2017-02-23T17:05:04-06:00 2016-06-30 620713250 KRAFTCPAS PLLC 555 GREAT CIRCLE ROAD NASHVILLE TN 37228 990 2015-07-01 204023482 SOLES4SOULS INC SOLE 6153915723 319 MARTINGALE DRIVE OLD HICKORY TN 37138 ROBERT ADAMS-GHEE CFO (BEGINNING NOV 2016) 6153915723 2017-02-23 1 KEN YOUNGSTEAD P00320901 6152427351 2017-02-22 2015 2021-01-29 14:40:06Z EARNEST C TEASTER III 319 MARTINGALE DRIVE OLD HICKORY TN 37138 41944228 0 X WWW.SOLES4SOULS.ORG X 2006 AL SOLES4SOULS CREATES SUSTAINABLE JOBS AND PROVIDES RELIEF THROUGH THE DISTRIBUTION OF SHOES AND CLOTHING AROUND THE WORLD. 11 11 45 5000 0 0 36038982 38416121 2797390 3516296 1904 818 8095 10993 38846371 41944228 9315319 6295407 0 0 2192190 2384898 0 0 757577 28436911 36817512 39944420 45497817 -1098049 -3553589 14474833 10441436 3088522 2608714 11386311 7832722 X SOLES4SOULS IS A GLOBAL NOT-FOR-PROFIT INSTITUTION DEDICATED TO FIGHTING THE DEVASTATING IMPACT AND PERPETUATION OF POVERTY. THE ORGANIZATION ADVANCES ITS ANTI-POVERTY MISSION BY COLLECTING NEW AND USED SHOES AND CLOTHES FROM INDIVIDUALS, SCHOOLS, FAITH-BASED INSTITUTIONS, CIVIC ORGANIZATIONS AND CORPORATE PARTNERS, THEN DISTRIBUTING THOSE SHOES AND CLOTHES BOTH VIA DIRECT DONATIONS TO PEOPLE IN NEED AND BY PROVISIONING QUALIFIED MICRO-BUSINESS ENTERPRISE PROGRAMS DESIGNED TO CREATE JOBS IN POOR AND DISADVANTAGED COMMUNITIES. 0 0 29976160 2675970 2469102 SOLES4SOULS COLLECTS SHOES FROM THE FOOTWEAR INDUSTRY, INCLUDING MANUFACTURING, WHOLESALE AND RETAIL ORIENTED COMPANIES. THESE DONATIONS WILL INCLUDE FIRST-QUALITY NEW SHOES, SHOES WITH MINOR DEFECTS, AND CUSTOMER RETURNS. S4S ALSO COLLECTS SHOE DONATIONS FROM THE GENERAL PUBLIC THROUGH SHOE DRIVES HOSTED BY INDIVIDUALS, CIVIC GROUPS, SCHOOLS, CHURCHES, AND RETAIL BUSINESSES. THROUGH OUR EXTENSIVE NETWORK OF QUALIFIED CHARITABLE PARTNERS, AS WELL AS THROUGH OUR TRAVEL4SOULS VOLUNTEER PROGRAM, NEW SHOES ARE DISTRIBUTED TO PEOPLE IN NEED BOTH IN THE U.S. AND INTERNATIONALLY SUFFERING FROM CONDITIONS OF POVERTY OR THE EFFECTS OF NATURAL DISASTERS. USED SHOES ARE GRADED AND UTILIZED IN SUPPORT OF MICRO-BUSINESS ENTERPRISE INITIATIVES IN DEVELOPING NATIONS. THESE SHOES WILL PROVIDE A LIVELIHOOD FOR MANY IMPOVERISHED FAMILIES, SPURRING LOCAL DEVELOPMENT AS WELL AS PROVIDING ACCESS TO LOW-COST FOOTWEAR IN AREAS WHERE THERE MAY BE NO ALTERNATIVES. 14030602 3619437 1058187 CLOTHES4SOULS RECEIVES DONATIONS OF CLOTHING AND ACCESSORIES FROM THE APPAREL INDUSTRY. THESE DONATIONS WILL INCLUDE NEW CLOTHING FROM FIRST-QUALITY INVENTORIES, CUSTOMER RETURNS, DEFECTIVE PRODUCTS, AND ITEMS WITH COSMETIC DEFICIENCIES. SIMILAR TO THE UTILIZATION OF FOOTWEAR, NEW CLOTHING IS DISTRIBUTED TO PROVIDE SHORT TERM RELIEF INCLUDING CRISIS RELIEF SITUATIONS. CLOTHING EITHER DAMAGED OR IN NEED OF REPAIR IS USED IN SUPPORT OF MICROENTERPRISE INITIATIVES IN DEVELOPING NATIONS. AS WITH FOOTWEAR, THIS SUSTAINABLE EFFORT ULTIMATELY ADVANCES THE GLOBAL FIGHT AGAINST POVERTY. 