2019-11-15T15:21:01-06:00 2018-12-31 410746749 CLIFTONLARSONALLEN LLP 801 CHERRY STREET SUITE 1400 FORT WORTH TX 76102 990 2018-01-01 750719600 SOUTHERN GAS ASSOCIATION SOUT 9726208505 3030 LBJ FREEWAY NO 1500 DALLAS TX 75234 SUZANNE OGLE CEO AND PRESIDENT 9726208505 2019-11-15 1 MICHAELA J CROMAR CPA P00895728 8178775000 2019-11-14 67.137.57.251 2019-11-15 11:57:21 CS P 00BC933E0E20A89725972DE20ACDE4ACB1566A2A D61E4F3D76E4108591F47283F88E71662B7E93F4 2018 2020-04-17 16:48:07Z SUZANNE OGLE 3030 LBJ FREEWAY NO 1500 DALLAS TX 75234 5238036 0 X WWW.SOUTHERNGAS.ORG X 1908 GA EDUCATIONAL SERVICES FOR MEMBER COMPANIES 33 32 22 513 56660 0 0 0 4818634 5159911 37320 44736 0 33389 4855954 5238036 0 0 0 0 2033867 2065366 0 0 0 2760440 2693490 4794307 4758856 61647 479180 3848068 7842892 1524574 1733749 2323494 6109143 EDUCATIONAL SERVICES FOR MEMBER COMPANIES 0 0 SPONSORED EDUCATIONAL SEMINARS, COURSES AND CONFERENCES FURTHERING THE MANAGERIAL, PROFESSIONAL AND TECHNICAL DEVELOPMENT OF MEMBERS. INTRODUCED NEW TECHNOLOGY TO GAS COMPANY MEMBERS THROUGH EXHIBITION OF PRODUCTS, SERVICES, SPECIAL PRESENTATIONS AND PARTICIPATION AT MEETINGS AND CONFERENCES. SPONSORED EDUCATIONAL AND SELECTED SOCIAL EVENTS. 0 0 0 1 0 0 0 0 1 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 28 0 22 1 1 1 0 0 0 0 0 0 0 X 33 32 0 0 0 0 1 1 0 1 1 0 0 0 1 1 1 1 1 1 1 0 X SUZANNE OGLE 9726208505 3030 LBJ FREEWAY NO 1500 DALLAS TX 75234 CARON LAWHORN CHAIR 0.40 X X 0 0 0 ADRIAN CHAPMAN FIRST VICE CHAIR 0.40 X X 0 0 0 JIMMY STATON SECRETARY - TREASURER 0.40 X X 0 0 0 DON RAIKES SECOND VICE CHAIR 0.40 X X 0 0 0 KIMBERLY WATSON PAST CHAIR 0.40 X X 0 0 0 FRANK YOHO SECOND PAST CHAIR 0.40 X X 0 0 0 RICK ZAPALAC DIRECTOR 0.40 X 0 0 0 TOM MATHIASMEIER DIRECTOR 0.40 X 0 0 0 STAN HORTON DIRECTOR 0.40 X 0 0 0 ERIC AMUNDSEN DIRECTOR 0.40 X 0 0 0 JEFF HOUSEHOLDER DIRECTOR 0.40 X 0 0 0 LONNIE BELLAR DIRECTOR 0.40 X 0 0 0 ALONZO WEAVER DIRECTOR 0.40 X 0 0 0 CARL LEVANDER DIRECTOR 0.40 X 0 0 0 DEAN LIOLLIO DIRECTOR 0.40 X 0 0 0 RUSTY HARRIS DIRECTOR 0.40 X 0 0 0 DAVID SHAMMO DIRECTOR 0.40 X 0 0 0 STEVE LINDSEY DIRECTOR 0.40 X 0 0 0 FRED HUNZEKER DIRECTOR 0.40 X 0 0 0 FRANK FERAZZI DIRECTOR 0.40 X 0 0 0 BRYAN BATSON DIRECTOR 0.40 X 0 0 0 GARY GREGORY DIRECTOR 0.40 X 0 0 0 HANK LINGINFELTER DIRECTOR 0.40 X 0 0 0 CHARLES S WARRINGTON DIRECTOR 0.40 X 0 0 0 DARRON HANNER DIRECTOR 0.40 X 0 0 0 ARTHUR CORBIN DIRECTOR 0.40 X 0 0 0 GREG RIZZO DIRECTOR 0.40 X 0 0 0 DON STANTON DIRECTOR 0.40 X 0 0 0 KIM LINAM DIRECTOR 0.40 X 0 0 0 TJ SZELISTOWKSKI PRESIDENT 0.40 X 0 0 0 STAN CHAPMAN DIRECTOR 0.40 X 0 0 0 JEFF SYLVESTER DIRECTOR 0.40 X 0 0 0 BILL DOBBINS DIRECTOR 0.40 X 0 0 0 SCOTT KRANSTUBER DIRECTOR 0.40 X 0 0 0 MATT PARROTT DIRECTOR 0.40 X 0 0 0 WILLIAM CANTRELL