Nonprofit Organization Update

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    January 11, 2013

    Nonprofit Organization Update:

    2012 in Review and Hot Topics for 2013

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    Agenda

    9:0010:15 amExempt Organizations in the News A Retrospective of What MadeHeadlines in 2012

    Doug Boedeker, CPA, CMA, Audit Partner; Katrina Henderson, CPA, Audit

    Manager

    10:1510:25 am: Break

    10:2511:15 amAccounting & Audit Update Looking Back at 2012

    Jeffrey Stefan, CPA, Audit Partner; Rich Banner, CPA, Senior Audit Manager

    11:1512:30 pmRevisi ting Executive Compensation Reporting on the Form 990

    Subrina Wood, CPA, Tax Manager; Sara Smith, Senior EO Tax Specialist

    12:30 pm1:15 pm: Lunch

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    Exempt Organizations in the News A Retrospective of What Made Headlines

    in 2012

    Douglas Boedeker, CPA, CMA

    Audit Partner

    Katrina Henderson, CPA

    Audit Manager

    January 11, 2013

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    Course Outline

    Introduction

    Charity Fundraising Issues

    Super-PACs & Campaign Activities

    Governance Issues

    Disaster Relief Issues

    General Scrutiny of Exempt Organizations

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    Charity Fundraising Issues

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    Bloomberg Takes Notice

    Charities Deceive Donors Unaware Money Goesto a Telemarketer and Telemarketers Lying forCharities Prompts Call for U.S. Probe David Evans; Bloomberg Markets Magazine; September

    12, 2012 and December 4, 2012, respectively. InfoCision Management Group handles telemarketing for the

    American Cancer Society (ACS) and other major nonprofits Questioning scripts used by telemarketers deceptive tactics used

    to say one percentage went to charities but actually another

    Ex. the agreement with them states 44% will go to ACS

    but the script says 70% Another mistake telemarketers saying they were volunteers when

    actual employees of InfoCision InfoCision has provided a response to this article and it is posted on

    their website http://www.infocision.com

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    http://www.infocision.com/http://www.infocision.com/
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    Senators Are Taking Notice

    Dont Be Taken In by Bogus Charities Senator Blumenthal;

    www.blumenthal.senate.gov/blog/dont-be-taken-in-

    by-bogus-charities; May 25, 2012.

    Be aware when making donations

    Veterans Support Organization hired paid solicitors to serve

    as volunteers to solicit contributions Several complaints of similar tactics

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    The Senate Committee on Finance RemainsActive

    Baucus, Burr Investigate Nonprofit ForExploit ing Veterans, Taxpayers, Abusing

    Tax-exempt Status

    Senator Richard Burr; Committee On Finance NewsRelease; May 23, 2012.

    Press release discussing whether tax-exempt organizations

    are being used for financial/political gain Letter issued to the Disabled Veterans National Foundation

    requesting revenue information, the fundraising expense and

    other information

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    An Interesting Take on Grant Proposals

    Guarding Against Grant Fraud Barbara Floersch; The NonProfit Times; December 3,

    2012.

    Grant writing is susceptible to fraud

    Policies and procedures should be set in place to protect the

    organizations

    Examples include:

    Having a grant development project leader

    Verify all data presented

    Perform an accuracy ethics review prior to signing

    Monitor consultants timely

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    Fighting the Fiscal Cliff

    Charitable-Deduction Limit Would HurtPoor, Say Nonprofit Leaders

    Doug Donovan; The Chronicle of Philanthropy;

    November 13, 2012.

    Cap on deductions will reduce the amount of donations

    received by nonprofits as the additional tax will be taken from

    their overall donation

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    .and still Fighting the Fiscal Cliff

    In Fine Print of Fiscal Debate, Charit iesUnite to Defend Deductions

    Annie Lowrey; The New York Times; December 5,

    2012. Nonprofits uniting for the tax deduction on donations

    Normally, every nonprofit is focused on its own particular

    mission, whether saving the environment, or helping children,

    or imbuing a greater appreciation for art. For the first time,

    Ive seen the sector coming together. Were like Rip Van

    Winkle waking up and saying, This is not O.K. said Diana

    Aviv, Chief Executive of Independent Sector

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    New Fundraising Initiatives Keep Popping Up

    Organizers launch Giving Tuesday to helpcharities

    Annie Gowen; The Washington Post; November 27, 2012.

    National Day of Giving

    Beyond the consumer focus of Cyber Monday and Black Friday, I

    think people are a little anxious to do something more this holiday

    said Allyson Burs, Vice President of Communication for the

    foundation of AOL founder Steve Case and his wife, J ean Everybody talks about the giving seasonWe thought it would be

    great to give the giving season an opening day said Henry Timms,

    Deputy Executive Director of 92nd Street Y

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    Scrutiny of Cause Related Marketing

    Breast Cancer Awareness Month Criticizedfor Little Pink Lies

    Rick Cohen; Nonprofit Quarterly; October 18, 2012.

    Pink Ribbon campaign may be deceptive as the money raised

    may not actually go to the cause

    Are nonprofits really benefiting more from the cause related

    marketing?

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    Super-PACs & CampaignActivities

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    Super-PAC Spending

    Rove Biggest Super-PAC Loser, Trump SaysWaste of Money

    J ulie Bykowicz & Alison Fitzgerald; Bloomberg L.P.;

    November 8, 2012.

    Are Super-PACs productive?

    How will future donations be impacted?

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    Super-PAC Governance

    Post-Campaign Super-PAC Cash Stil l Flowingto Consultants

    J ulie Bykowicz; Bloomberg L.P.; December 3, 2012.

    Administration vs. Program Expense Ratios for

    some Super-PACs are shockingly high.

    An amazing lack of governance and oversight.

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    Campaign Disclosures

    States Crack Down on CampaigningNonprofits

    Matea Gold & Chris Megerian; Los Angeles Times;

    November 26, 2012.

    Political activities of 501(c)(4) entities are

    drawing scrutiny at the state level. (Amid

    frustration of the Federal reporting rules.)

    Fears of nonprofits participating in campaign

    money laundering.

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    Governance Issues

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    BoardSource Governance Index

    Nonprofit Governance Index 2012 Suggests SomePositive Trends and Continued Concerns

    Philanthropy J ournal Staff Report; Philanthropy Journal;

    October 3, 2012.

    BoardSource Nonprofit Governance Index 2012can

    be obtained via www.Boardsource.org

    Fundraising is singled out as the area where Board

    members perform most poorly.

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    http://www.boardsource.org/http://www.boardsource.org/
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    Governance Factors

    The Role of the Nonprofit Board: FourEssential Factors for Effective Governance

    Alice Korngold; The Huffington Post; September 9,

    2012.

    Achievement

    Accountability

    Ownership

    Oversight

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    Call to Strengthen NFP Oversight

    Improve Oversight of Nonprofits Nicholas P. Carardi; Pittsburgh Post-Gazette; April 8,

    2012.

    Editorial in the wake of the Penn State scandal.

    Questions effectiveness of Boards

    Advocates a Private Attorney General statute

    a charitys stakeholders could sue for

    mismanagement.

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    The University of Maryland

    Legality of University System of MarylandsBig Ten Vote Questioned

    J enna J ohnson; The Washington Post; November 20,2012.

    Concern over state sunshine laws in conjunctionwith decision to leave the ACC.

    Does process kill the offer? University issued a statement on December 7,

    2012 expressing regret about not following thesunshine laws.

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    The University of Virginia

    Anatomy of a Campus Coup Andrew Rice; The New York Times; September 11, 2012.

    Tension over strategic direction of UVA was there

    even a strategy?

    Did the Board listen too much to mid-level

    management (professors)?

    Board composition came under scrutiny. Avoidance of sunshine laws?

    Back-end involvement by former Board members?

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    Dartmouth College

    Leon Black Investing Dartmouth Money StirsEthics Debate

    Gillian Wee; Bloomberg Markets Magazine;J anuary

    7, 2013.