44006762 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 1 0 0 1 1 1 0 0 0 0 1 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 6 0 1 45 1 0 0 0 0 0 0 0 0 0 0 X 11 11 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 TN AL CA CT FL GA HI IL KS KY MD MA MI MN MS NH NJ NM NY NC OR PA RI SC UT VA WV WI X X ROBERT ADAMS-GHEE 6153915723 319 MARTINGALE DRIVE OLD HICKORY TN 37138 X BERNADETTE LANE CHAIRMAN 1.00 X X 0 0 0 TREVOR MASSON DIRECTOR 1.00 X 0 0 0 PATRICK MCLAUGHLIN DIRECTOR 1.00 X 0 0 0 DR BERNARD TURNER DIRECTOR 1.00 X 0 0 0 NANCY YOUSSEF DIRECTOR 1.00 X 0 0 0 RANDY DUNN DIRECTOR 1.00 X 0 0 0 BRIAN EHRIG DIRECTOR 1.00 X 0 0 0 ANDY HAMMONDS DIRECTOR 1.00 X 0 0 0 CLAY JENKINS DIRECTOR 1.00 X 0 0 0 JANET RIVES DIRECTOR 1.00 X 0 0 0 KARLA JARVIS DIRECTOR 1.00 X 0 0 0 EARNEST C TEASTER III CEO 40.00 X 235836 0 15421 LES WARD CFO THROUGH SEPT 2016 40.00 X 136844 0 9016 DAVID GRABEN COO 40.00 X 148397 0 9904 DONNA MATTICK CIO 40.00 X 135095 0 392 ROBERT ADAMS-GHEE CFO (BEGINNING NOV 2016) 0.00 X 0 0 0 656172 0 34733 4 0 1 0 0 38416121 37205775 38416121 MICRO-ENTERPRISE PROGRAM 900099 3159740 3159740 INTL VOLUNTEER TRAVEL FEES 900099 356556 356556 3516296 818 818 MISCELLANEOUS REVENUE 900099 10993 10993 10993 41944228 3527289 0 818 X 263160 263160 1769462 1769462 4262785 4262785 735502 322710 195398 217394 1363941 1007287 219233 137421 39669 32395 1889 5385 105942 68802 18857 18283 139844 90819 24892 24133 6930 693 6237 39390 39390 95889 52641 9764 33484 99254 79404 19850 122378 95149 16337 10892 122544 103377 11500 7667 433325 406035 13645 13645 139493 104620 20924 13949 168300 126225 25245 16830 142493 106870 21374 14249 MICRO ENTERPRISE BUSINE 34734403 34734403 OTHER DISTRIBUTION EXPE 270441 270441 DIRECT MAIL 158971 158971 MISCELLANEOUS 107368 48490 52414 6464 176333 60994 56379 58960 45497817 44006762 733478 757577 143931 298447 502704 0 131692 484092 10551369 6727661 90623 20470 3904808 994042 3054514 2910766 14474833 10441436 432140 405272 138894 52951 2172488 2150491 345000 0 3088522 2608714 X 2845678 4054061 8540633 3778661 11386311 7832722 14474833 10441436 -3553589 0 X X 0 1 X 1 0 X 48452696 47435412 37906037 36038982 38416121 208249248 48452696 47435412 37906037 36038982 38416121 208249248 37995430 170253818 4411 27239 800 1904 818 35172 12354 2553 86554 8905 10993 121359 208405779 14585106 0.81690 0.84170 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 238800 238800 3198378 607442 2590936 15850 9510 6340 185481 146001 39480 266299 231089 35210 2910766 X 41944228 0 41944228 0 41944228 45497817 0 45497817 0 45497817 PART X, LINE 2: MANAGEMENT PERFORMS AN EVALUATION OF ALL INCOME TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN THE COURSE OF PREPARING THE ORGANIZATION'S INCOME TAX RETURNS TO DETERMINE WHETHER THE INCOME TAX POSITIONS MEET A "MORE LIKELY THAN NOT" STANDARD OF BEING SUSTAINED UNDER EXAMINATION BY THE APPLICABLE TAXING AUTHORITIES. MANAGEMENT HAS PERFORMED ITS EVALUATION OF ALL INCOME TAX POSITIONS TAKEN ON ALL OPEN INCOME TAX RETURNS AND HAS DETERMINED THAT THERE WERE NO POSITIONS TAKEN THAT DO NOT MEET THE "MORE LIKELY THAN NOT" STANDARD. ACCORDINGLY, THERE ARE NO PROVISIONS FOR INCOME TAXES, PENALTIES OR INTEREST RECEIVABLE OR PAYABLE RELATING TO UNCERTAIN INCOME TAX POSITIONS. 