PRESIDENT & CEO 38.00 2.00 X X 326241 0 34700 JANE BUTLER VICE PRESIDENT 38.00 2.00 X 150158 0 25232 GARY HINES VICE PRESIDENT 39.00 1.00 X 117531 0 22196 KENT HOBART VICE PRESIDENT 39.00 1.00 X 162828 0 22717 756758 0 104845 4 0 1 0 PARKER WRIGHT PO BOX 130548 THE WOODLANDS TX 77393 ADVERTISING 478823 ARAMARK 333 SOUTH FRANKLIN STREET TAMPA FL 33602 MEETING VENUE 152277 2 MEETINGS/TRAINING 611600 2961654 2961654 MEMBERSHIP DUES 900099 1443617 1443617 MANAGEMENT FEE 561000 383411 326751 56660 PRODUCTION RECEIPTS 611600 314750 314750 PRODUCT RECEIPTS 900099 56479 56479 5159911 44736 44736 481(A) ADJUSTMENT 900099 25000 25000 MISCELLANEOUS INCOME 611600 8389 8389 33389 5238036 5128251 56660 53125 861602 818149 145729 132633 107253 16280 175997 303925 137585 135735 83228 29273 907 30723 4069 TRAINING COSTS 1720516 WEB CONFERENCE COSTS 33175 PRINTING & PUBLICATIONS 26660 MISCELLANEOUS EXPENSE 6825 -11408 4758856 754450 1624908 736587 531180 124304 156319 666261 566613 115160 99648 2117567 2024437 0 3406400 3848068 7842892 508156 457997 982963 881842 29308 18830 4147 375080 1524574 1733749 X 2323494 6109143 2323494 6109143 3848068 7842892 X 479180 -99931 3406400 X X 0 1 X 1 0 0 0 0 0 0 1 0 2117567 -63516 29615 2024436 1862219 282774 27426 2117567 1741233 146965 25979 1862219 1749586 16329 24682 1741233 1625237 146265 21916 1749586 1.00000 0 0 322788 223139 99648 343473 343474 0 99648 COLUMBIA MANAGEMENT SHORT TERM INCOME FUND 582257 F VANGUARD 500 INDEX FUND 1442180 F 2024437 INVESTMENTS IN GMRC 3406400 3406400 DUE TO AFFILIATE 375080 375080 X PART V, LINE 4: THE BOARD OF DIRECTORS HAS DESIGNATED FUNDS FOR LONG-TERM SUPPORT OF THE ORGANIZATION AND ITS PROGRAMS. PART X, LINE 2: BOTH THE ASSOCIATION AND THE COUNCIL IS A NONPROFIT ORGANIZATION AND IS EXEMPT FROM UNITED STATES FEDERAL INCOME TAX UNDER SECTION 501(C)(6) OF THE UNITED STATES INTERNAL REVENUE CODE. ACCORDINGLY, NO PROVISION FOR FEDERAL INCOME TAX HAS BEEN MADE IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2018. TAXES ARE PAID ON NET INCOME EARNED FROM SOURCES UNRELATED TO THE EXEMPT PURPOSES. THERE WAS NO MATERIAL NET INCOME FROM UNRELATED BUSINESS FOR THE YEAR ENDED DECEMBER 31, 2018. THE ASSOCIATION HAS RECOGNIZED NO LIABILITY FOR UNCERTAIN TAX POSITIONS. PENALTIES AND INTEREST ON ANY SUCH LIABILITY WOULD BE RECORDED IN OPERATING EXPENSES. THE ASSOCIATION'S INFORMATIONAL RETURNS FILED IN THE U. S. FEDERAL JURISDICTION ARE GENERALLY SUBJECT TO EXAMINATION FOR THREE YEARS AFTER THE LATER OF THE DUE DATE OR DATE OF FILING. X 1 1 X X 0 0 0 WILLIAM CANTRELL PRESIDENT & CEO 253479 0 72000 0 762 0 27500 0 7200 0 360941 0 0 0 JANE BUTLER VICE PRESIDENT 126967 0 22417 0 774 0 14792 0 10440 0 175390 0 0 0 KENT HOBART VICE PRESIDENT 135289 0 26765 0 774 0 16717 