    Basic conflict of interest issue.

    Can safeguards overcome perception?

    But, what if the conflict is profitable?

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    The Corcoran Gallery of Art

    Corcoran Gallery of Art to Remain in HistoricWashington Home

    David Montgomery; The Washington Post; December

    10, 2012.

    Capped a six-month period of public exploration

    about the Corcorans future.

    Public discussion appears to have been fruitful.

    A fascinating story to follow as it unfolded.

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    Disaster Relief

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    Hurricane Sandy Funds

    N.Y. Sandy Fund Scrutinized Laura Nahmias; The Wall Street Journal; December

    9, 2012.

    Use of a state agency to oversee fund distribution and a

    board of political fundraisers Contrary to what other states have done as other states have used large

    nonprofits with disaster relief experience such as United Way

    Approach is problematic because of state regulations thatmust be followed RESULT, delays in aid

    Daniel Borochoff, president of CharityWatch says It isinteresting that they are raising money in direct competitionwith the charities

    Their defense every dollar raised will go to N.Y. citizensrather than cover overhead expenses

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    Contingency Plans in the Wake of Sandy

    Charities Strike Back After SandysKnockdown Punch

    Mark Hrywna; The NonProfitTimes; December 3,

    2012.

    Raised over a $100M for aid within 1 week of the storm

    Contingency plans initiated for relief agencies impacted

    Ex. moving departments to other states, learning from past situations

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    Hurricane Katrinas Impact

    Lessons Learned From Katrina Ann Silverberg Williamson; The NonProfitTimes;

    December 3, 2012.

    The needs of organization may be larger than those currently

    served

    Principles to help maintain balance

    Stick to the mission

    Use all means of communication

    Take care of service providers

    Maintain strong systems for accountability

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    General Scrutiny of ExemptOrganizations

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    Bloombergs Expose

    Tax-Exempt Firm Gets $600 Million ProfitFlying First Class

    David Evans; Bloomberg Markets Magazine;

    November 14, 2012.

    A must-read article for association executives!

    Questions the U.S. practice of allowing

    associations to self-declare exempt status.

    Should royalties be tax-exempt?

    Executive compensation always draws scrutiny!

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    Bloombergs Editorial

    Making Sure Nonprofits Arent All AboutProfit

    Editors; Bloomberg View; November 14, 2012.

    Dovetails off of the Bloombergs various articlesexamining exempt organizations.

    Calls for increased Federal and state

    enforcement of exempt organizations. Interesting discussion of the Tax Reform Act of

    1969s excise tax on the investment income ofprivate foundations.

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    College Athletics

    Football-Ticket Tax Break Helps Colleges GetMillions

    Curtis Eichelberger & Charles Babcock, BloombergL.P.; October 25, 2012.

    Part of the debate over what constitutes acharitable deduction.

    History of the authorizing legislation is a funread.

    Should a colleges television, sponsorship, androyalty revenue be tax exempt?

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    Charities as Fraud Conduits

    Bronx Councilman is Convicted of Fraud andLoses Seat

    Benjamin Weiser; The New York Times;J uly 26,2012.

    Ex-D.C. Council member Harry Thomas Jr.gets 3-year sentence Tim Craig & Mike DeBonis; The Washington Post;

    May 3, 2012

    Both stories involve local officials stealinggovernment money through charities.

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    Thank you for your time!

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    Speaker Biography

    Douglas Boedeker , is a partner within Tate & Tryons Audit andAssurance Services unit and is also actively involved in the Firm's

    exempt organization tax services group. He has more than 20

    years of experience providing an array of audit, tax, and consulting

    services to a variety of nonprofit organizations and employee

    benefit plans. He takes particular pride that his family has

    contained at least one CPA every year since 1923.

    Doug graduated summa cum laude from Susquehanna University

    in Selinsgrove, Pennsylvania with a Bachelor of Science degree in

    accounting while simultaneously completing the coursework for a

    second major in arts administration.

    Known for an enthusiastic and entertaining style, he is a frequentspeaker on a variety of exempt organization audit, accounting, and

    tax issues. Doug is also a coauthor to Guide to the Newest IRS

    Form 990: Interpreting and Complying with the New Tax Reporting

    Requirements for Transparency and Accountability, (published by

    ASAE).

    Doug Boedeker, CPA, CMA

    Audit Partner

    Tate & Tryon

    202-419-5106

    [email protected]

    mailto:[email protected]:[email protected]
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    Speaker Biography

    Katrina Henderson, CPA, is a manager within Tate & TryonsAudit and Assurance Services unit. She has more than 12 years

    of experience providing an array of audit services to a variety of

    nonprofit organizations and employee benefit plans.

    Katrina graduated cum laude from the University of Maryland in

    College Park, Maryland with a Bachelor of Science degree in

    accounting and marketing.

    Katrina Henderson, CPA

    Audit Manager

    Tate & Tryon

    202-419-5121

    [email protected]

    mailto:[email protected]:[email protected]
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    Revisiting Executive CompensationReporting on the Form 990

    January 11, 2013

    Subrina Wood, CPA

    Tax Manger

    Tate & Tryon

    Sara Smith

    Senior Exempt Organization Tax Specialist

    Tate & Tryon

    Speakers:

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    Agenda

    General Overview of CompensationReporting

    Voting members and independence

    Definitions and time periods

    Common paymaster treatment

    Reporting on the Statement of Functional Expenses

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    Agenda

    Schedule J and Compensation Information

    Special Topics

    Accountable plans and Cash Advances

    Severance, non-qualified plans, and equity basedpayments

    Miscellaneous topics

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    Overview

    Board of Directors/Trustees

    Voting members

    Officers - By-laws

    Independence Conflict of interest

    Officers

    Board Officers

    Organization Officers

    DeemedOfficers CEO and CFO

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    Overview

    Key Employee

    Authority broad based or quantified by control overat least 10% of the total assets, expenses, revenue

    or program.

    Salary threshold - $150,000 reportable (W-2 Box 1or5 whichever is higher or 1099 Box 7) compensation

    Must be one of the top 20 employees who satisfy theresponsibility and $150,000 test

    Five Highest Paid

    Salary threshold - $100,000 in reportablecompensation

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    Overview

    Officers, Trustees and Key Employees areseparately reported on Line 5.

    Amount includes salary,pension, and non taxablebenefits

    Fiscal year organizations must provide an additionalcalculations for Line 5.

    Allocation differences of key and officer salaries

    Amounts are based on the fiscal year of organization Amounts will not tie to the totals found in Part VII due

    to the $10,000 exception rules.

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    Overview

    Common paymaster treatment

    Method of allocation between organization is timebased and is only for the reportable compensation.

    Reportable Compensation allocated to relatedorganizations and reported as if paid by thatorganization

    Columns (D) and (E) of Part VII equal the total amount

    of reportable compensation. Column E Other

    compensation is not allocated and does not change.

    Amounts reported in Part V for the number of W-2sfiled is based on the EIN of the organization thatactually filed the W-2s.

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    Schedule J Compensation Information

    Special Topics

    First class travel and travel for companions

    Not business class or bumps to first class

    Any guest or family member not on bona fide businesspurpose

    Health or social clubs dues or initiation fees

    Does not include on premise facilities

    Does not include athletic facilities provided by a school

    Tax indemnifications and gross ups

    Any reimbursement of any tax obligation paid by theorganization.

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    Schedule J Compensation Information

    Special Topics

    Business use of personal residence

    Payment for use of all or any part of a listed personsresidence for any purpose of the organization.

    Discretionary spending accounts

    Any sum of money controlled by a listed personscontrol that is not under an accountable plan, whetheror not used for any personal expense.

    Personal services

    Babysitter, bodyguard, chauffeur, chef, tax preparer,pet sitter, financial planner, lawyer, personal assistant.