0 CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 380000 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 50000 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES - GIK DISTRIBUTIONS (MBE) GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MBE (MICRO-BUSINESS ENTERPRISE) PROGRAM 3832785 0 0 0 0 0 0 4262785 0 4262785 RUSSIA AND NEIGHBORING STATES GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MBE (MICRO-BUSINESS ENTERPRISE) PROGRAM 3832785 NEW AND USED CLOTHING AND SHOES TO BE USED IN THE MICRO-BUSINESS ENTERPRISE PROGRAM FMV 1 PAIRS OF FOOTWEAR CENTRAL AMERICA AND THE CARIBBEAN 380000 OUR OUTREACH TEAM MADE 6 TRIPS TO HAITI AND DISTRIBUTED 6,000 PAIRS OF SHOES, 1 TRIP TO CUBA AND DISTRIBUED 500 PAIRS OF SHOES, 1 TRIP TO JAMAICA AND DISTRIBUTED 1,000 PAIRS OF SHOES, 3 TRIPS TO COSTA RICA AND DISTRIBUTED 4,500 PAIRS OF SHOES, 1 TRIP TO HONDURAS AND DISTRIBUTED 1,000 PAIRS OF SHOES, 3 TRIPS TO THE DOMINICAN REPUBLIC AND DISTRIBUTED 3,000 PAIRS OF SHOES, AND 3 TRIPS TO GUATEMALA AND DISTRIBUTED 3,000 PAIRS OF SHOES. FMV PAIRS OF FOOTWEAR SUB-SAHARAN AFRICA 50000 1 TRIP TO TANZANIA TO DISTRIBUTE 1,000 FMV ARTICLES OF CLOTHING AND PAIRS OF FOOTWEAR RUSSIA AND NEIGHBORING STATES 3832785 SHIPMENTS OF CLOTHING AND SHOES FOR DISTRIBUTION IN MBE PROGRAM FMV 0 0 0 0 0 0 PART I, LINE 2: THE ORGANIZATION MAINTAINS SHIPPING RECORDS OF GRANTS OF GIFTS IN-KIND GIVEN TO RECIPIENTS. THE ORGANIZATION ALSO REQUIRES THAT ALL RECIPIENTS SIGN A PARTNER AGREEMENT AND PROVIDE PROOF OF DISTRIBUTION OF PRODUCTS THAT WERE RECEIVED. SCHEDULE F, PART V: THROUGH ITS TRAVEL4SOULS PROGRAM, VOLUNTEERS FROM ACROSS THE UNITED STATES, CANADA AND AUSTRALIA JOIN S4S STAFF ON DISTRIBUTION TRIPS TO VARIOUS COUNTRIES, AND IN DOING SO ENJOY THE FIRST-HAND EXPERIENCE OF PROVIDING SHOES AND CLOTHING TO PEOPLE IN THE MOST DESPERATE SITUATIONS. DURING THE YEAR, TEAMS VISITED HAITI, JAMAICA, CUBA, COSTA RICA, HONDURAS, DOMICAN REPUBLIC, TANZANIA & GUATEMALA ON A TOTAL OF 19 OF THESE TRIPS, PERSONALLY GIVING OVER 20,000 PAIRS OF SHOES TO CHILDREN AND FAMILIES IN ORPHANAGES, SCHOOLS, VILLAGES, AND EVEN TENT CITIES. 