2022-11-14T13:52:52-06:00 2021-12-31 861065772 DELOITTE TAX LLP 695 TOWN CENTER DRIVE SUITE 1000 COSTA MESA CA 92626 990 2021-01-01 201588459 TIDES TWO RIVERS FUND TIDE 4155616400 PO BOX 29198 SAN FRANCISCO CA 94129 HOLDEN LEE TREASURER/CFO 4155616400 2022-11-14 1 HOLDEN LEE 999009999 JESSICA KARANTONIS P00969387 7144367100 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z JANIECE EVANS-PAGE PO BOX 29198 SAN FRANCISCO CA 94129 1337806 0 X WWW.TIDES.ORG X 2005 CA TIDES TWO RIVERS FUND ACTS AS A SUPPORTING ORGANIZATION TO TIDES FOUNDATION AND TIDES CENTER. 4 0 0 0 0 0 0 0 1394622 1308316 0 0 7333 29490 1401955 1337806 0 0 0 0 0 0 0 0 0 1085548 1180548 1085548 1180548 316407 157258 10732536 10075480 14682311 13668094 -3949775 -3592614 X THE SPECIFIC PURPOSES OF THIS CORPORATION INCLUDE CHARITABLE AND EDUCATIONAL ACTIVITIES EXCLUSIVELY TO SUPPORT TIDES FOUNDATION AND THE TIDES CENTER, INCLUDING, BUT NOT LIMITED TO, HOLDING AND MANAGING ASSETS TO SUPPORT SUCH ORGANIZATIONS BY (I) PROVIDING ECONOMICALLY, PROGRAMMATICALLY AND ENVIRONMENTALLY SUSTAINABLE WORKPLACE FACILITIES AND VALUE-ADDED SOCIAL, REAL ESTATE AND ADMINISTRATIVE SERVICES TO CHARITABLE ORGANIZATIONS AND RELATED EDUCATIONAL ACTIVITIES, (II) THE MAKING OF GRANTS, DONATIONS, GIFTS AND CONTRIBUTIONS FROM THE NET INCOME OR ASSETS OF THIS CORPORATION, EXCLUSIVELY FOR CHARITABLE, RELIGIOUS, SCIENTIFIC, LITERARY, OR EDUCATIONAL PURPOSES, AND (III) ANY OTHER CHARITABLE AND EDUCATIONAL ACTIVITIES AS SHALL BE DETERMINED BY THE BOARD OF DIRECTORS TO BE APPROPRIATE. 0 0 967072 0 1308316 TIDES TWO RIVERS FUND (TTRF) SERVES ITS EXEMPT FUNCTION BY OPERATING MULTI-TENANT NONPROFIT CENTERS AND PROVIDING VALUE-ADDED SERVICES TO NON-PROFIT TENANTS TO BETTER ALLOW THEM TO ACCOMPLISH THEIR CHARITABLE MISSIONS. TTRF, ALONG WITH THREE OTHER NONPROFIT ORGANIZATIONS, PURCHASED OFFICE CONDOMINIUM SPACE AT 55 EXCHANGE PLACE IN DOWNTOWN MANHATTAN IN NEW YORK CITY. IN ITS CONDOMINIUM UNIT, TTRF CREATED A GREEN NON-PROFIT CENTER, CALLED TIDES CONVERGE NEW YORK (FORMERLY THE THOREAU CENTER FOR SUSTAINABILITY), WHICH IT CONTINUES TO OPERATE. THIS FACILITY IS AIMED AT PRESERVING NON-PROFIT TENANCY IN LOWER MANHATTAN, AS WELL AS CREATING STABLE, QUALITY WORK SPACE FOR ORGANIZATIONS WORKING FOR HEALTHY COMMUNITIES. TTRF PROVIDES OFFICE SPACE FOR THE INTERNAL OPERATIONS OF TIDES FOUNDATION AND THE TIDES CENTER, AND OTHER NON-PROFITS ALIGNED WITH THEIR MISSION, PROVIDING THESE ORGANIZATIONS WITH STABLE, HIGH-QUALITY WORK SPACE AND OPPORTUNITIES FOR COMMUNITY BUILDING. 