    S C f

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    Schedule J Compensation Information

    Expense reimbursements

    Accountable plans require substantiation

    Method is not material: credit card, reimbursement orcash advances are permitted by these plans

    Payments to employees that were not substantiated orallowances for more than spent are compensation

    Directors and trustee are considered employees forpurposes fringe benefits and can be reimbursedsubstantially identically as employees under the plan.

    Outstanding salary advances that are not under anaccountable plan are considered loans and reportedon Schedule L, Part II.

    S h d l J C ti I f ti

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    Schedule J Compensation Information

    Severance payments

    Report if amount paid by reporting or relatedorganization

    Includes payments for wrongful termination ordemotion

    Payments resulting in termination or change ofemployment made under a change-of-control

    Report name, amount and any terms in SupplementalInformation section of Schedule J

    S h d l J C ti I f ti

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    Schedule J Compensation Information

    Participation in supplemental non-qualifiedplans

    Does not include 457(b) plans or split-dollar life

    insurance plans, but does include 457(f) plans.

    All plans that are not generally available to allemployees, but only to highly paid ones

    Disclose name, amount, and description of plan in theSupplemental Information section of Schedule J

    S h d l J C ti I f ti

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    Schedule J Compensation Information

    Participation in equity based plans

    Paid by organization or related organization

    Includes stock, stock options, stock appreciationrights, restricted stock or shadow stock.

    Includes payments determined by reference to equity

    in a partnership, limited liability company, orcorporation

    S h d l J C ti I f ti

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    Schedule J Compensation Information

    Special compensation considerations forpublic charities 501(c)(3) and social welfare501(c)(4) organizations

    Compensation contingent of net earnings or revenue

    Bonuses and non-fixed payments rules

    Contracts and employment agreements

    Initial contract exception and the

    rebuttable presumption procedure

    Mi ll T i

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    Miscellaneous Topics

    Insurance policies

    Form 8925 Report of Employer Owned LifeInsurance Polices

    Only for contracts issued after 8/17/06 and in force atthe end of the tax year

    Insured must be a US citizen or resident

    Answer YES to payment of premium of personal benefitcontract on page 5

    Mi ll T i

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    Miscellaneous Topics

    Payments to Owners of Single Member LLCs

    Form W-9 indicates if the payment is to thecorporation of the individual

    Payments made to the corporation appear onSchedule L, Part IV if over the reporting threshold.

    Consider additional disclosure on Schedule O

    Payments made to the individual are reported on a

    1099-MISC. The amount in Box 7 should be reportedin Part VII

    Mi ll T i

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    Miscellaneous Topics

    Management companies

    Report payments as Independent Contractors in PartVII, Section B

    Check question about delegating control overmanagement duties in Governance and Managementsection YES.

    Report top management or financial person from themanagement company in Part VII with full disclosure

    Leased employees

    Professional employer organization (PEO)

    Reporting is the same as above, if appropriate.

    R f M t i l d W b it

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    Reference Material and Website

    Interpreting and Complyingwith the New Tax ReportingRequirements forTransparency and

    AccountabilityBy:

    Charles F. Tate, CPA

    Deborah G. Kosnett, CPA

    Douglas A. Boedeker, CPA

    Subrina L. Wood, CPA

    Frederick U. Longwood, CPA

    ASAEcenter.org/bookstore

    Speaker Biography

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    Speaker Biography

    Subrina Wood, CPA, is a Tax Manager in the Firms ExemptOrganization Tax department with more than 25 years of exempt-

    organization tax experience. Previously, Ms. Wood worked in the

    tax departments of the Boston offices of KPMG, Mellon Bank, and

    Thompson Reuters.

    Ms. Wood has extensive experience establishing and maintaining

    private foundations and charitable gift strategies, and has worked

    with organizations such as Carnegie Mellon University, Virginia

    Military Institute, and Smith College. In addition, she has

    considerable experience with the following exempt organization

    tax specialty areas: Form 990 reporting; tax reporting for

    nonprofits holding alternative investments; preparing entities for

    electronic filing and payment options; accounting and reporting forspecial events and fundraisers; and handling nonresident alien tax

    issues.

    Ms. Wood has presented on a variety of exempt organization tax

    issues at nonprofit industry conferences such as the AICPA

    National Not-For-Profit Industry Conference and ASAEs Annual

    Association Law Symposium.

    Subrina Wood, CPA

    Tax Manager

    Tate & Tryon

    202-419-5129

    [email protected]

    Speaker Biography

    mailto:[email protected]:[email protected]
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    Speaker Biography

    Sara Smith, is a senior exempt organization tax specialist with theFirm. She has extensive experience in dealing with a variety of

    exempt organization tax areas such as governance policies, nexus

    issues, functional allocation of expenses, non-cash contributions,

    and foreign reporting requirements on the Form 990. Ms. Smith

    also recently published an article in the Firms newsletter titled,

    The Value of Good Governance Policies, in which she discusses

    the importance of establishing good governance policies and how

    this information should be disclosed on the Form 990.

    Ms. Smith is involved in the oversight of the tax engagements

    such as American Society of Association Executives (ASAE);

    American Society of Cataract and Refractive Surgery; American

    Association of Justice, American Association of Universities;Common Cause; Council of Better Business Bureaus;

    Pharmaceutical Research & Manufacturers of America; United

    States Capitol Historical Society; and Washington DC Economic

    Partnership.

    Sara Smith

    Senior Exempt Organization

    Tax Specialist

    Tate & Tryon

    [email protected]

    mailto:[email protected]:[email protected]
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    Form 990 (2012) Page 5

    Part V Statements Regarding Other IRS Filings and Tax Compliance

    Check if Schedule O contains a response to any question in this Part V . . . . . . . . . . . . . .Yes No

    1a Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable . . . . 1a

    b Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable . . . . 1b

    c Did the organization comply with backup withholding rules for reportable payments to vendors andreportable gaming (gambling) winnings to prize winners? . . . . . . . . . . . . . . . . . 1c

    2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax

    Statements, filed for the calendar year ending with or within the year covered by this return 2a

    b If at least one is reported on line 2a, did the organization file all required federal employment tax returns? . 2b

    Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (seeinstructions) . .3a Did the organization have unrelated business gross income of $1,000 or more during the year? . . . . 3a

    b If Yes, has it filed a Form 990-T for this year? I f No, provide an explanation in Schedule O . . . . . 3b

    4a At any time during the calendar year, did the organization have an interest in, or a signature or other authority

    over, a financial account in a foreign country (such as a bank account, securities account, or other financialaccount)? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4a

    b If Yes, enter the name of the foreign country: a

    See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.

    5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . . . 5a

    b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? 5bc If Yes to line 5a or 5b, did the organization file Form 8886-T? . . . . . . . . . . . . . . . 5c

    6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the

    organization solicit any contributions that were not tax deductible as charitable contributions? . . . . . 6a

    b If Yes, did the organization include with every solicitation an express statement that such contributions orgifts were not tax deductible? . . . . . . . . . . . . . . . . . . . . . . . . . . 6b

    7 Organizations that may receive deductible contributions under section 170(c).a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods

    and services provided to the payor? . . . . . . . . . . . . . . . . . . . . . . . . 7a

    b If Yes, did the organization notify the donor of the value of the goods or services provided? . . . . . 7bc Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was

    required to file Form 8282? . . . . . . . . . . . . . . . . . . . . . . . . . . . 7c

    d If Yes, indicate the number of Forms 8282 filed during the year . . . . . . . . 7d

    e Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? 7ef Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? . 7f

    If th i ti i d t ib ti f lifi d i t ll t l t did th i ti fil F 8899 i d? 7

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    Form 990 (2012) Page 6

    Part VI Governance, Management, and Disclosure For each Yes response to lines 2 through 7b below, and for a No

    response to line 8a, 8b, or 10b below, describe the circumstances, processes, or changes inSchedule O. See instructions.

