2019-11-15T14:38:34-06:00 2018-12-31 410746749 CLIFTONLARSONALLEN LLP 20 E THOMAS RD STE 2300 PHOENIX AZ 85012 990 2018-01-01 263542537 GROWTH ENERGY GROW 2025454000 701 8TH ST NW NO 450 WASHINGTON DC 20001 BEN BUTTERFIELD CONTROLLER 2025454000 2019-11-13 1 JACQUELINE ECKMAN P01300648 6022662248 67.137.57.251 2019-11-13 22:11:12 US P FA51B8207C46069F7A4BB033045D236A8ABC6C46 94307BE716D664C10DC46CE445DCF2BF31E531AB 2018 2020-04-17 16:48:07Z EMILY SKOR 701 8TH ST NW NO 450 WASHINGTON DC 20001 24964911 0 X WWW.GROWTHENERGY.ORG X 2008 DC TO PROMOTE ETHANOL AS A SUSTAINABLE, CLEAN AND RENEWABLE ENERGY SOURCE. 10 10 30 10 0 26722 5911962 4182192 18854722 20777563 0 1800 9788 3356 24776472 24964911 0 0 0 0 4404609 4774525 0 0 0 19718416 22317306 24123025 27091831 653447 -2126920 7190929 3936485 3790277 3219635 3400652 716850 TO PROMOTE ETHANOL AS A SUSTAINABLE, CLEAN AND RENEWABLE ENERGY SOURCE. 0 0 PUBLIC RELATIONS -NEWS RELEASES, INTERVIEWS, BLOGGING, MEDIA (PAID AND EARNED), RESPONSE TO NEGATIVE MEDIA, EVENTS MARKETING, ETC. MARKET DEVELOPMENT -RETAILER PROMOTIONS, MARKETING AND EDUCATION LOBBYING - ADVOCATE FOR PRO-ETHANOL LEGISLATION AT THE FEDERAL AND STATE LEVEL. 0 1 0 1 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 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 80 0 30 1 1 1 0 0 0 1 1 0 0 0 X 10 10 1 0 0 0 1 1 0 1 0 0 0 1 1 1 1 1 1 1 0 0 X BEN BUTTERFIELD 4026900740 7202 GILES RD SUITE 4-260 LAVISTA NE 68128 JEFF BROIN CHAIRMAN 2.00 X X 0 0 0 RAY DEFENBAUGH TREASURER 1.00 X X 0 0 0 TODD BECKER DIRECTOR 1.00 X 0 0 0 RAY BRADBURY DIRECTOR 1.00 X 0 0 0 KYLE GILLEY DIRECTOR 1.00 X 0 0 0 MARK MARQUIS DIRECTOR 1.00 X 0 0 0 MITCH MILLER DIRECTOR 1.00 X 0 0 0 DAN SANDERS DIRECTOR 1.00 X 0 0 0 RICK SCHWARCK DIRECTOR 1.00 X 0 0 0 TOM WILLIS DIRECTOR 1.00 X 0 0 0 STEVE BLEYL DIRECTOR (RESIGNED 2018) 1.00 X 0 0 0 KIP TOM DIRECTOR (RESIGNED 2018) 1.00 X 0 0 0 EMILY SKOR CEO 40.00 X 803443 0 54448 BEN BUTTERFIELD CONTROLLER 40.00 X 138686 0 13076 JOE KAKESH SECRETARY 40.00 X 154154 0 2080 KELLY MANNING VP OF MEMBER DEVELOPMENT 40.00 X 258386 0 32413 MIKE O'BRIEN VP OF MARKET DEVELOPMENT 40.00 X 255108 0 30622 CHRIS BLILEY VP OF REGULATORY AFFAIRS 40.00 X 237283 0 31312 BRYCE JONES DIR OF MEMBER DEVELOPMENT 40.00 X 278440 0 30734 JOHN FUHER VP OF GOVERNMENT AFFAIRS 40.00 X 239585 0 11300 2365085 0 205985 13 0 1 0 RCR 425 INDUSTRIAL DRIVE WELCOME NC 27374 SPONSORSHIP, ADVERTISING 2803637 GRP BUYING 3136 KINGDALE CENTER STE 136 UPPER ARLINGTON OH 43221 MEDIA ADVERTISING 2019657 NASCAR PO BOX 2875 DAYTONA BEACH FL 32120 SPONSORSHIP, ADVERTISING 2000000 PLUS COMMUNICATIONS PO BOX 16504 ALEXANDRIA VA 22302 CONSULTING 1826908 ARNOLD & PORTER PO BOX 759451 BALTIMORE MD 21275 LEGAL 1277906 