967072 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 4 0 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 CA NY X X HOLDEN LEE 4155626400 1012 TORNEY AVENUE SAN FRANCISCO CA 94129 JUDITH HILL TREASURER/CFO - THROUGH 8/2021 2.00 52.00 X X 0 520249 56109 JANIECE EVANS-PAGE CHAIR/CEO - START 1/2021 2.00 52.00 X X 0 461365 23929 SUNEELA JAIN SECRETARY 2.00 52.00 X X 0 283138 65291 HOLDEN LEE TREASURER/CFO - START 8/2021 2.00 52.00 X X 0 171325 20821 DAVID SCHRAYER DIRECTOR 2.00 52.00 X 0 189614 35409 JENNIFER MARIE LANDIG ASSISTANT SECRETARY 2.00 52.00 X 0 156748 33269 TUTI SCOTT FORMER INT. CEO/DIRECTOR 0.00 40.00 X 0 299601 10023 0 2082040 244851 0 1 1 0 0 RENTAL INCOME 531120 1270976 1270976 TENANT SERVICES 531390 37340 37340 1308316 REFUNDS/REIMBURSEMENTS 900099 29490 29490 29490 1337806 1337806 0 0 127096 127096 7156 7156 15000 15000 45196 45196 35443 35443 300987 300987 180434 180434 355671 355671 39700 39700 BANKING FEES 5634 5634 LICENSES 4007 4007 64224 64224 1180548 967072 213476 0 732971 529107 774 4818 14465314 5150469 9670516 9314845 328275 219327 0 7383 10732536 10075480 83106 95057 40875 5592431 4949584 9006774 8582578 14682311 13668094 X -3949775 -3592614 -3949775 -3592614 10732536 10075480 157258 199903 0 X X 0 1 X 1 0 X X 2 TIDES FOUNDATION 510198509 7 1 0 0 TIDES CENTER 943213100 7 1 0 0 2 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A, PART IV, SECTION A, LINE 6: TIDES TWO RIVERS FUND (TTRF) OPERATES GREEN NONPROFIT CENTERS THAT PROVIDE AFFORDABLE QUALITY WORK AND PROGRAM SPACE FOR TIDES FOUNDATION AND TIDES CENTER AS WELL AS OTHER NONPROFIT, TAX EXEMPT ORGANIZATIONS. CONSISTENT WITH ITS STATUS AS A TYPE I SUPPORTING ORGANIZATION, AS WELL AS ITS ORGANIZATIONAL DOCUMENTS AND APPROVED APPLICATION FOR EXEMPT STATUS, TIDES TWO RIVERS FUND (TTRF) ENGAGES SOLELY IN ACTIVITIES THAT SUPPORT OR BENEFIT ITS SUPPORTED ORGANIZATIONS UNDER THEIR DIRECTION AND CONTROL. 1710828 1710828 11786622 4441776 7344846 874003 614832 259171 93861 93861 0 9314845 NOTES PAYABLE RELATED ORGANIZATIONS 8143119 SECURITY DEPOSITS 81456 PAYABLE - RELATED PARTY 358003 8582578 X PART X, LINE 2: MANAGEMENT EVALUATED TIDES ORGANIZATIONS' TAX POSITIONS AND CONCLUDED THAT THEY HAD MAINTAINED THEIR TAX EXEMPT STATUS AND HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE CONSOLIDATED FINANCIAL STATEMENTS. THEREFORE, NO PROVISION OR LIABILITY FOR INCOME TAXES HAS BEEN INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. 