    Check if Schedule O contains a response to any question in this Part VI . . . . . . . . . . . . . .Section A. Governing Body and Management

    Yes No

    1a Enter the number of voting members of the governing body at the end of the tax year . . 1aIf there are material differences in voting rights among members of the governing body, orif the governing body delegated broad authority to an executive committee or similarcommittee, explain in Schedule O.

    b Enter the number of voting members included in line 1a, above, who are independent . 1b2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with

    any other officer, director, trustee, or key employee? . . . . . . . . . . . . . . . . . . 23 Did the organization delegate control over management duties customarily performed by or under the direct

    supervision of officers, directors, or trustees, or key employees to a management company or other person? . 3

    4 Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? 45 Did the organization become aware during the year of a significant diversion of the organizations assets? . 5

    6 Did the organization have members or stockholders? . . . . . . . . . . . . . . . . . . 67a Did the organization have members, stockholders, or other persons who had the power to elect or appoint

    one or more members of the governing body? . . . . . . . . . . . . . . . . . . . . 7a

    b Are any governance decisions of the organization reserved to (or subject to approval by) members,stockholders, or persons other than the governing body? . . . . . . . . . . . . . . . . . 7b

    8 Did the organization contemporaneously document the meetings held or written actions undertaken duringthe year by the following:

    a The governing body? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8ab Each committee with authority to act on behalf of the governing body? . . . . . . . . . . . . 8b

    9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached atthe organizations mailing address? If Yes, provide the names and addresses in Schedule O . . . . . 9

    Section B. Policies (This Section B requests information about policies not required by the InternalRevenue Code.)Yes No

    10a Did the organization have local chapters, branches, or affiliates? . . . . . . . . . . . . . . 10ab If Yes, did the organization have written policies and procedures governing the activities of such chapters,

    affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? 10b

    11a Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? 11ab Describe in Schedule O the process, if any, used by the organization to review this Form 990.

    12 Did th i ti h itt fli t f i t t li ? If N t li 13 12

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    Form 990 (2012) Page 7

    Part VII Compensation of Officers, Directors, Trustees, Key Employees, Highest Compensated Employees, and

    Independent Contractors

    Check if Schedule O contains a response to any question in this Part VII . . . . . . . . . . . . . .

    Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees

    1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the

    organizations tax year. List all of the organizations current officers, directors, trustees (whether individuals or organizations), regardless of amount of

    compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

    List all of the organizations current key employees, if any. See instructions for definition of key employee.

    List the organizations five current highest compensated employees (other than an officer, director, trustee, or key employee)who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from theorganization and any related organizations.

    List all of the organizations former officers, key employees, and highest compensated employees who received more than$100,000 of reportable compensation from the organization and any related organizations.

    List all of the organizations former directors or trustees that received, in the capacity as a former director or trustee of theorganization, more than $10,000 of reportable compensation from the organization and any related organizations.

    List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highestcompensated employees; and former such persons.

    Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.

    (A)

    Name and Title

    (B)

    Averagehours per

    week (list anyhours forrelated

    organizationsbelow dotted

    line)

    (C)

    Position(do not check more than onebox, unless person is both anofficer and a director/trustee)

    Individualtrustee

    ordirector

    Institutionaltrustee

    Officer

    Keyemployee

    Highestcompensated

    employee

    Former

    (D)

    Reportablecompensation

    fromthe

    organization(W-2/1099-MISC)

    (E)

    Reportablecompensation from

    relatedorganizations

    (W-2/1099-MISC)

    (F)

    Estimatedamount of

    othercompensation

    from theorganizationand related

    organizations

    (1)

    (2)

    (3)

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    Form 990 (2012) Page 8

    Part VII Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)

    (A)

    Name and title

    (B)

    Averagehours per

    week (list any

    hours forrelated

    organizationsbelow dotted

    line)

    (C)

    Position(do not check more than onebox, unless person is both anofficer and a director/trustee)

    Individualtrustee

    ordirector

    Institutionaltrustee

    Officer

    Keyemployee

    Highestcompensated

    employee

    Former

    (D)

    Reportablecompensation

    from

    theorganization

    (W-2/1099-MISC)

    (E)

    Reportablecompensationfrom

    related

    organizations(W-2/1099-MISC)

    (F)

    Estimatedamount of

    other

    compensationfrom the

    organizationand related

    organizations

    (15)

    (16)

    (17)

    (18)

    (19)

    (20)

    (21)

    (22)

    (23)

    (24)

    (25)

    1b Sub-total . . . . . . . . . . . . . . . . . . . . . a

    T t l f ti ti h t t P t VII S ti A a

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    Form 990 (2012) Page 9

    Part VIII Statement of Revenue

    Check if Schedule O contains a response to any question in this Part VIII. . . . . . . . . . . . . . . .

    Contributions,

    Gifts,

    Grants

    andOtherSimilarAmounts

    (A)Total revenue

    (B)Related or

    exemptfunctionrevenue

    (C)Unrelatedbusinessrevenue

    (D)Revenue

    excluded from taxunder sections

    512, 513, or 514

    1a Federated campaigns . . . 1ab Membership dues . . . . 1b

    c Fundraising events . . . . 1c

    d Related organizations . . . 1d

    e Government grants (contributions) 1e

    f All other contributions, gifts, grants,

    and similar amounts not included above 1f

    g Noncash contributions included in lines 1a-1f: $

    h Total.Add lines 1a1f . . . . . . . . . a

    ProgramS

    erviceRevenue

    Business Code 2a

    b

    c

    d

    e

    f All other program service revenue .g Total.Add lines 2a2f . . . . . . . . . a

    3 Investment income (including dividends, interest,

    and other similar amounts) . . . . . . . a4 Income from investment of tax-exempt bond proceedsa

    5 Royalties . . . . . . . . . . . . . a

    6a Gross rents . .

    (i) Real (ii) Personal

    b Less: rental expenses

    c Rental income or (loss)

    d Net rental income or (loss) . . . . . . . a

    7a Gross amount from sales of

    assets other than inventory

    (i) Securities (ii) Other

    b Less: cost or other basis

    and sales expenses

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    Form 990 (2012) Page 10

    Part IX Statement of Functional ExpensesSection 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).

    Check if Schedule O contains a response to any question in this Part IX . . . . . . . . . . . . . .Do not include amounts reported on lines 6b, 7b,8b, 9b, and 10b of Part VIII.

    (A)Total expenses

    (B)Program service

    expenses

    (C)Management andgeneral expenses

    (D)Fundraisingexpenses

    1 Grants and other assistance to governments andorganizations in the United States. See Part IV, line 21

    2 Grants and other assistance to individuals inthe United States. See Part IV, line 22 . . .

    3 Grants and other assistance to governments,organizations, and individuals outside theUnited States. See Part IV, lines 15 and 16 . .

    4 Benefits paid to or for members . . . .5 Compensation of current officers, directors,

    trustees, and key employees . . . . .6 Compensation not included above, to disqualified

    persons (as defined under section 4958(f)(1)) andpersons described in section 4958(c)(3)(B) . .

    7 Other salaries and wages . . . . . .8 Pension plan accruals and contributions (include

    section 401(k) and 403(b) employer contributions)

    9 Other employee benefits . . . . . . .

    10 Payroll taxes . . . . . . . . . . .

    11 Fees for services (non-employees):a Management . . . . . . . . . .

    b Legal . . . . . . . . . . . . .

    c Accounting . . . . . . . . . . .

    d Lobbying . . . . . . . . . . . .

    e Professional fundraising services. See Part IV, line 17

    f Investment management fees . . . . .

    g Other. (If line 11g amount exceeds 10% of line 25, column

    (A) amount, list line 11g expenses on Schedule O.) . .

    12 Advertising and promotion . . . . . .13 Office expenses . . . . . . . . .

    14 I f ti t h l

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    SCHEDULE J(Form 990)

    Department of the TreasuryInternal Revenue Service

    Compensation InformationFor certain Officers, Directors, Trustees, Key Employees, and Highest

    Compensated EmployeesaComplete if the organization answered "Yes" to Form 990,

    Part IV, line 23.aAttach to Form 990. aSee separate instructions.