36 4182192 4182192 MEMBERSHIP DUES 900099 19935261 19935261 CONFERENCE REVENUE 541900 842302 842302 20777563 1800 0 1800 1800 1800 MISCELLANEOUS INCOME 900099 3356 3356 3356 24964911 20777563 0 5156 1165887 3065686 118999 202123 221830 3951984 40421 1242989 1042806 1867083 675273 548274 78885 COMMUNICATIONS 5960383 SPONSOR ACTIVATION 5852297 HIGHER BLENDS DEVELOPME 939436 117475 27091831 4430827 1517372 1398695 1100817 760443 750385 925237 486393 487873 438844 10000 10000 103091 119067 7190929 3936485 1549736 1980317 1524632 520251 715909 719067 3790277 3219635 X 3400652 716850 3400652 716850 7190929 3936485 X -2126920 -556882 X 0 1 X 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 1 19935261 1242989 1242989 1992162 -749173 401214 88536 312678 378423 282448 95975 145600 115409 30191 438844 DEFERRED LEASE INCENTIVE 341224 DEFERRED RENT 280171 OTHER LIABILITIES 97672 719067 X PART X, LINE 2: THE ORGANIZATION FOLLOWS THE INCOME TAX STANDARD FOR UNCERTAIN TAX POSITIONS. UNDER THIS POLICY, THE ORGANIZATION HAS NOT RECOGNIZED A LIABILITY FOR UNCERTAIN TAX POSITIONS. X 0 0 X X X X 0 0 0 EMILY SKOR CEO 619483 0 180000 0 3960 0 37000 0 17448 0 857891 0 0 0 BEN BUTTERFIELD CONTROLLER 128506 0 10090 0 90 0 6998 0 6078 0 151762 0 0 0 JOE KAKESH SECRETARY 154129 0 0 0 25 0 1535 0 545 0 156234 0 0 0 KELLY MANNING VP OF MEMBER DEVELOPMENT 207447 0 50801 0 138 0 13149 0 19264 0 290799 0 0 0 MIKE O'BRIEN VP OF MARKET DEVELOPMENT 204474 0 50496 0 138 0 7172 0 23450 0 285730 0 0 0 CHRIS BLILEY VP OF REGULATORY AFFAIRS 215779 0 21414 0 90 0 12095 0 19217 0 268595 0 0 0 BRYCE JONES DIR OF MEMBER DEVELOPMENT 88164 0 190230 0 46 0 14121 0 16613 0 309174 0 0 0 JOHN FUHER VP OF GOVERNMENT AFFAIRS 218692 0 20839 0 54 0 10934 0 366 0 250885 0 0 0 PART I, LINE 1A WHEN BUSINESS-CLASS IS UNAVAILABLE, FIRST-CLASS TRAVEL MAY BE BOOKED. FORM 990, PART VI, SECTION A, LINE 2 JEFF BROIN AND KYLE GILLEY - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 6 THE CORPORATION'S MEMBERS WILL COMPRISE FOUR CLASSES: 1. FOUNDING MEMBERS: FOUNDING MEMBERS CONSIST OF THE TWO COMPANIES THAT APPOINTED INDIVIDUALS TO SERVE ON THE INITIAL BOARD OF DIRECTORS OF THE CORPORATION NAMED IN THE ARTICLES AND THAT HAVE COMMITTED TO PAY DUES TO THE CORPORATION OF AT LEAST $500,000 PER YEAR. SUBJECT TO SECTION 3.02(A), FOUNDING MEMBERS HAVE THE RIGHT TO APPOINT THEIR RESPECTIVE CHIEF EXECUTIVE OFFICER OR OTHER SENIOR EXECUTIVE EMPLOYEE TO THE BOARD AND HAVE THE RIGHT TO VOTE TO ELECT OR REMOVE OTHER DIRECTORS TO OR FROM THE BOARD. FOUNDING MEMBERS HAVE NO OTHER VOTING RIGHTS AS MEMBERS. 