2019-07-02T09:02:49-05:00 2018-09-30 382029668 GEORGE JOHNSON & COMPANY 1200 BUHL BUILDING 535 GRISWOLD DETROIT MI 482263689 990 2017-10-01 300783442 M-2 RAIL M-2R 3135283044 7520 WOODWARD AVENUE DETROIT MI 482022807 JENILYN NORMAN CHIEF FINANCIAL OFFICER 3135283044 2019-07-02 1 MICHAEL R NICHOLAS P00966144 3139652655 64.88.174.3 2019-07-02 09:53:47 ED P 7B56315DEDB610CDE13556413D69B815E6919EAB 45104BB3C31A9DA67E1EDD6C4B5D9DAA9AD9C838 2017 2019-02-21 02:37:17Z JENILYN NORMAN 7520 WOODWARD AVENUE DETROIT MI 482022807 416811 0 X HTTPS://QLINEDETROIT.COM/ X 2013 MI TO SUPPORT AND CARRY OUT THE EXEMPT PURPOSES OF M-1 RAIL, A MICHIGAN NONPROFIT CORPORATION. 6 4 0 6 0 0 4773495 0 470522 415454 912 1357 5792 0 5250721 416811 0 0 0 0 0 0 0 0 36712 3780636 7201595 3780636 7201595 1470085 -6784784 154973512 143106375 100104253 95021900 54869259 48084475 TO SUPPORT M-1 RAIL IN THE PLANNING, DESIGN, CONSTRUCTION, ACQUISITION, AND OPERATION OF A PUBLIC TRANSPORTATION FACILITY IN THE CITY OF DETROIT, MICHIGAN. 0 0 7091458 415454 ONGOING OPERATION OF A PUBLIC TRANSPORTATION SYSTEM. 7091458 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 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 1 8 0 1 0 0 0 0 0 0 0 0 0 0 0 X 6 4 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 MI X JENILYN NORMAN 3135283044 7520 WOODWARD AVENUE DETROIT MI 482022807 X MATTHEW P CULLEN CHAIR AND DIRECTOR 1.00 1.00 X X 0 0 0 ROGER S PENSKE VICE-CHAIR AND DIRECTOR 1.00 1.00 X X 0 0 0 DANIEL B GILBERT DIRECTOR 1.00 1.00 X 0 0 0 GEORGE W JACKSON JR DIRECTOR 1.00 1.00 X 0 0 0 KEVIN JOHNSON DIRECTOR 1.00 1.00 X 0 0 0 RICHARD RAPSON DIRECTOR 1.00 1.00 X 0 0 0 DAVID BLASKIEWICZ SECRETARY 1.00 1.00 X 0 0 0 PAUL CHILDS PRESIDENT AND C.E.O. 15.00 15.00 X 0 0 0 JENILYN NORMAN VICE-PRESIDENT AND C.F.O. 20.00 20.00 X 0 0 0 PAUL TRULIK TREASURER 1.00 1.00 X 0 0 0 SOMMER WOODS ASSISTANT SECRETARY 20.00 20.00 X 0 0 0 0 0 0 0 0 0 0 STACY AND WITBECK INC 2800 HARBOR BAY PARKWAY ALAMEDA CA 945023040 CONSTRUCTION MANAGEMENT 29746185 BROOKVILLE EQUIPMENT CORPORATION 175 EVANS STREET BROOKVILLE PA 158259411 STREETCAR MANUFACTURER 12939115 HNTB MICHIGAN INC 535 GRISWOLD SUITE 1100 DETROIT MI 482263605 OWNER'S REPRESENTATIVE 3234321 TURNER CONSTRUCTION COMPANY 535 GRISWOLD SUITE 1525 DETROIT MI 482263696 CONSTRUCTION MANAGEMENT 820635 ROCKET FIBER 1505 WOODWARD AVENUE DETROIT MI 482262045 SYSTEM WI-FI 368172 5 FEES FOR SERVICES 531190 415454 415454 415454 1357 1357 416811 415454 0 1357 2951 2508 295 148 208340 177089 20834 10417 21447 18230 2145 1072 500468 425398 50047 25023 6467345 6467345 1044 888 104 52 7201595 7091458 73425 36712 3605105 1914593 546004 428075 454911 97580 4205458 140789 148843646 8768116 145568263 