    OMB No. 1545-0047

    2012Open to Public

    InspectionName of the organization Employer identification number

    Part I Questions Regarding CompensationYes No

    1a Check the appropriate box(es) if the organization provided any of the following to or for a person listed in Form

    990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

    First-class or charter travel Housing allowance or residence for personal use

    Travel for companions Payments for business use of personal residence

    Tax indemnification and gross-up payments Health or social club dues or initiation fees

    Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

    b If any of the boxes on line 1a are checked, did the organization follow a written policy regarding payment

    or reimbursement or provision of all of the expenses described above? If No, complete Part III to

    explain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1b

    2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers,

    directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? . . . . . 2

    3 Indicate which, if any, of the following the filing organization used to establish the compensation of the

    organizations CEO/Executive Director. Check all that apply. Do not check any boxes for methods used by arelated organization to establish compensation of the CEO/Executive Director, but explain in Part III.

    Compensation committee Written employment contract

    Independent compensation consultant Compensation survey or study

    Form 990 of other organizations Approval by the board or compensation committee

    4 During the year, did any person listed in Form 990, Part VII, Section A, line 1a, with respect to the filing

    organization or a related organization:

    a Receive a severance payment or change-of-control payment? . . . . . . . . . . . . . . . 4a

    b Participate in, or receive payment from, a supplemental nonqualified retirement plan? . . . . . . . 4bc Participate in, or receive payment from, an equity-based compensation arrangement? . . . . . . . 4c

    If Y t f li 4 li t th d id th li bl t f h it i P t III

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    Schedule J (Form 990) 2012

    Part II Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if add

    For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from rela

    instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.

    Note. The sum of columns (B)(i)(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D(B) Breakdown of W-2 and/or 1099-MISC compensation

    (A) Name and Title (i) Basecompensation

    (ii) Bonus & incentivecompensation

    (iii) Otherreportable

    compensation

    (C) Retirement and

    other deferredcompensation

    (D) Nontaxable

    benefits

    (E

    1

    (i)

    (ii)

    2

    (i)

    (ii)

    3

    (i)

    (ii)

    4(i)

    (ii)

    5

    (i)

    (ii)

    6

    (i)

    (ii)

    7

    (i)

    (ii)

    8

    (i)

    (ii)

    9

    (i)

    (ii)

    10

    (i)

    (ii)

    11

    (i)

    (ii)

    12

    (i)

    (ii)

    13

    (i)

    (ii)

    (i)

    3 . 2

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    Page

    3

    criptionsrequ

    ire

    dfor

    Part

    I,lines

    1a,

    1b

    ,3

    ,4a,

    4b

    ,4c

    ,5a,

    5b

    ,6a,

    6b

    ,7

    ,and

    8,

    an

    dfor

    Part

    II.

    ScheduleJ(Form9

    90)2012

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    Accounting & Audit Update LookingBack at 2012

    January 11, 2013

    J effrey Stefan, CPA

    Audit Partner

    Tate & Tryon

    Rich Banner, CPA

    Senior Audit Manager

    Tate & Tryon

    Speakers:

    Agenda

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    Agenda

    Not-for-Profit Advisory Committee

    Accounting Standards Update

    Clarity Project

    FASB Not-for-Profit Advisory Committee

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    FASB Not-for-Profit Advisory Committee

    Established in 2009 to be a resource for theFASB in obtaining input from the NFP sectoron existing guidance, current and proposedtechnical agenda projects, and longer-term

    issues affecting NFPs.

    In 2011, the NAC began a standard-settingproject to reexamine the existing standards

    for financial statement presentation by NFPs.The project has three goals:

    Not-for-Profit Advisory Committee cont

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    Not for Profit Advisory Committee cont.

    1. Improve the current net asset classificationscheme.

    2. Improve statements of activities and cash

    flows to more clearly communicate financialperformance.

    3. Review existing NFP-specific disclosurerequirements to improve relevance andunderstandability.

    In May 2012, the NAC recommendations toFASB.

    Not-for-Profit Advisory Committee cont

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    Not for Profit Advisory Committee cont.

    Revising the net asset classification to have onlytwo general net asset classes:

    1. Donor-restricted

    2. Other net assets

    NAC believes that the distinction betweentemporarily and permanently restricted netassets has outlived its usefulness.

    Net Asset recommendations

    Not-for-Profit Advisory Committee cont

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    Not for Profit Advisory Committee cont.

    Prefers the termOther Net Assets rather thanUnrestricted. The termUnrestrictedcan confuse

    and perhaps mislead stakeholders to believethat those net assets are without anyrestrictions. They can be subject to limitationsthat result from laws, regulations, debt

    covenants, and other contractual restrictions.

    Focus on liquidity of net assets.

    Net Asset recommendations cont.

    Not-for-Profit Advisory Committee cont

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    Not for Profit Advisory Committee cont.

    Supports requiring presentation of an operatingmeasure in the statement of activities.

    Suggested the FASB consider extending therequirement of a statement of functionalexpenses for all NFPs except those with aninsignificant percentage of revenue fromcontributions. Currently only required for VH&Worganizations.

    Presentation recommendations

    Not-for-Profit Advisory Committee cont

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    Not for Profit Advisory Committee cont.

    Highlights the need for cross-referencing the fairvalue disclosures with the endowment

    disclosures to provide clarity about the extent towhich investments represent restricted netassets and restricted asset.

    Wants to better depict financial risks throughdisclosure requirement.

    Notes to f inancial statements recommendations

    Not-for-Profit Advisory Committee cont.

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    Not for Profit Advisory Committee cont.

    Recommends a management commentary thatis presented as supplemental information placed

    before the financial statements and notes. (Seehandout)

    The NAC staff projects that a final statementshould be issued in 2014.

    Communications other than financial statements

    Lease Accounting Changes (again)

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    Lease Accounting Changes (again)

    Right of Use ModelControl of the use of the leased asset

    ROU asset

    Consumption of ROU Asset

    Significant portion of ROU asset

    Other than property

    Amortization expense and interest expense

    Insignificant portion of ROU asset

    Property (land and/or buildings)

    Lease expense

    Lease Accounting Changes

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    Lease Accounting Changes

    Schedule for the Proposed New StandardSecond Exposure Draft

    due in the first quarter of 2013

    After Exposure Draft

    Consultations and outreach

    Final Standard Released

    TBD

    Intangibles Topic 350 (ASU 2012-2)

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    Intangibles Topic 350 (ASU 2012 2)

    Testing Indefinite-Lived Intangible Assets for ImpairmentWhy was the standard changed?

    Cost and complexity of recurring quantitative impairment testing

    What changed?

    Permits assessment of qualitative factors to determine if it is more likelythan not that the asset has been impaired

    Qualitative assessment determines necessity of quantitativeassessment

    What does more likely than not mean?

    Likelihood of more than 50%

    Statement of Cash Flows

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    S a e e o Cas o s

    Donated Securities exposure draft

    If directed for immediate sale, then operatingactivity.

    If donor restricted for long-term purposes,then financing activity.

    Otherwise, investing activity.

    Contributed Services from an Affiliate

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    The proposal in the exposure draft wouldrequire a recipient NFP to recognize in itsstandalone financial statements all personnelservices received from an affil iate that

    directly benefit the recipient NFP. Thoseservices would be measured at the costrecognized by the affil iate for the personnel

    providing those services.

    OMB Update

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    p

    Increase audit threshold to $1,000,000.

    Creation of a new type of audit for auditeesbetween $1M - $3M.

    Change criteria for testing compliancerequirements.

    Making federal agencies more responsible

    for audit follow-up and audit resolution.