0 6000 0 185545 0 0 0 PART I, LINE 1A SPOUSES OF THE PRESIDENT AND VICE PRESIDENTS ATTEND THE EXECUTIVE CONFERENCE WHICH IS HELD ANNUALLY TO SOCIALIZE AND ASSIST WITH THE EXECUTIVE SPOUSE ACTIVITIES, WHICH ARE INCLUDED IN THE PROGRAMS OF THE CONFERENCE. THIS CONFERENCE IS ATTENDED BY THE TOP EXECUTIVES IN THE INDUSTRY AND MOST OF THE PARTICIPANTS BRING THEIR SPOUSES. THE ASSOCIATION DOES NOT CONSIDER THIS A BENEFIT TO THE OFFICERS. THE ASSOCIATION CONSIDERS THE ATTENDACE OF THE SPOUSES OF ITS OFFICERS PART OF THE DUTIES OF THE PRESIDENT AND VICE PRESIDENTS. FORM 990, PART VI, SECTION A, LINE 1 THE FULL BOARD OF DIRECTORS MEETS TWICE A YEAR. HOWEVER, THE EXECUTIVE BOARD, CONSISTING OF THE OFFICERS OF THE BOARD AND THE IMMEDIATE PAST CHAIRMAN OF THE BOARD ARE AUTHORIZED TO ACT BETWEEN BOARD MEETINGS ON ALL MATTERS EXCEPT THOSE RESERVED TO THE BOARD BY THE BYLAWS, PURSUANT TO THE DELEGATION OF AUTHORITY TO SPECIFIC COMMITTEES BY THE BOARD OF DIRECTORS. AS STATED IN THE BYLAWS: THE ACTIVITIES OF THE ASSOCIATION NECESSARY IN THE PURSUIT OF ITS PURPOSES SHALL BE PRINCIPALLY CARRIED ON THROUGH ORGANIZED SECTION COMMITTEES DESIGNATED BY THE BOARD AND WITH SUCH DUTIES AND AUTHORITY AS MAY BE DELEGATED TO THEM BY THE BOARD. THE BYLAWS ESTABLISH THE FOLLOWING SECTION COMMITTEES: (A) THE CORPORATE SERVICES SECTION COMMITTEE SHALL HAVE AUTHORITY TO CONSIDER AND DEAL WITH MATTERS PERTAINING TO COMMUNICATIONS, ACCOUNTING AND FINANCE, GOVERNMENT RELATIONS, INFORMATION TECHNOLOGY, SUPPLY CHAIN MANAGEMENT AND RATE COMMITTEES. (B) THE DISTRIBUTION SECTION COMMITTEE SHALL HAVE AUTHORITY TO CONSIDER AND DEAL WITH ALL MATTERS PERTAINING TO THE DISTRIBUTION OF GAS FROM THE TRANSMISSION LINE OR OTHER SOURCE TO THE CUSTOMER. (C) THE HUMAN RESOURCES SECTION COMMITTEE SHALL HAVE AUTHORITY TO DEAL WITH MATTERS PROPOSED BY TRAINING AND DEVELOPMENT AND SAFETY AND HEALTH. (D) THE MARKETING SECTION COMMITTEE SHALL HAVE AUTHORITY TO CONSIDER AND DEAL WITH ALL MATTERS PERTAINING TO THE PROMOTION AND SALE OF GAS, GAS APPLIANCES AND OTHER RELATED ACTIVITIES. (E) THE GAS SUPPLY MARKETING/TRANSPORTATION SERVICES SECTION COMMITTEE SHALL HAVE AUTHORITY TO PLAN, COORDINATE AND DIRECT ACTIVITIES BENEFITING GAS SUPPLY MARKETING MEMBERS. (F) THE TRANSMISSION SECTION COMMITTEE SHALL HAVE AUTHORITY TO CONSIDER AND DEAL WITH ALL MATTERS PERTAINING TO THE TRANSMISSION OF GAS FROM THE SOURCE OF SUPPLY TO THE DISTRIBUTION SYSTEMS. (G) THE ASSOCIATE MEMBER SECTION COMMITTEE SHALL PLAN AND DIRECT ASSOCIATION ACTIVITIES BENEFITING ASSOCIATE MEMBERS. FORM 990, PART VI, SECTION A, LINE 6 UNDER THE BYLAWS, SOUTHERN GAS ASSOCIATION (THE "ASSOCIATION") HAS MULTIPLE CLASSES OF MEMBERS. MEMBERS INCLUDE INDIVIDUALS AND ORGANIZATIONS INVOLVED IN THE GAS INDUSTRY. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF DIRECTORS OF THE ASSOCIATION CONSISTS OF A MINIMUM OF 28 VOTING DIRECTORS, 12 OF WHOM ARE ELECTED EACH YEAR BY THE GENERAL MEMBERSHIP FROM SPECIFIC CATEGORIES. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED BY THE BOARD SECRETARY, AND THE CHAIR OF THE AUDIT AND FINANCE COMMITTEE. THE PRESIDENT REVIEWS AND SIGNS BEFORE BEING FILED ON BEHALF OF THE GOVERNING BODY. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL QUESTIONNAIRE IS SENT TO THE BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES TO FILL OUT AND IS REVIEWED BY THE ORGANIZATION AFTER THE FORM HAS BEEN RETURNED. MANAGEMENT IS CHARGED WITH MAINTAINING THE RECORDS OF ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST AND ENSURING THAT APPROPRIATE ACTION IS TAKEN TO ENSURE THAT BUSINESS AND PERSONNEL DECISIONS ARE MADE ON AN OBJECTIVE BASIS. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION, INCLUDING EXECUTIVE COMPENSATION, IS APPROVED ANNUALLY BY THE INDEPENDENT OFFICERS OF THE SGA BOARD OF DIRECTORS. AT THE END OF A CALENDAR YEAR, THE OFFICERS APPROVE THE CURRENT YEAR INCENTIVE COMPENSATION PLAN RECOMMENDATIONS AS WELL AS THE RECOMMENDED SALARY INCREASES AND BENEFIT PACKAGES FOR THE COMING YEAR. THE LIST THAT THEY APPROVE INCLUDES ALL EMPLOYEES OF THE ASSOCIATION. THE PRESIDENT/CEO'S COMPENSATION IS DISCUSSED AND APPROVED BY THE OFFICERS OF THE SGA BOARD OF DIRECTORS. THE OFFICERS RELY ON INFORMAL SALARY SURVEYS CONDUCTED BY THE BOARD CHAIRMAN, A PERFORMANCE EVALUATION PERFORMED BY THE BOARD AS WELL AS INPUT FROM INDEPENDENT BOARD MEMBERS. OTHER SENIOR STAFF SALARIES, INCLUDING THAT OF THE VICE PRESIDENTS, ARE BASED ON PERFORMANCE REVIEWS CONDUCTED BY THE PRESIDENT/CEO AS WELL AS HIS UNDERSTANDING OF COMPARABLE SALARIES IN THIS AREA. THEY ARE THEN DISCUSSED AND APPROVED BY THE OFFICERS OF THE SGA BOARD OF DIRECTORS WITH THE COMPLETE LIST. THIS IS DONE EVERY YEAR AND THE COMPENSATION FOR 2018 WAS APPROVED IN NOVEMBER OF 2017. THE BOARD CHAIRMAN SIGNS OFF ON THE COMPENSATION LIST AS RECORD OF THE BOARD'S APPROVAL. FORM 990, PART VI, SECTION C, LINE 19 DOCUMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: EQUITY IN AFFILIATE 3,406,400. FORM 990, PART XI, LINE 1 EFFECTIVE IN 2018, THE FINANCIAL STATEMENTS ARE PREPARED ON THE ACCRUAL BASIS TO BE IN ACCORDANCE WITH ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA ("GAAP"). IN PRIOR YEARS THE FINANCIALS WERE PREPARED ON THE MODIFIED CASH BASIS. SEE PART VIII, LINE 11A FOR THE ADJUSTMENT RECOGNIZED AS A RESULT OF THE CHANGE IN ACCOUNTING METHOD. SGA GAS MACHINERY RESEARCH COUNCIL 3030 LBJ FREEWAY SUITE 1500 DALLAS TX 75234 752265070 RESEARCH TX 501(C)(6) N/A 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 1 1 1 1