2019-06-26T09:52:32-05:00 2018-12-31 560574444 CHERRY BEKAERT LLP 1075 PEACHTREE STREET NE SUITE 2200 ATLANTA GA 30309 990 2018-01-01 560340499 NORTH CAROLINA CHAMBER NORT 9198361400 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 GARY SALAMIDO ACTING PRESIDENT/COO 9198361400 2019-06-24 1 AMANDA ADAMS P00748038 4042090954 38.142.98.34 2019-06-24 08:44:40 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 18694F53AD11E15FFCEA276DE93F63B2E746D691 2018 2020-03-31 21:24:44Z GARY SALAMIDO 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 6065411 0 X WWW.NCCHAMBER.NET X 1942 NC TO PROMOTE BUSINESS INTERESTS IN NORTH CAROLINA. 55 54 32 0 0 0 670014 550613 4702403 5033629 1561 86949 14600 14214 5388578 5685405 1594 850 0 0 3326248 3672304 0 0 0 1659353 2314148 4987195 5987302 401383 -301897 4423241 4452887 2715023 3272378 1708218 1180509 X THE ORGANIZATION IS A PROACTIVE, NON-PARTISAN BUSINESS ADVOCACY ORGANIZATION. THE ORGANIZATION WORKS IN THE LEGISLATIVE, REGULATORY AND POLITICAL ARENAS TO PROACTIVELY DRIVE POSITIVE CHANGE TO ENSURE THAT NORTH CAROLINA IS A LEADING PLACE IN THE WORLD TO DO BUSINESS. THE VISION IS TO BE THE UNIFYING VOICE OF NORTH CAROLINA'S DIVERSE BUSINESS COMMUNITY. THE ORGANIZATION WANTS TO TAKE A FORWARD-LOOKING, PROACTIVE ROLE ON ISSUES THAT WILL POSITIVELY IMPACT THE STATE'S BUSINESS CLIMATE AND QUALITY OF LIFE. 0 0 ADVOCACY-REPRESENTATION BEFORE LEGISLATIVE BODIES AS WELL AS ATTENDING HEARINGS TO UNDERSTAND PROPOSED LEGISLATION AND COMMUNICATE TO MEMBERS POTENTIAL LAW CHANGES THAT AFFECT THEIR BUSINESSES. MEMBERSHIP SERVICES - ANNUAL MEMBERSHIP MEETING FOR PURPOSE OF EDUCATING MEMBERS, REPORTING ON ISSUES, REVIEWING ACTIVITIES OF THE CHAMBER AND PLANNING FOR NEXT YEAR'S ACTIVITY, AND HONOR OUTSTANDING INDIVIDUALS FOR THEIR LEADERSHIP IN SERVICE AND CITIZENSHIP (OR BUSINESS LEADERSHIP). EDUCATION & AWARENESS - SEMINARS REGARDING AREAS OF INTEREST AND TRENDING ISSUES HELD FOR MEMBERS AND GENERAL PUBLIC FOR PURPOSES OF EDUCATING AND INFORMING. 0 1 1 1 0 0 0 0 0 1 0 0 0 0 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 1 0 1 30 0 1 32 1 0 0 0 0 1 1 0 0 0 X 55 54 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NC X AMY FOWLER 9197926342 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 GARY J SALAMIDO ACTING PRESIDENT/COO 30.00 7.50 X X 282747 0 52418 S LEWIS EBERT PRESIDENT/ CEO/ SEC TO OCT 33.50 4.00 X X 408628 0 27440 DAVID FOUNTAIN CHAIR 1.00 1.00 X X 0 0 0 VENESSA HARRISON 1ST VICE CHAIR 1.00 X X 0 0 0 TOM HEIKS 2ND VICE CHAIR 1.00 1.00 X X 0 0 0 DALE JENKINS TREASURER 1.00 1.00 X X 0 0 0 AMY BAKER DIRECTOR 1.00 X 0 0 0 LOUIS BELO DIRECTOR 1.00 X 0 0 0 JOE BRANNAN DIRECTOR 1.00 X 0 0 0 CHRIS CARLSON DIRECTOR 1.00 X 0 0 0 WILLIAM A CECIL JR DIRECTOR 1.00 X 0 0 0 PATRICK CONWAY DIRECTOR 1.00 X 0 0 0 JAMES JERRY COOK DIRECTOR 1.00 X 0 0 0 KIT CRAMER DIRECTOR 1.00 