    Audit Clarity Project SAS 122

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    y j

    Changes to Auditing Standards 58 AU sections 47 new AU-C sections

    3 withdrawn

    37 redrafted to corresponding SAS

    7 combined into 1 new SAS 11 combined/split into 9 SASs

    AU section numbers changed to converge with ISA numbering

    Effective for audits of periods ending on or after 12/15/2012

    Audit Clarity Project SAS 122 (continued)

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    y j ( )

    Examples of Impact of Selected StandardsAuditor Reports

    Opinion(Basis for qualified, adverse, ordisclaimer)

    Emphasis of Matter Matters appropriately presented or

    disclosed

    Other Matter To understand audit matters

    Headings and Subheadings

    Other auditor reportingresponsibilities

    Managements Responsibilities

    Audit Clarity Project Group Audits

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    y j p

    Special ConsiderationsAudit of Group FinancialStatements (AU 600)

    Acceptance and continuance - group auditor;identify components; preconditions

    Understanding - group; components;component auditors; make reference?

    Materiality decisions and responding to risksof material misstatement

    Other procedures - consolidation process;subsequent events; evaluating evidence

    Communications - with component auditors;

    with group governance and management

    Audit Clarity Project SAS 122

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    y j

    Impact of Selected StandardsGroup Audits

    Understanding ofentity includescomponents

    Extent group auditorwill be able to be

    involved withcomponent auditor

    Decision to make

    reference

    Obtainingmisstatements above

    trivial noted bycomponent auditor

    Communicationsbetween group andcomponent auditor

    increased

    Group auditorsreporting of

    component auditorsMW and SD

    Speaker Biography

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    p g p y

    Jeff Stefan, is the partner in charge of Tate & Tryons auditing practiceand has more than 25 years of experience serving the nonprofit sector.

    In addition to his extensive audit and tax experience, he has provided

    consulting services to organizations such as The World Bank, Public

    Company Accounting Oversight Board, and ASAE & The Center for

    Association Leadership in a variety of areas, including grant

    compliance, merger due diligence, and internal controls. He has also

    been called upon to consult on a variety of complex issues such as fairvalue accounting (FAS 157), accounting for alternative investments

    (FAS 133), split interest agreements, endowment accounting (UPMIFA

    / FSP 117-1), single member limited liability corporations, uncertain tax

    positions (FIN 48), and interest rate swap agreements.

    Mr. Stefan has presented and authored articles on many recent

    accounting and auditing issues including : FASB Staff Position (FSP)FAS 117-1, Endowments of Not-for-Profit Organizations, Educating

    Your Board About Audits, Understanding Statement of Auditing

    Standards (SAS) 103, Audit Documentation, SAS112,

    Communicating Internal Control Matters Identified in an Audit, and A

    Summary of the new Audit Risk Standards. Jeff is a member of the

    American Institute of CPAs (AICPA), the Greater Washington Society

    of CPAs (GWSCPA), and ASAE.

    Jeff Stefan, CPA

    Audit Partner

    Tate & Tryon

    202-419-5104

    [email protected]

    Speaker Biography

    mailto:[email protected]:[email protected]
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    g y

    Rich Banner, CPA, is a senior audit manager with the Firm andhas been working with nonprofits for the past 15 years. Prior to

    joining Tate & Tryon, Mr. Banner was an internal auditor with a

    national labor organization based in Washington, DC.

    Mr. Banner has extensive experience managing and performing

    audits of various types of nonprofit organizations including trade

    and membership associations, related for-profit subsidiaries,charitable organizations, and Section 527(f) political action

    committees. Mr. Banner has experience with a variety of complex

    auditing issues such as Federal awards and OMB A133

    requirements, alternative investments and fair value accounting,

    and bond financing. He also has extensive experience with

    restricted contributions, trade shows, exhibits, and sponsorship

    arrangements.

    Rich Banner, CPA

    Audit Manager

    Tate & Tryon

    202-419-5183

    [email protected]

    mailto:[email protected]:[email protected]
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    10.5%Other

    10.3%Professional

    Examinations

    6.3%Organization &Membership

    Development 4CoPu

    10%Regulation &

    Legislation

    6.6%

    Technical

    9 5%8Ot

    50.7%Membership Dues

    9.8%Publications

    18.7%Professional Development &Member Service Conferences

    9.2%Investment &Other Income

    11.6%ProfessionalExaminations

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    How to Effectively Facilitate theInvestment Manager Selection Process

    January 11, 2013

    Lisa Swatkoski, Investment Consultant

    Vanguard Institutional Advisory Services

    Camille Alexander, CFA, Institutional ConsultingDirector

    Graystone Consulting

    Charles Tate, CPA

    Managing Partner

    Tate & Tryon

    Speakers: Moderator:

    Graystone Consulting a business of Morgan Stanley

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    January 2013

    Introduction to Alternative Investments

    Camille M. Alexander, CFA Institutional Consulting Director

    Graystone Consulting

    12505 Park Potomac Avenue | Suite 420

    Potomac, Maryland 20854

    301-279-6411

    GRAYSTONE CONSULTING

    Introduction to Alternative Investments

    January 2013

    T bl f C

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    SECTION 1 Introduction

    SECTION 2 Hedge Funds

    SECTION 3 Commodities

    SECTION 4 Real Estate

    Table of Contents

    2

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    Section 1Introduction to Alternative Investments

    GRAYSTONE CONSULTING

    Introduction to Alternative Investments

    January 2013

    I t d ti t Alt ti I t t

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    Introduction to Alternative Investments

    What is an Alternative Investment?

    Alternative investments typically utilize traditional investment instruments such as equities and bonds, but

    may approach investing in different ways.

    May involve holding both long and short positions in publicly traded investments as well as holding

    private securities

    May use derivatives or hedging strategies

    Benefits:

    Potential to enhance the risk and/or return characteristics of an investment portfolio as low correlation to

    traditional investments may improve diversification and produce lower portfolio volatility.

    Ability to be more flexible and invest in a wider opportunity set

    Can hedge certain portfolio exposures, reducing concentration risk

    Considerations:

    Long-term investment horizon

    Lack of liquidity and limitations on transferability

    Limited access to performance and investment information

    4

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    Section 2Hedge Funds

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    What Is A Hedge Fund?

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    What Is A Hedge Fund?

    No standard definition term mostly describes the vehicle

    Typically seek an absolute return

    Unlike traditional vehicles which manage relative to a market oriented benchmark

    Primarily invest in publicly traded securities

    Stocks, Bonds, Commodities, Currencies

    Employ return enhancement tools such as leverage and derivatives

    Typically treated as a limited-partnership for US taxable investors, and as a corporation domiciled in a low-tax or

    no-tax jurisdiction for US tax-exempt investors and non-US persons

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    Available Hedge Fund Strategies

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    7

    Available Hedge Fund Strategies

    Strategy Definition Sources of Value

    Equity Market Neutral Equal-weighted long and short equity portfolioswith similar risk characteristics Relative changes in value of long and shortportfolios

    Arbitrage Typically a two-sided strategy involving

    purchase and sale of related securities.

    Depending on strategy, includes equity,

    convertible, and bond instruments

    Mispricing of related securities

    Distressed Investing in securities that have been or areexpected to be affected by a situation such as

    bankruptcy, distressed sale, or reorganization

    Value appreciation as companies arerestructured

    Global Macro Leveraged, directional investing in global

    currency, equity, bond, and commodity markets

    Directional price movements

    Long/Short Equity Long and short equity investments generallywith a long bias

    Directional price movements

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    January 2013

    Potential Advantages of Hedge Fund Investing

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    Alpha

    Skill-based returns

    Seek absolutereturns

    May exceed returns generated from risky asset exposures

    Controlled beta exposure

    Hedge fund beta tends to come from relative value properties rather than the market properties that are

    contained in asset classes themselves, resulting in lower correlations in relation to traditional asset classes.

    Hedge fund managers tend to manage direct market exposures whereas fully invested strategies attempt

    to track market risk and manage returns.

    Use risk management techniques to help reduce volatility

    Important note: Lower beta exposure tends to outperform during declining markets

    Dynamic beta exposure

    Hedge fund managers may increase risk exposures to increase market participation while still managing

    downside risks.