140075530 593771 449808 154973512 143106375 8431224 1558689 99063 41353000 41353000 50220966 52110211 100104253 95021900 X 54869259 48084475 54869259 48084475 154973512 143106375 -6784784 0 X 0 1 X 1 0 X X X 1 M-1 RAIL 262310566 7 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 FORM 990, SCHEDULE A, PART IV, SECTION C: M-2 RAIL HAS A CLOSE CONNECTION WITH M-1 RAIL, THE SUPPORTED ORGANIZATION. THE SIX-MEMBER BOARD OF DIRECTORS OF M-2 RAIL IS COMPRISED OF PERSONS WHO COMPRISE THE MAJORITY OF THE EXECUTIVE COMMITTEE OF M-1 RAIL, WHICH HAS SEVEN MEMBERS. ONE ADDITIONAL M-1 RAIL DIRECTOR SERVES AS AN OFFICER TO M-2 RAIL. M-1 RAIL HAS 15 TOTAL DIRECTORS, OF WHICH SEVEN REPRESENT M-2 RAIL IN SOME CAPACITY. MATTHEW P. CULLEN IS THE PRESIDENT AND C.E.O. OF M-1 RAIL AND THE CHAIR OF M-2 RAIL. PAUL CHILDS IS THE VICE-PRESIDENT, C.O.O., AND ASSISTANT SECRETARY OF M-1 RAIL AND THE PRESIDENT AND C.E.O. OF M-2 RAIL. CERTAIN OFFICERS OF M-2 RAIL (PAUL CHILDS, JENILYN NORMAN, WHO IS THE C.F.O. OF M-2 RAIL, AND SOMMER WOODS, WHO IS THE ASSISTANT SECRETARY OF M-2 RAIL) WORK FULL-TIME OVERSEEING THE ACTIVITIES OF BOTH M-1 RAIL AND M-2 RAIL. THE MANAGEMENT OF BOTH ORGANIZATIONS IS VESTED IN THESE INDIVIDUALS. THE INDIVIDUAL BOARDS OF M-1 RAIL AND M-2 RAIL HAVE OVERSIGHT RESPONSIBILITY. 1107007 1107007 25845655 1034023 24811632 102485304 5778904 96706400 19405680 1955189 17450491 140075530 ADVANCE FROM AFFILIATE 52110211 52110211 X PART X, LINE 2: M-1 RAIL IS A NOT-FOR-PROFIT ORGANIZATION EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS A PUBLICLY SUPPORTED ORGANIZATION UNDER IRC SECTION 509(A)(1). M-2 RAIL IS A NOT-FOR-PROFIT ORGANIZATION EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF IRC AND IS CLASSIFIED AS A TYPE 2 SUPPORTING ORGANIZATION TO M-1 RAIL UNDER IRC SECTION 509(A)(3). ALTHOUGH M-1 RAIL AND M-2 RAIL WERE GRANTED INCOME TAX EXEMPTION BY THE INTERNAL REVENUE SERVICE, SUCH EXEMPTION DOES NOT APPLY TO "UNRELATED BUSINESS TAXABLE INCOME." AT SEPTEMBER 30, 2018 AND 2017, THE ORGANIZATION HAS DETERMINED THAT NO UNRELATED BUSINESS INCOME TAXES ARE DUE FOR ITS ACTIVITIES. ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN RECORDED IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. MANAGEMENT ANNUALLY REVIEWS ITS TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE ORGANIZATION IS SUBJECT TO ROUTINE AUDITS BY TAXING JURISDICTIONS; HOWEVER, THERE ARE CURRENTLY NO AUDITS FOR ANY TAX PERIODS IN PROGRESS. MANAGEMENT BELIEVES IT IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS FOR YEARS PRIOR TO SEPTEMBER 30, 2014. ON DECEMBER 22, 2017, THE U.S. GOVERNMENT ENACTED COMPREHENSIVE TAX LEGISLATION COMMONLY REFERRED TO AS THE TAX CUTS AND JOBS ACT (THE "TAX ACT"). THE TAX ACT MAKES BROAD AND COMPLEX CHANGES TO THE U.S. TAX CODE, INCLUDING, BUT NOT LIMITED TO, (1) REDUCING THE U.S. FEDERAL CORPORATE TAX RATE FROM 35 PERCENT TO 21 PERCENT AND CHANGING RULES RELATED TO USES AND LIMITATIONS OF NET OPERATING LOSS CARRYFORWARDS CREATED IN TAX YEARS BEGINNING AFTER DECEMBER 31, 2017. THE ACT REDUCES THE CORPORATE TAX RATE TO 21 PERCENT, EFFECTIVE JANUARY 1, 2018. THE IMPACT TO THE ORGANIZATION FOR ENTITY LEVEL TAXES IS NOT CONSIDERED SIGNIFICANT. DANIEL B GILBERT AND MATTHEW P CULLEN SEE PART V 21447 ROCKET FIBER PROVIDES PUBLIC WI-FI ON THE STREETCARS AND AT STATIONS, IN ADDITION TO MANAGING THE INFORMATION TECHNOLOGY ENVIRONMENT FOR M-2 RAIL 0 SCHEDULE L, PART IV, COLUMN (B), NATURE OF RELATIONSHIP: ROCKET FIBER IS OWNED BY AN ENTITY CONTROLLED BY DANIEL B. GILBERT, WHO IS A MEMBER OF THE BOARD OF DIRECTORS OF M-2 RAIL AND IS ALSO THE PRINCIPAL STAKEHOLDER OF ROCK VENTURES LLC, AN ENTITY THAT ASSISTS HIM IN MANAGING HIS INVESTMENTS. MATTHEW P. CULLEN IS THE CHIEF EXECUTIVE OFFICER OF JACK ENTERTAINMENT, LLC AND A PRINCIPAL WITH ROCK VENTURES LLC, AND IS THE CHAIR AND A MEMBER OF THE BOARD OF DIRECTORS OF M-2 RAIL. FORM 990, PART VI, SECTION A, LINE 2 DANIEL B. GILBERT IS THE CHAIR OF QUICKEN LOANS, INC., AND MATTHEW P. CULLEN IS A PRINCIPAL OF ROCK VENTURES LLC AND CHIEF EXECUTIVE OFFICER OF JACK ENTERTAINMENT, LLC, BOTH OF WHICH ARE AFFILIATES OF QUICKEN LOANS, INC. VARIOUS DIRECTORS AND OFFICERS ALSO SERVE TOGETHER ON THE BOARDS OF DIRECTORS OF VARIOUS OTHER NON-PROFIT ORGANIZATIONS IN THE METROPOLITAN DETROIT AREA, INCLUDING M-1 RAIL, THE SUPPORTED ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION HIRED A PUBLIC ACCOUNTING FIRM TO PREPARE FORM 990. THE CHIEF FINANCIAL OFFICER REVIEWED THE RETURN PRIOR TO DISTRIBUTING A DRAFT COPY TO THE TREASURER AND AUDIT AND FINANCE COMMITTEE MEMBERS FOR THEIR REVIEW. COMMENTS FROM THESE INDIVIDUALS WERE REVIEWED AND APPROPRIATELY INCORPORATED INTO THE FINAL FORM 990 THAT WAS FILED. A FINAL COPY OF FORM 990 WAS PROVIDED TO EACH BOARD MEMBER VIA E-MAIL PRIOR TO FILING FOR THEIR INFORMATION. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY IS PROVIDED TO THE APPLICABLE PARTIES ANNUALLY. IN ADDITION, DIRECTORS AND OFFICERS SIGN AN ACKNOWLEDGMENT STATEMENT AND PROVIDE INFORMATION REGARDING POTENTIAL CONFLICTS ON THE ANNUAL FORM. MANAGEMENT REVIEWS THE DISCLOSURES, AND FOLLOWS UP, IF NECESSARY. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. M-1 RAIL 7520 WOODWARD AVENUE DETROIT MI 482022807 262310566 DEVELOP PUBLIC TRANSPORTATION SYSTEM MI 501(C)(3) LINE 7 N/A 0 0 0 0 0 1 0 0 0 0 1 0 0 1 1 0 0 0 0 0 M-1 RAIL E 1889245 CASH LOANED M-1 RAIL J 410000 AMOUNT RECEIVED