0 0 0 0 0 0 0 0 0 JUDITH HILL TREASURER/CFO - THROUGH 8/2021 0 247507 0 136629 0 136113 0 45500 0 10609 0 576358 0 0 JANIECE EVANS-PAGE CHAIR/CEO - START 1/2021 0 417842 0 13159 0 30364 0 0 0 23929 0 485294 0 0 SUNEELA JAIN SECRETARY 0 268919 0 863 0 13356 0 39000 0 26291 0 348429 0 0 TUTI SCOTT FORMER INT. CEO/DIRECTOR 0 53446 0 216161 0 29994 0 4101 0 5922 0 309624 0 0 DAVID SCHRAYER DIRECTOR 0 178603 0 900 0 10111 0 11232 0 24177 0 225023 0 0 HOLDEN LEE TREASURER/CFO - START 8/2021 0 158139 0 413 0 12773 0 10646 0 10175 0 192146 0 0 JENNIFER MARIE LANDIG ASSISTANT SECRETARY 0 130573 0 14660 0 11515 0 10898 0 22371 0 190017 0 0 PART I, LINE 3 THE ORGANIZATION'S CEO IS COMPENSATED BY TIDES NETWORK, A RELATED ORGANIZATION AND THE CEO'S LEGAL EMPLOYER. THROUGH A COST SHARING ARRANGEMENT, TIDES TWO RIVERS FUND PAYS TIDES NETWORK AN ALLOCATED PORTION OF THE CEO'S TOTAL COMPENSATION. TIDES NETWORK UTILIZES THE FOLLOWING METHODS TO ESTABLISH COMPENSATION FOR THE CEO: INDEPENDENT COMPENSATION CONSULTANT, COMPENSATION SURVEY OR STUDY, AND APPROVAL BY THE HUMAN CAPITAL COMMITTEE OF THE BOARD OF DIRECTORS. A PUBLIC FINANCE AUTHORITY 273866124 000000000 2018-09-20 6156508 REFUND BOND DATED 12/24/2013 0 0 0 A 1377880 6156508 6156508 1 0 1 1 A 0 0 0 0 0 0 1 A 0 1 0 0 1 1 WELLS FARGO BANK 9.800000000000 0 0 0 1 A 1 SCHEDULE K, PART I, COLUMN (E): THE DIFFERENCE BETWEEN THE ISSUE PRICE REPORTED ON SCHEDULE K, PART I, COLUMN (E) AND THE AMOUNT REPORTED ON THE FORM 8038 FILED WITH THE INTERNAL REVENUE SERVICE PERTAINS TO PROCEEDS OF THE TAX-EXEMPT BOND WHICH BENEFITED TIDES, INC., A RELATED TAX-EXEMPT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 2 JENNIFER MARIE LANDIG, JUDITH HILL, HOLDEN LEE, SUNEELA JAIN, TUTI SCOTT, JANIECE EVANS-PAGE AND DAVID SCHRAYER WERE EMPLOYEES OF TIDES NETWORK DURING 2021; JENNIFER MARIE LANDIG, JUDITH HILL, HOLDEN LEE, SUNEELA JAIN, TUTI SCOTT, JANIECE EVANS-PAGE WAS A DIRECTOR OF TIDES NETWORK DURING 2021. FORM 990, PART VI, SECTION A, LINE 6 TIDES TWO RIVERS FUND'S SOLE MEMBER IS TIDES NETWORK, A SECTION 501(C)(3) ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A EACH OF THE DIRECTORS OF THE TIDES TWO RIVERS FUND IS APPOINTED BY THE ORGANIZATION'S SOLE MEMBER, TIDES NETWORK. EACH DIRECTOR OF TIDES NETWORK IS EITHER A DIRECTOR OF TIDES FOUNDATION OR TIDES CENTER, THE SUPPORTED ORGANIZATIONS OF TIDES TWO RIVERS FUND, AND ALL DIRECTORS OF TIDES FOUNDATION AND TIDES CENTER ARE DIRECTORS OF TIDES