    Evaluate risk/reward opportunistically

    Potential Advantages of Hedge Fund Investing

    8

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    January 2013

    Hedge Fund Managers Generally Have Increased Investment Flexibility

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    9

    Hedge Fund Managers Generally Have Increased Investment Flexibility

    Hedge Fund Managers Traditional Money Managers

    Have the flexibility to invest opportunistically where they seevalue May be constrained to invest in certain pre-defined markets

    Can short-sell securities they believe will fall in value and

    thereby may profit from declining markets

    Face limits on short-selling and may be required to be invested even if

    they believe markets are in a declining trend

    Can use derivatives and leverage to hedge or magnify returns Are limited in their use of derivatives and leverage

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    January 2013

    Risk and Return Diversification Benefits from Broadening the Opportunity Set

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    Risk and Return Diversification Benefits from Broadening the Opportunity Set

    10

    GRAYSTONE CONSULTING

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    January 2013

    Liquidity Characteristics Vary

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    Liquidity Characteristics Vary

    Bonds

    Equities

    Managed Futures

    Private Equity

    Real Estate

    Convertible Arbitrage

    Fixed Income Arbitrage

    Statistical Arbitrage

    Equity Market Neutral

    Long/Short Equity

    Global Macro

    Merger Arbitrage

    Distressed Debt

    Liquid Illiquid

    11

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    Introduction to Alternative Investments

    January 2013

    Despite Attraction Hedge Funds Have Unique Risks

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    12

    Despite Attraction, Hedge Funds Have Unique Risks

    Risk Description

    Valuation Risk Certain alternative investment funds trade in esoteric or illiquid securities. In normalmarkets, it is sometimes difficult to price these instruments, causing managers to

    estimate market values.

    Specialized Trading Special investment techniques such as leveraging, short-selling and investing in

    derivatives, including options and futures, require unique skills and are associated with

    additional risk.

    Manager Risk In alternative investment strategies, idiosyncratic risk is much greater than traditional

    investments which derive more of their return from market direction than from

    manager strategy and/or decision .

    Liquidity Risk Investments in Hedge Funds are not readily marketable and often entail lock-up

    periods.

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    January 2013

    Some Hedge Fund Myths

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    13

    Some Hedge Fund Myths

    Myths Facts

    Hedge funds are a new investment product Hedge funds have been around since the late 1940s.

    Hedge funds are risky Different hedge fund strategies have widely different risk characteristics that can be

    diversified.

    Hedge funds are unregulated Hedge funds are regulated, however, regulation differs with respect to other forms of

    investing as it relates to disclosure requirements and reporting. Most hedge fundsare registered with the Securities Exchange Commission, and pending legislation may

    cause all remaining funds to register.

    Hedge funds generate strong returns in all

    market conditions

    Different hedge fund strategies are exposed to different risk factors, such as market

    risk, mergers and acquisitions activity, credit spreads, and volatility.

    Hedge funds are always hedged Not all hedge funds are hedged. However, some funds are always hedged againstmarket risk.

    Hedge funds do not invest, they trade The range of hedge funds varies from extremely short-term (trading) to extremely

    long term (distressed securities).

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    Section 3Commodities

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    Two Broad Groups of Commodities

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    Two Broad Groups of Commodities

    15

    The first is characterized by its relatively fixed supply and low degree of perishability and includes:

    Energy (such as crude oil, heating oil, natural gas and unleaded gasoline)

    Base metals (such as copper, aluminum, lead, nickel, zinc and tin)

    Precious metals (such as gold, silver, platinum, palladium and rhodium)

    The second may be characterized as perishable, consumable and affected by weather and includes:

    Grains(such as corn, soybeans and wheat)

    Softs (such as coffee, sugar, cocoa, orange juice and cotton)

    Livestock (such as live cattle, feeder cattle and lean hogs).

    Spot market indices also track the prices of basic materials such as scrap metals; selected textiles and fibers,

    fats, oils and foodstuffs; and raw industrials.

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    Choices for Investing in Commodities

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    Physical form

    Returns determined by the commoditys upward or downward price movements, less any applicable

    storage, financing, insurance and other costs.

    Collateralized commodity futures

    Returns are determined by:

    the price performance of the underlying commodity

    the return derived from the continuous rolling of near-term commodity contracts into more deferred

    lower-priced contracts or higher-priced contracts

    the interest earned from the investment of any excess margin collateral used to secure the overall

    unleveraged futures position.

    Regulated Commodity Trading Advisors (CTAs)

    Employ highly leveraged, trend-focused high-turnover trading strategies in commodity futures markets and

    in financial futures involving currencies, interest rates and stock indexes.

    Exchange-traded funds (ETFs), exchange-traded notes (ETNs), and commodity mutual funds may also be used to

    provide exposure to commodities.

    Choices for Investing in Commodities

    16

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    January 2013

    Advantages and Disadvantages of Commodities Investing

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    17

    g g g

    Advantages Disadvantages

    Tend to lower the overall volatility of a portfolio by functioning as a

    diversifying, countercyclical asset relative to many other asset

    classes.

    May involve leverage in the form of futures and/or be commission-

    turnover- and fee-intensive investment vehicles, many of which

    tend to be tax-inefficient.

    In their original form and/or after some form of processing,

    commodities offer intrinsic utility to fulfill basic human needs.

    Commodities price trends may often reflect a magnified degree of

    exposure to upward or downward movements in the global

    economy.

    May serve as an effective hedge against inflation, generallypreceding upward moves in consumer prices by 9 to 12 months.

    Commodities borrowing and lending activity may exacerbatesupply-demand imbalances and exaggerate price movements.

    Returns generally have negative correlations with US equity, bonds,

    cash, high-yield bonds, real estate and emerging markets debt and

    equity. Modestly positive correlations with non-US equity and

    bonds, hedge funds, private equity and inflation-indexed bonds.

    Although producer prices, consumer prices and commodity futures

    prices tend to move upward together during periods of

    accelerating inflation, they do not necessarily move together

    during periods of disinflation.

    Different kinds of commodities tend to be subject to different kinds

    of economic influences and may have low correlations with each

    other.

    Sometimes viewed as illiquid, volatile assets that exhibit intense

    and somewhat transient price movements in response to

    economic or other developments.

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    Section 4Real Estate

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    January 2013

    Broad Groups of Real Estate

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    Real Estate (Commercial and Residential)

    Real estate is a traditional asset that is perceived to offer significant inflation protection.

    Private real estate has a positive correlation with inflation

    REITs have sometimes demonstrated negative correlation in inflationary environments when

    inflation is relatively high and rising. Conversely, during quarters when inflation was lower than

    average, REITs substantially outperformed other inflation hedges, TIPS, commodities as well as the

    S&P 500.

    Real estate is likely to offer its best performance during a time of rising inflation from low and moderate

    absolute levels or high and persistent inflation. Income returns do not seem to have a positive correlation

    with inflation, whereas capital returns are positively correlated with inflation in some countries.

    Timber

    Farmland

    19

    p

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    Access to the Real Estate Markets

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    Public securities markets exposure to real estate and other real assets is available through direct or mutual fund

    investment in:

    REITs dedicated to the apartment, office/industrial, hotel, retail, and other sectors in the US, Europe and

    Asia

    Non-REIT real estate operating companies

    Equities with significant real estate assets, in the hotels, gaming, and healthcare industries

    Real estate-related companies such as homebuilders, construction firms and title insurers

    The non-public markets for US and non-US real estate and other real assets are many times larger than the publicmarkets and include leveraged or unleveraged exposure to:

    Owner occupied residential homes, second homes, single-family rental properties, and smaller commercial

    assets

    Outright ownership of real estate properties, participation in real estate opportunity funds, core funds, and

    other types of funds that focus on underperforming assets, or co-investment with partnership sponsors

    Farmland, forestry and timber, and oil and gas properties

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    Advantages and Disadvantages of Real Estate Investing

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    21

    Advantages Disadvantages

    Can possess important defensive characteristics. Increasing cash

    flows may also allow real estate to prosper in favorable economic

    and demographic environments.