2. PRODUCER MEMBERS: PRODUCER MEMBERS CONSIST OF THOSE MEMBERS THAT: (I) PRODUCE IN THE UNITED STATES FOR SALE OR DISTRIBUTION FUEL ETHANOL IN EXCESS OF 1 MILLION GALLONS PER YEAR; (II) EXECUTE A MEMBERSHIP AGREEMENT AND PAY THE DUES REQUIRED OF PRODUCER MEMBERS BY THE POLICIES ADOPTED BY THE BOARD; AND (III) ARE APPROVED AS A PRODUCER MEMBER BY THE BOARD. PRODUCER MEMBERS IN GOOD STANDING WITH THE CORPORATION HAVE THE RIGHT TO VOTE ONLY TO ELECT OR REMOVE DIRECTORS REPRESENTING PRODUCER MEMBERS TO OR FROM THE BOARD. PRODUCER MEMBERS HAVE NO OTHER VOTING RIGHTS AS MEMBERS. 3. ASSOCIATE MEMBERS: ASSOCIATE MEMBERS CONSIST OF THOSE MEMBERS THAT: (I) DO NOT PRODUCE IN THE UNITED STATES FOR SALE OR DISTRIBUTION FUEL ETHANOL IN EXCESS OF 1 MILLION GALLONS PER YEAR; (II) PAY THE DUES REQUIRED OF ASSOCIATE MEMBERS BY THE POLICIES ADOPTED BY THE BOARD; (III) ARE DEEMED BY THE BOARD, IN ITS DISCRETION, TO BE ENGAGED IN A BUSINESS ACTIVITY WITH A SUFFICIENT NEXUS TO THE FUEL ETHANOL INDUSTRY; AND (IV) ARE APPROVED AS AN ASSOCIATE MEMBER BY THE BOARD. ASSOCIATE MEMBERS DO NOT HAVE THE RIGHT TO VOTE AS MEMBERS. 4. INDIVIDUAL MEMBERS: INDIVIDUAL MEMBERS CONSIST OF HUMAN BEINGS THAT: (I) DO NOT PRODUCE IN THE UNITED STATES FOR SALE OR DISTRIBUTION FUEL ETHANOL; (II) PAY THE DUES REQUIRED OF INDIVIDUAL MEMBERS BY THE POLICIES ADOPTED BY THE BOARD (WHICH DUES SHALL BE $15.00 PER ANNUM UNLESS AND UNTIL CHANGED BY THE BOARD); (III) ARE DEEMED BY THE BOARD, IN ITS DISCRETION, TO SUPPORT THE FUEL ETHANOL INDUSTRY; AND (IV) ARE APPROVED AS AN INDIVIDUAL MEMBER IN ACCORDANCE WITH THE POLICIES ADOPTED BY THE BOARD. THE RIGHTS AND BENEFITS OF INDIVIDUAL MEMBERS SHALL BE LIMITED TO THOSE SPECIFIED FROM TIME TO TIME BY THE BOARD IN ITS DISCRETION; PROVIDED, HOWEVER, THAT INDIVIDUAL MEMBERS SHALL IN ANY EVENT (A) NOT HAVE THE RIGHT TO VOTE AS MEMBERS OR TO ATTEND OR PARTICIPATE IN MEETINGS OF MEMBERS (EXCEPT AS MAY BE PROVIDED FROM TIME TO TIME BY THE BOARD IN ITS DISCRETION), AND (B) NOT BE CONSIDERED "MEMBERS" WITHIN THE MEANING OF SUCH TERM FOR ANY PURPOSE OR REQUIREMENT UNDER ANY PROVISION (OTHER THAN THIS SECTION 2.01 AND ARTICLE VIII OF THE BYLAWS OR ANY PROVISION OF THE ACT, INCLUDING BUT NOT LIMITED TO ANY VOTING, NOTICE OR QUORUM REQUIREMENT OR OTHER PROVISION OF THESE BYLAWS OR THE ACT. AN INDIVIDUAL MEMBER MAY RESIGN ITS MEMBERSHIP IN THE CORPORATION BY WRITTEN NOTICE TO THE CORPORATION. IF ANY INDIVIDUAL MEMBER IS DEEMED BY THE BOARD, IN ITS DISCRETION, NO LONGER TO SUPPORT THE FUEL ETHANOL INDUSTRY, THE CORPORATION MAY TERMINATE THAT INDIVIDUAL MEMBER'S MEMBERSHIP IN THE CORPORATION UPON WRITTEN NOTICE TO THE INDIVIDUAL MEMBER. IF ANY INDIVIDUAL MEMBER FAILS TO PAY DUES OR OTHER AMOUNTS OWED TO THE CORPORATION WITHIN THIRTY (30) DAYS AFTER WRITTEN NOTICE THEREOF BY THE CORPORATION, THE CORPORATION MAY TERMINATE THAT INDIVIDUAL MEMBER'S