NETWORK. FORM 990, PART VI, SECTION A, LINE 7B ACTION BY THE BOARD OF DIRECTORS OF TIDES TWO RIVERS FUND (TTRF) ON THE FOLLOWING MATTERS SHALL BE EFFECTIVE ONLY WITH THE CONSENT OF THE BOARD OF DIRECTORS OR EXECUTIVE COMMITTEE OF TIDES NETWORK: (I) ANY CHANGE IN THE FUNDAMENTAL NATURE OR STATED PURPOSES FOR WHICH TTRF IS ORGANIZED, (II) THE ADOPTION OF THE STRATEGIC PLANS FOR TTRF, (III) THE ADOPTION OF THE ANNUAL CAPITAL AND OPERATING BUDGETS FOR TTRF, (IV) BORROWING MONEY FOR CAPITAL OR OPERATING NEEDS OF TTRF OR CUMULATIVE BORROWING IN EXCESS OF $100,000 FOR ANY PURPOSE, (V) ENTERING INTO ANY TRANSACTION IN ANY TRANSACTION INVOLVING AGGREGATE CONSIDERATION OF $1,000,000 OR MORE, (VI) PURCHASE, SALE, LEASE, MORTGAGE, DISPOSITION, OR HYPOTHECATION OF REAL PROPERTY OF TTRF IN ANY TRANSACTION INVOLVING AGGREGATE CONSIDERATION OF $1,000,000 OR MORE, (VII) MERGER, CONSOLIDATION, OR SIMILAR REORGANIZATION OF THE CORPORATE STRUCTURE, OR DISSOLUTION, OF THE TTRF, (VIII) SELECTION OF THE CHIEF EXECUTIVE OFFICER AND THE AUDITORS OF THE TTRF, (IX) AMENDMENT, REPEAL, OR ADOPTION OF THE ARTICLES OF INCORPORATION OR BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY AN INDEPENDENT TAX ACCOUNTANT IN CONJUNCTION WITH THE ORGANIZATION'S FINANCE AND ACCOUNTING DEPARTMENT. THE TREASURER/CFO AND LEGAL COUNSEL REVIEW A DRAFT OF THE FORM 990; ADJUSTMENTS ARE MADE AS NECESSARY. A COMPLETE COPY OF THE FORM 990 IS THEN PROVIDED TO THE MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C ALL COVERED INDIVIDUALS, INCLUDING OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS, ARE REQUIRED TO SUBMIT CONFLICT OF INTEREST DISCLOSURE STATEMENTS AT THE TIME A PERSON BECOMES A COVERED INDIVIDUAL AND ANNUALLY THEREAFTER. THE POLICY REQUIRES COVERED INDIVIDUALS TO PERIODICALLY UPDATE THE CONFLICT OF INTEREST STATEMENT AS MATERIAL FACTS CHANGE, AS WELL AS MAKE VERBAL AND/OR WRITTEN DISCLOSURES OF POTENTIAL CONFLICTS OF INTEREST AS THEY ARISE. AT ANY TIME THAT A POTENTIAL OR ACTUAL CONFLICT OF INTEREST IS IDENTIFIED, DISCLOSURE MUST BE MADE TO THE BOARD OF DIRECTORS, THE APPROPRIATE COMMITTEE OR STAFF DEPENDING ON THE NATURE OF THE POTENTIAL OR ACTUAL CONFLICT. PRIOR TO ACTING ON ANY MATTER WHERE A POTENTIAL OR ACTUAL CONFLICT IS IDENTIFIED WITH RESPECT TO AN OFFICER OR MEMBER OF THE BOARD, THE CONFLICT AND ALL MATERIAL FACTS RELATED TO IT MUST BE FULLY DISCLOSED BY THE COVERED INDIVIDUAL TO THE BOARD PRIOR TO CONSIDERATION OF THE PROPOSED MATTER. IF THE BOARD DETERMINES