X 0 0 0 JIM DICKENS DIRECTOR 1.00 X 0 0 0 KERRY DOUGHTY DIRECTOR 1.00 X 0 0 0 CAROL FLACK DIRECTOR 1.00 X 0 0 0 DONALD E FLOW DIRECTOR 1.00 X 0 0 0 JASON FRANCQUE DIRECTOR 1.00 X 0 0 0 DONALD GINTZIG DIRECTOR 1.00 X 0 0 0 BRAD GOODWIN DIRECTOR 1.00 X 0 0 0 BRIAN GREGORY DIRECTOR 1.00 X 0 0 0 MARK GRIFFITH DIRECTOR 1.00 X 0 0 0 JAMES JIM HANSEN DIRECTOR 1.00 1.00 X 0 0 0 D RUSSELL RUSTY HARRIS IMMEDIATE PAST CHAIR 1.00 1.00 X 0 0 0 FRANK B HOLDING JR DIRECTOR 1.00 1.00 X 0 0 0 BRAD JONES DIRECTOR 1.00 X 0 0 0 KIMBERLY KUO DIRECTOR 1.00 X 0 0 0 STEWART LEETH DIRECTOR 1.00 X 0 0 0 KAREN LEGGIO DIRECTOR 1.00 X 0 0 0 SCOTT LIBBEY DIRECTOR 1.00 X 0 0 0 BOB MCCRACKEN DIRECTOR 1.00 X 0 0 0 ELIZABETH MCGEE DIRECTOR 1.00 X 0 0 0 RAY MCKEITHAN DIRECTOR 1.00 X 0 0 0 JAMEY MILLAR DIRECTOR 1.00 X 0 0 0 WARD NYE DIRECTOR 1.00 1.00 X 0 0 0 JOHN ORGAIN DIRECTOR 1.00 X 0 0 0 JOHN PALERMO DIRECTOR 1.00 X 0 0 0 BRIAN PEACE DIRECTOR 1.00 X 0 0 0 ERIC PIKE DIRECTOR 1.00 X 0 0 0 RANDALL RAMSEY DIRECTOR 1.00 X 0 0 0 MARK RECTOR DIRECTOR 1.00 X 0 0 0 SEPIDEH SEPI SAIDI PE DIRECTOR 1.00 1.00 X 0 0 0 SCOTT J SEWELL DIRECTOR 1.00 X 0 0 0 STEPHEN SHUFORD DIRECTOR 1.00 X 0 0 0 JAMES H SILLS III DIRECTOR 1.00 X 0 0 0 CHRISTOPHER G SMITH DIRECTOR 1.00 X 0 0 0 JULE SMITH DIRECTOR 1.00 X 0 0 0 DAVID SPROSS DIRECTOR 1.00 X 0 0 0 DEREK B STEED DIRECTOR 1.00 1.00 X 0 0 0 DAVID STEVENS DIRECTOR 1.00 X 0 0 0 PAM TOWNSEND DIRECTOR 1.00 X 0 0 0 LESLIE WALDEN DIRECTOR 1.00 X 0 0 0 DAVID WEAVER DIRECTOR 1.00 1.00 X 0 0 0 JAMES C WHITEHURST III DIRECTOR 1.00 X 0 0 0 GREG WINKLER DIRECTOR 1.00 1.00 X 0 0 0 JAMES T SIMPSON JR COO TO OCT 30.00 7.50 X 380951 0 27927 EDWARD G TROHA VP OF MEMBERSHIP 35.00 2.50 X 171039 0 20724 MATTHEW T CURRAN MEMBER DEVELOPMENT MANAGER 37.50 2.50 X 121802 0 17499 KATE C PAYNE VP OF COMMUNICATIONS 37.50 2.50 X 135587 0 18589 JASON SOPER DIRECTOR, GOVERNMENT RELATIONS 37.50 2.50 X 109126 0 16194 BETH SHORE VP OF BUSINESS DEVELOPMENT 37.50 2.50 X 108729 0 16141 1718609 0 196932 8 0 1 0 RELYUS 3469 BLACK DECKER ROAD HOPE MILLS NC 28348 PRINTING 179875 COLE HARGRAVE SNODGRASS & ASSOCIATES PO BOX 2034 OKLAHOMA CITY OK 73101 CONSULTING 167659 2 550613 550613 MEMBERSHIP DUES 900099 3835829 3835829 CONFERENCES & MEETINGS 900099 1094525 1094525 ADMINISTRATIVE FEE 900099 103275 103275 5033629 49491 49491 11186 11186 417464 380006 37458 37458 37458 REFUNDS AND OTHER 900099 3028 3028 3028 5685405 5033629 0 101163 850 1371874 1804550 92150 166457 237273 54788 33098 5773 479458 150853 239590 163935 185443 85945 92994 39072 15469 EVENT EXPENSE 458924 VOTER EDUCATION 190418 ADMINISTRATIVE EXPENSE 82575 BAD DEBT EXPENSE 13500 22313 5987302 2372511 996832 1740687 214053 88802 389604 40469 92946 627674 554420 104718 73254 2604109 76054 82089 4423241 4452887 717717 1338659 1997306 1933719 2715023 3272378 X 1708218 1180509 1708218 1180509 4423241 