MEMBERSHIP IN THE CORPORATION UPON WRITTEN NOTICE TO THE INDIVIDUAL MEMBER. UPON TERMINATION OF MEMBERSHIP, WHETHER VOLUNTARY OR COMPULSORY, AN INDIVIDUAL MEMBER WILL NOT RECEIVE A REFUND OF PREVIOUSLY PAID DUES AND WILL REMAIN OBLIGATED TO PAY ALL AMOUNTS DUE THROUGH THE DATE OF TE1MINATION." FORM 990, PART VI, SECTION A, LINE 7A FOUNDING MEMBERS MAY APPOINT THEIR RESPECTIVE CEO'S OR OTHER SENIOR EXECUTIVE EMPLOYEE TO THE BOARD OF DIRECTORS. FOUNDING MEMBERS ALSO HAVE THE RIGHT TO VOTE TO ELECT OR REMOVE OTHER DIRECTORS FROM THE BOARD. PRODUCER MEMBERS IN GOOD STANDING HAVE THE RIGHT TO VOTE TO ELECT OR REMOVE DIRECTORS REPRESENTING PRODUCER MEMBERS TO OR FROM THE BOARD. MEMBERS HAVE NO OTHER VOTING RIGHTS AS MEMBERS. FORM 990, PART VI, SECTION A, LINE 8B THERE ARE NO COMMITTEES THAT HAVE AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. FORM 990, PART VI, SECTION B, LINE 11B A DRAFT COPY OF THE FORM 990 IS DELIVERED TO THE ORGANIZATION'S CONTROLLER. THE CONTROLLER ALONG WITH THE CEO PERFORM A DETAIL REVIEW OF THE DRAFT FORM 990. A FINAL DRAFT IS PROVIDED TO THE FULL BOARD FOR THEIR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION'S CONFLICT OF INTEREST POLICY COVERS OFFICERS AND EMPLOYEES. IT IS THE RESPONSIBILITY OF EACH COVERED PERSON TO DISCLOSE ANY TRANSACTION OR RELATIONSHIP THAT REASONABLY COULD BE EXPECTED TO GIVE RISE TO A CONFLICT OF INTEREST TO THE CHIEF OPERATING OFFICER AND/OR THE CONTROLLER, OR, IF AN EXECUTIVE OFFICER, TO THE BOARD OF DIRECTORS, WHO SHALL BE RESPONSIBLE FOR DETERMINING WHETHER SUCH TRANSACTION OR RELATIONSHIP CONSTITUTES A CONFLICT OF INTEREST. A RECORD OF ALL REPORTS RECEIVED WILL BE PROVIDED TO THE AUDIT COMMITTEE EACH FISCAL QUARTER. FORM 990, PART VI, SECTION B, LINE 15A IN ORDER TO ESTABLISH THE COMPENSATION OF THE CEO, A COMMITTEE OF THE BOARD OF DIRECTORS COMPARES CEO AND OTHER TOP MANAGEMENT OFFICIAL SALARY DATA TO SIMILAR ORGANIZATIONS. THE COMPENSATION IS THEN APPROVED BY A BOARD COMMITTEE. DOCUMENTATION OF THESE DECISIONS ARE KEPT AT THE PRINCIPAL EXECUTIVE OFFICE AS WELL AS COPIES OF RECORDS OF ALL PROCEEDINGS OF THE BOARD AND BOARD COMMITTEES. THIS PROCESS WAS MOST RECENTLY UNDERTAKEN IN 2015. FOR OTHER OFFICERS AND KEY EMPLOYEES, A 3RD PARTY CONSULTANT WAS CONTRACTED TO BENCHMARK ALL EMPLOYEE SALARIES TO MAKE SURE THEY WERE WITHIN AN APPROPRIATE RANGE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. THE ORGANIZATION DOES NOT MAKE ITS CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC. FORM 990, PART XI, LINE 9: RETURN OF CONTRIBUTION TO DONOR -556,882. GROWTH ENERGY PAC 701 8TH STREET NW WASHINGTON DC 20001 371594802 POLITICAL FUND DC 527 N/A GROWTH ENERGY 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0