is confirmed, ratified, approved, and ordered on file with the records of the corporation.