4452887 -301897 -225812 0 X 0 1 X 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 3835829 1114974 1114974 1399632 -284658 PART I-A, LINE 1: THE NORTH CAROLINA CHAMBER POLITICAL PROGRAM SUPPORTS THE MISSION OF THE NORTH CAROLINA CHAMBER BY CONDUCTING POLLING, ELECTION ANALYSIS, VOTER EDUCATION, FUNDING ISSUE ADS, INDEPENDENT EXPENDITURES, AND ELECTIONEERING COMMUNICATIONS. THE NORTH CAROLINA CHAMBER POLITICAL PROGRAM DOES NOT MAKE CONTRIBUTIONS TO CANDIDATES OR TO CANDIDATE COMMITTEES. 43464 27095 16369 584210 527325 56885 73254 X PART X, LINE 2: THE NORTH CAROLINA CHAMBER IS EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(6) OF THE INTERNAL REVENUE CODE. MANAGEMENT HAS EVALUATED THE EFFECT OF THE GUIDANCE PROVIDED BY U.S. GAAP ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. MANAGEMENT BELIEVES THAT THE NORTH CAROLINA CHAMBER AND THE LEGAL INSTITUTE CONTINUE TO SATISFY THE REQUIREMENTS OF A TAX-EXEMPT ORGANIZATION AT DECEMBER 31, 2018 AND 2017. MANAGEMENT HAS EVALUATED ALL OTHER TAX POSITIONS THAT COULD HAVE A SIGNIFICANT EFFECT ON THE CONSOLIDATED FINANCIAL STATEMENTS AND DETERMINED THE NORTH CAROLINA CHAMBER AND LEGAL INSTITUTE HAD NO UNCERTAIN INCOME TAX POSITIONS AT DECEMBER 31, 2018 AND 2017. 1 X X X X 1 1 0 GARY J SALAMIDO ACTING PRESIDENT/COO 237515 0 40000 0 5232 0 43543 0 8875 0 335165 0 0 0 S LEWIS EBERT PRESIDENT/ CEO/ SEC TO OCT 346024 0 60000 0 2604 0 18732 0 8708 0 436068 0 0 0 JAMES T SIMPSON JR COO TO OCT 240811 0 134573 0 5567 0 19219 0 8708 0 408878 0 0 0 EDWARD G TROHA VP OF MEMBERSHIP 125593 0 40000 0 5446 0 12105 0 8619 0 191763 0 0 0 KATE C PAYNE VP OF COMMUNICATIONS 115587 0 20000 0 0 0 9593 0 8996 0 154176 0 0 0 PART I, LINE 1A IN ADDITION TO REGULAR COMPENSATION, COMPANY VEHICLES ARE PROVIDED TO KEY EMPLOYEES AND HIGHLY COMPENSATED EMPLOYEES. THE ORGANIZATION HAS A WRITTEN POLICY PERMITTING PERSONAL USAGE OF THESE COMPANY VEHICLES. AT YEAR END THE VALUE OF THE PERSONAL USAGE IS DETERMINED IN ACCORDANCE WITH THE WRITTEN POLICY AND ADDED TO THE EMPLOYEE'S ANNUAL COMPENSATION. PART I, LINES 4A-B S. LEWIS EBERT RECEIVED $31,083 IN SEVERANCE PAYMENTS. THE FOLLOWING EMPLOYEES PARTICIPATED IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN UNDER SECTION 457(F). CONTRIBUTIONS TO THE PLAN BY THE CHAMBER DURING 2018 WERE AS FOLLOWS: S. LEWIS EBERT $0, JAMES T. SIMPSON JR $0, GARY J. SALAMIDO $25,000. PART II, COLUMN (B)(II) BONUS DETERMINATION: ALL EMPLOYEE BONUSES ARE BASED ON OVERALL CHAMBER PERFORMANCE AND INDIVIDUAL GOALS. VARIOUS FORMULAS ARE USED IN THE CALCULATION OF THE BONUS AMOUNTS. THE BONUS FOR THE PRESIDENT/CEO IS DETERMINED BY THE PERSONNEL AND COMPENSATION COMMITTEE AND IS ACCRUED AT YEAR END. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE SHALL HAVE AND MAY EXERCISE ALL THE POWERS OF THE BOARD IN THE INTERIM BETWEEN MEETINGS OF THE BOARD, OR AS OTHERWISE DELEGATED TO IT BY THESE BY-LAWS OR BY THE BOARD, EXCEPT AS OTHERWISE PROVIDED BELOW. THE EXECUTIVE COMMITTEE IS SPECIFICALLY AUTHORIZED TO SELECT AND HIRE THE PRESIDENT AND TO TERMINATE THE EMPLOYMENT OF THE PRESIDENT, IN ITS DISCRETION, OR TAKE SUCH OTHER ACTION IT DEEMS APPROPRIATE, WITHOUT PREJUDICE TO ANY CONTRACT RIGHTS THE PRESIDENT MAY HAVE UNDER ANY AGREEMENT. THE EXECUTIVE COMMITTEE IS AUTHORIZED TO OVERRIDE ANY ACTION TAKEN BY ANY OTHER COMMITTEE ESTABLISHED BY THESE BY-LAWS. THE EXECUTIVE COMMITTEE CONSISTS OF TEN (10) APPOINTED MEMBERS, PLUS THE EX OFFICIO MEMBERS DESCRIBED BELOW. APPOINTED MEMBERS ARE SELECTED BY THE PERSON WHO IS (OR IS TO BE) THE CHAIR AT THE TIME OF THE COMMENCEMENT OF THE APPOINTED MEMBER'S TERM ON THE EXECUTIVE COMMITTEE, WITH SUCH APPOINTMENT TO BE RATIFIED BY ACTION OF THE BOARD. THE EX OFFICIO MEMBERS OF THE EXECUTIVE COMMITTEE CONSIST OF (I) THE CHAIR, (II) THE FIRST VICE CHAIR, (III) THE SECOND VICE CHAIR, (IV) THE PRESIDENT, (V) THE TREASURER, AND (VI) THE SECRETARY. ALL APPOINTED AND EX OFFICIO MEMBERS OF THE EXECUTIVE COMMITTEE SHALL BE MEMBERS OF THE BOARD AT THE TIME OF THEIR APPOINTMENT AND THROUGHOUT THEIR TENURE AS EXECUTIVE COMMITTEE MEMBERS. AT SUCH TIME AS A MEMBER OF THE EXECUTIVE COMMITTEE IS NO LONGER ELIGIBLE FOR SERVICE OF THE EXECUTIVE COMMITTEE, SUCH MEMBER'S TENURE AS A MEMBER OF THE EXECUTIVE COMMITTEE SHALL AUTOMATICALLY TERMINATE. LIMITATION OF POWERS: COMMITTEES VESTED WITH THE AUTHORITY TO ACT ON BEHALF OF THE BOARD IN THE MANAGEMENT OF THE CORPORATION SHALL NOT: (A) AUTHORIZE DISTRIBUTIONS; (B) APPROVE DISSOLUTION, MERGER OR THE SALE, PLEDGE, OR TRANSFER OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION'S ASSETS; (C) ELECT, APPOINT OR REMOVE DIRECTORS, OR FILL VACANCIES ON THE BOARD OR ON ANY OF ITS COMMITTEES; OR (D) ADOPT, AMEND, OR REPEAL THE ARTICLES OF INCORPORATION OR BY-LAWS. FORM 990, PART VI, SECTION A, LINE 6 THERE ARE REGULAR MEMBERS AND EMERITUS MEMBERS. FORMER CHAIRS AND FORMER PRESIDENTS MAY BE GRANTED EMERITUS MEMBER STATUS BY THE BOARD. UNDER SPECIAL CIRCUMSTANCES, THE BOARD MAY ALSO GRANT EMERITUS STATUS TO OTHERS. EMERITUS MEMBERS HAVE NO RIGHT TO VOTE ON ANY MATTER AND PAY NO DUES. ALL MEMBERS OTHER THAN EMERITUS MEMBERS ARE REGULAR MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A ELECTED DIRECTORS ARE ELECTED ANNUALLY BY THE MEMBERS. IN ADDITION, THE CHAIR MAY, BUT SHALL NOT BE REQUIRED TO, APPOINT UP TO TWO (2) AT-LARGE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B THE CHIEF OPERATING OFFICER WILL DISTRIBUTE THE COMPLETE FORM 990 TO ALL DIRECTORS VIA A DIRECT LINK TO A SECURE PAGE ON THE CHAMBER'S WEBSITE PRIOR TO FILING. ALL DIRECTORS HAVE THE OPPORTUNITY TO REVIEW THE 990 BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C IN CONJUNCTION WITH THE ANNUAL MEETING OF THE BOARD OF