A CONFLICT OF INTERESTS EXISTS, THE COVERED INDIVIDUAL, IF REQUESTED TO DO SO BY THE CHAIR OF THE BOARD, MAY PROVIDE ADDITIONAL FACTUAL INFORMATION REGARDING THE AFFECTED TRANSACTION, BUT MAY NOT PARTICIPATE IN OR ATTEMPT TO INFLUENCE DELIBERATION AND VOTING. THE COVERED INDIVIDUAL MUST BE EXCUSED FROM THE MEETING PRIOR TO DELIBERATION, AND MAY NOT RETURN UNTIL DELIBERATION AND VOTING ON THE MATTER HAVE BEEN CONCLUDED. THE POLICY PROVIDES FOR SIMILAR PROCEDURES FOR ADVISORY COMMITTEES TO ADDRESS MATTERS THAT ARE DECIDED AT THE ADVISORY COMMITTEE LEVEL. IF QUESTIONS ARISE WITH RESPECT TO THE POLICY OR PROCEDURES FOR DISCLOSING A POTENTIAL OR ACTUAL CONFLICT, THE MATTER MAY BE REFERRED TO HUMAN RESOURCES OR THE LEGAL, COMPLIANCE AND RISK DEPARTMENT FOR REVIEW AND RESOLUTION CONSISTENT WITH THE POLICY. FORM 990, PART VI, SECTION B, LINE 15 THE CEO, OFFICERS, AND KEY EMPLOYEES OF THE ORGANIZATION ARE ALL COMPENSATED BY TIDES NETWORK, A RELATED ORGANIZATION AND SUCH PERSONS' LEGAL EMPLOYER. THROUGH A COST SHARING ARRANGEMENT, TIDES TWO RIVERS FUND PAYS TIDES NETWORK AN ALLOCATED PORTION OF SUCH PERSONS' TOTAL COMPENSATION. AS SUCH, FORM 990, PART VI, SECTION B, LINES 15A AND 15B HAVE BEEN MARKED"NO", AS PROVIDED BY THE FORM 990 INSTRUCTIONS. PLEASE REFERENCE THE DISCLOSURE IN SCHEDULE O OF THE TIDES NETWORK FORM 990 FOR A DISCUSSION REGARDING HOW COMPENSATION IS DETERMINED FOR THESE INDIVIDUALS. FORM 990, PART VI, SECTION C, LINE 19 THE FINANCIAL STATEMENTS ARE PROVIDED ON THE ORGANIZATION'S WEBSITE. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT GENERALLY PROVIDED. FORM 990, PART XII, LINE 2: IN 2021, THERE WERE NO CHANGES TO THE AUDIT COMMITTEE OVERSIGHT OR SELECTION PROCESSES. TIDES FOUNDATION PO BOX 29903 SAN FRANCISCO CA 94129 510198509 GRANT MAKING CA 501(C)(3) 7 TIDES NETWORK 1 TIDES CENTER PO BOX 29907 SAN FRANCISCO CA 94129 943213100 PROJECT DEVELOPMENT & MANAGEMENT CA 501(C)(3) 7 TIDES NETWORK 1 TIDES INC PO BOX 29198 SAN FRANCISCO CA 94129 571138099 DEVELOP/OPERATE FACILITIES MGMT AND MULTI-TENANT NON PROFIT CENTERS CA 501(C)(3) 10 TIDES NETWORK 1 TIDES NETWORK PO BOX 29198 SAN FRANCISCO CA 94129 203395198 CHARITABLE GOVERNANCE AND OPERATIONS CA 501(C)(3) 12B, II N/A 0 HARDING ROCK FUND PO BOX 29903 SAN FRANCISCO CA 94129 201430532 HOLD AND MANAGE INVESTMENT ON BEHALF OF TIDES FOUNDATION CA 501(C)(3) 12A, I TIDES FOUNDATION 1 0 0 0 0 1 0 0 0 0 1 0 0 1 1 1 1 1 0 0 TIDES INC E 2078070 BOOK VALUE TIDES FOUNDATION E 6065049 BOOK VALUE