    May not be a good investment in credit constrained,

    disinflationary, or deflationary global, national or local economic

    environments.

    May have low correlations of returns with US and developed non-

    US equities, and slightly negative correlations of returns with US

    and non-US bonds, high yield bonds, and emerging markets equity.

    May at times, be subject to feast-or-famine prices and returns,

    with substantial divergences between property prices and

    replacement values; and share prices and per share net asset

    values.

    A tangible asset whose supply is reasonably fixed and whose

    income generating ability and/or capital values respond to such

    forces as employment trends, immigration, new household

    formation and long-term inflation.

    Often not divisible and are characterized by illiquidity, high

    transactions costs, lengthy time periods to effect the sale or

    purchase of a property, and significant price discounts associated

    with distressed sales.

    Standard deviation of real estate returns tends to be lower than

    the standard deviation of equity returns, and for REITs, tends to be

    higher than the standard deviation of bond returns.

    May be expensive and/or complicated to locate, research, value,

    finance, maintain, manage, lease, pay taxes on, recapitalize,

    improve, transfer, calculate returns and identify exit strategies.

    Skilled participants may be able to identify and capture value

    through understanding the structure and potential of specific

    properties, financial and operating expertise, market knowledge

    and access to relationships.

    May be subject to a number of special considerations, including

    bubble-like price movements, environmental laws and claims

    relating to the property itself or its building materials,

    depreciation, depletion or obsolescence, and the quality of funds

    from operations (FFO).

    GRAYSTONE CONSULTING

    Introduction to Alternative Investments

    January 2013

    Disclaimers

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    This document is confidential and solely for the use of Graystone Consulting and the clients of Graystone Consulting to whom it has

    been delivered. By accepting delivery of this presentation, each recipient undertakes not to reproduce or distribute this presentation in

    whole or in part, nor to disclose any of its contents (except to its professional advisers), without the prior written consent of GraystoneConsulting .

    The sole purpose of this document is to inform, and it is not intended to be an offer or solicitation to purchase or sell any security,

    other investment or service. Investments mentioned in this document may not be suitable for all investors. Before making any

    investment, each investor should carefully consider the risks associated with the investment and make a determination based upon the

    investor's own particular circumstances, that the investment is consistent with the investor's investment objectives. Although

    information in this document has been obtained from sources believed to be reliable, Graystone Consulting and its affiliates do not

    guarantee its accuracy or completeness and accept no liability for any direct or consequential losses arising from its use.

    Although the statements of fact and data in this presentation have been obtained from, and are based upon, sources that the Firm

    believes to be reliable, we do not guarantee their accuracy, and any such information may be incomplete or condensed, and is subject

    to change without notice. This presentation is for informational purposes only and is not intended as an offer or solicitation with

    respect to the purchase or sale of any security.

    Graystone Consulting and its affiliates do not provide tax or legal advice. To the extent that this material or any attachment concerns

    tax matters, it is not intended to be used and cannot be used by a taxpayer for the purpose of avoiding penalties that may be imposed

    by law. Any such taxpayer should seek advice based on the taxpayer's particular circumstances from an independent tax advisor.

    2011 Morgan Stanley Smith Barney LLC. Member SIPC. Graystone Consulting is a business of Morgan Stanley Smith Barney LLC.

    22

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    Graystone Consulting

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    summary

    Investment Policy Statements

    for Nonprofi t Organizationsa template for prudent investment decisions

    online report

    As a nonprofit trustee, keeping your or-

    ganizations portolio on track through

    the markets ups and downs can be a

    challenging proposition. To help withthis process, many institutions benefit

    Through their philanthropic e-orts, oundations rom Maineto Maui have been making a lasting

    impact on their region, nation and

    the world. Taking on the responsibil-ity or a nonprofit organization, such

    the Association o Small Foundations

    ound that more than a third (34%) o

    its members surveyed were operating

    without a ormal written investment

    policy.

    1

    the importance of

    C P

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    Define strategic and tactical asset

    allocation strategies

    Guide the evaluation and selection

    o investment managers and advi-

    sors

    Discourage random or emotional

    investment decisions inconsistent

    with prudent management prin-

    ciples

    Promote long-term investment

    decision-making

    Provide written documentation

    against allegations o fiduciary

    imprudence.

    Studies have illustrated that non-

    profit fiduciaries and directors do

    indeed spend a significant amount o

    time (21.5%) during board meetings

    on investment oversight and that they

    review their investment perormance

    on average our times per year.2 Writ-

    ten investment policy statements pro-

    vide committees and board members

    with the structure to conduct these

    regular discussions.

    whats in the investmentpolicy statement?

    Typical investment policy state-

    ment eatures may include: Investment objectives o the insti-

    Perormance benchmarks

    How endowment earnings or

    returns relate to spending policy

    The degree o risk permitted in the

    investment portolio

    Portolio rebalancing strategies

    and requency o rebalancing

    Considerations relevant to the hir-

    ing, retaining and firing o invest-

    ment managers

    Use o social investing criteria and/

    or mission-related investing and

    related investment restrictions

    Endowment sustainability as an

    influence on investment decision

    making

    The degree o liquidity required in

    the investment portolio

    Definitions o roles and responsi-

    bilities o members involved in the

    investment process

    Frequency o investment policy

    statement review

    The ollowing sections describe

    some common components o an

    investment policy statement in more

    detail.

    statement of purpose

    The statement o purpose shoulddefine your entity, its mission and

    Define and assign the responsibili-

    ties o all involved parties

    Establish a clear understanding o

    the overall investment goals and

    objectives

    Discuss how the investment

    policy statement will meld with

    the spending policy statement

    Establish the relevant investment

    horizon or which the oundations

    assets will be managed

    In general, this section will outline

    your philosophy governing the man-

    agement o assets. It is intended to

    be suf ciently specific to be meaning-

    ul, yet flexible enough to be practical

    and eectively implemented.

    statement of responsibilityYour oundation most likely has

    a board that oversees your mission,

    guides operations, makes invest-

    ment decisions and ensures ethical

    conduct. Members o your govern-

    ing board should be involved with

    the creation o the investment policy

    statement and possess the knowledge

    and experience to make inormed

    investment decisions.

    The statement o responsibilitysection should clearly define who is

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    the delegation o responsibilities to

    investment consultants, investment

    firms and custodians.

    Additional specialists such as

    attorneys, auditors and actuaries

    should have their responsibilities and

    obligations outlined in this section.

    general investmentprinciples and objectives

    In general, this section should

    define liquidity needs, investment

    time horizon, investment restrictions

    and unique circumstances. It should

    include general guidelines or:

    Adherence to prudent investor

    standards

    The overall investment goals o the

    oundation

    Allowable assets including the use

    o alternative investments

    Definition o annual spending

    policy and liquidity requirements

    Asset allocation and diversification

    requirements

    The selection, hiring and monitor-

    ing o investment managers

    General guidelines or investment

    management might cover:

    Preservation o capital Risk aversion

    on certain assets such as fixed income

    investments (e.g., only investment

    grade bonds rated BBB [or equiva-

    lent] or better).

    Some o these stipulations would

    in turn govern the selection o invest-

    ment managers, a process that must

    be based on prudent due diligence

    procedures. These procedures could

    include a review o key qualitative

    actors such as the overall financial

    health o the firm, the depth o its

    portolio management and research

    team, its technological capabilities

    and the strength o its investment

    process. Other key actors could be

    quantitative, such as a review o past

    perormance results and levels o

    investment risk.

    The specific investment guide-

    lines section should also include the

    market benchmarks that will be used

    to evaluate the perormance o each

    asset class, investment style and the

    investment manager responsible or

    each portion.

    sta