DIRECTORS, EACH BOARD MEMBER IS ASKED TO COMPLETE (ANNUALLY) A CONFLICT OF INTEREST QUESTIONNAIRE. THE DOCUMENT IS DISTRIBUTED TO ALL INDIVIDUALS ATTENDING THE MEETING AND E-MAILED TO DIRECTORS UNABLE TO ATTEND. FOLLOW UP CALLS AND RETENTION OF DOCUMENTS WILL BE HANDLED BY THE EXECUTIVE ASSISTANT TO THE PRESIDENT AND CEO OF THE CHAMBER. AT THE BEGINNING OF EVERY AUDIT AND FINANCE COMMITTEE MEETING, BOARD OF DIRECTORS MEETING AND EXECUTIVE COMMITTEE MEETING, DIRECTORS ARE ASKED TO REPORT ANY CHANGES OF STATUS IN RELATION TO THEIR RESPONSES ON THE ANNUAL CONFLICT OF INTEREST SURVEY. CHANGES ARE DOCUMENTED AND RECORDED IN THE MINUTES OF THE MEETING. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE GOVERNING BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. FORM 990, PART VI, SECTION B, LINE 15 PRESIDENT & CEO COMPENSATION: IN CONJUNCTION WITH THE ANNUAL MEETING OF THE BOARD OF DIRECTORS, THE COMPENSATION COMMITTEE WILL EVALUATE PERFORMANCE AND RECOMMEND COMPENSATION FOR THE PRESIDENT AND CEO. THE COMPENSATION PROCESS INCLUDES THE FOLLOWING ELEMENTS: REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE, USE OF COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED INDIVIDUALS IN SIMILAR POSITIONS, AND DOCUMENTATION OF RECOMMENDATIONS BY THE COMPENSATION COMMITTEE TO THE DIRECTOR OF ADMINISTRATION FOR RECORDKEEPING. KEY EMPLOYEES' COMPENSATION: THE PRESIDENT AND CEO IS RESPONSIBLE FOR REVIEWING AND RECOMMENDING COMPENSATION FOR KEY EMPLOYEES OF THE CHAMBER. RECOMMENDATIONS WILL BE BASED ON THE USE OF COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED INDIVIDUALS IN SIMILAR POSITIONS AS WELL AS LENGTH OF SERVICE AND INDIVIDUAL PERFORMANCE. DOCUMENTATION WITH RESPECT TO DECISIONS BY THE PRESIDENT AND THE CEO, WILL BE PROVIDED TO THE DIRECTOR OF HUMAN RESOURCES AND ADMINISTRATION.. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. NORTH CAROLINA CHAMBER FOUNDATION 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 561918853 RESEARCH & ANALYSIS NC 501(C)(3) LINE 12A, I NORTH CAROLINA CHAMBER 1 NORTH CAROLINA CHAMBER LEGAL INSTITUTE 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 474901025 RESEARCH & ANALYSIS NC 501(C)(6) NORTH CAROLINA CHAMBER 1 NORTH CAROLINA CHAMBER PAC 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 271128346 POLITICAL ACTIVITIES NC 527 NORTH CAROLINA CHAMBER 1 NORTH CAROLINA CHAMBER INDEPENDENT EXPENDITURE 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 453806669 POLITICAL ACTIVITIES NC 527 NORTH CAROLINA CHAMBER 1 NORTH CAROLINA CHAMBER SERVICES 701 CORPORATE CENTER DRIVE STE 400 RALEIGH NC 27607 272419422 PURSUE TAXABLE BUSINESS OPPORTUNITIES NC NORTH CAROLINA CHAMBER C 1376 1.00000 1 1 0 0 1 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 NORTH CAROLINA CHAMBER FOUNDATION A 18000 BOOK VALUE NORTH CAROLINA CHAMBER FOUNDATION O 301756 BOOK VALUE