1 OPERATION COMPASSION 114 STUART ROAD NE STE 370 CLEVELAND TN 37312 621697490 501(C)(3) 263160 FMV SEE PART IV FOR DESCRIPTION TO DISTRIBUTE TO THE NEEDY 52,632 PAIRS OF SHOES 263160 ORGANIZATION ESTIMATE SHOES PART I, LINE 2: THE ORGANIZATION MAINTAINS SHIPPING RECORDS OF GRANTS OF GIFTS IN-KIND GIVEN TO RECIPIENTS. THE ORGANIZATION ALSO REQUIRES THAT ALL RECIPIENTS SIGN A PARTNER AGREEMENT AND PROVIDE PROOF OF DISTRIBUTION OF PRODUCTS THAT WERE RECEIVED. PART II, LINE 1(G): DESCRIPTION OF NON-CASH ASSISTANCE: OPERATION COMPASSION: 901,038 PAIRS OF FOOTWEAR AND 11,076 PIECES OF CLOTHING. SCHEDULE I, PART IV: GRANTS AND OTHER ASSISTANCE TO GOVERNMENTS AND ORGANIZATIONS IN THE U.S.: SOLES4SOULS WORKS IN COOPERATION WITH MANY OTHER CHARITABLE ORGANIZATIONS TO FACILITATE THE DISTRIBUTION OF DONATED SHOES, CLOTHING, AND OTHER RELIEF SUPPLIES AROUND THE WORLD. THESE DONATIONS TO LARGE, REPUTABLE, U.S. - BASED ORGANIZATIONS WILL BE DISTRIBUTED BOTH DOMESTICALLY AND INTERNATIONALLY TO LOCAL AGENCIES PROVIDING CRISIS AND POVERTY RELIEF TO PEOPLE IN NEED WHEREVER THEY MAY BE. A FULL TRUCKLOAD OF SHOES, CLOTHING, AND OTHER RELIEF SUPPLIES DISTRIBUTED IN THIS MANNER CAN SERVE THE NEEDS OF THOUSANDS OF PEOPLE IN DOZENS OF DIFFERENT COUNTRIES, AND WILL BE COMPLEMENTED BY OTHER NECESSITIES THAT OUR DISTRIBUTION PARTNERS HAVE AVAILABLE TO THEM. PARTNER ORGANIZATIONS ARE CAREFULLY VETTED AND CONTRACTUALLY OBLIGATED TO ENSURE THE MISSION IMPACT OF SOLES4SOULS IS MAXIMIZED. GRANTS AND OTHER ASSISTANCE TO INDIVIDUALS IN THE U.S.: SOLES4SOULS HAS AN EXTENSIVE NETWORK OF LOCAL VOLUNTEER ORGANIZATIONS WHO WORK ON ITS BEHALF TO DISTRIBUTE SHOES DIRECTLY TO THOSE IN NEED IN THE UNITED STATES. WITH DISTRIBUTIONS RANGING FROM OUR THANKSGIVING FOOT EXAM AND SHOE GIVEAWAY HELD IN OVER 35 CITIES ACROSS AMERICA, CHRISTMAS SEASON SHOE, TOY, AND BOOK EVENTS, AND OUR EVERYDAY SUPPORT OF HUNDREDS OF OTHER PARTNER GROUPS, WE ARE REACHING THOUSANDS OF PEOPLE WHO FIND THEMSELVES LIVING IN ADVERSE CONDITIONS. X X X X 0 0 0 0 0 0 0 1 0 EARNEST C TEASTER III CEO 235836 0 0 0 0 0 14741 0 680 0 251257 0 0 0 DAVID GRABEN COO 148397 0 0 0 0 0 9372 0 532 0 158301 0 0 0 SCHEDULE J, PART I, LINE 7 - NON-FIXED PAYMENTS PROVIDED: BONUSES ARE PAID AT BOARD'S DISCRETION. NO BONUSES WERE PAID IN CALENDAR 2015. LES WARD LES WARD WAS CFO OF SOLES4SOULS, INC. FOR THE FY ENDED JUNE 30, 2016 45000 LES WARD, CFO OF S4S THROUGH SEPTEMBER 2016, IS ALSO A 25.2% PARTNER OF BLACKBRIAR ADVISORS, LLC. S4S DIRECLY PAID BLACKBRIAR ADVISORS, LLC $45,000 FOR RESOURCE FEES FOR LES WARD'S TIME FROM JULY 1, 2015 THROUGH JUNE 30, 2016 0 X 37205775 ORGANIZATION'S ESTIMATE 0 0 1 PART I, LINE 32B: SOLES4SOULS RECEIVES MILLIONS OF ARTICLES OF USED SHOES AND CLOTHING THAT HAVE BEEN COLLECTED BY INDIVIDUALS, SCHOOLS, FAITH-BASED INSTITUTIONS, CIVIC ORGANIZATIONS AND CORPORATE PARTNERS. AFTER SORTING ITEMS IN ITS NATIONAL WAREHOUSE SYSTEM, SOLES4SOULS SELLS THE USED AND ALLOWED NEW SHOES AND CLOTHING TO CAREFULLY SELECTED MICRO-BUSINESS ENTERPRISE ORGANIZATIONS. THESE ARE PRIVATE AND NON-PROFIT COMPANIES WITH WHOM THE ORGANIZATION ESTABLISH CONTRACT RELATIONSHIPS TO PROVIDE SHIPPING, FINANCING, INVENTORY, TRAINING AND OTHER SUPPORT TO ULTRA-SMALL BUSINESSES IN CENTRAL AMERICA, SOUTH AMERICA, AND AFRICA. SOLES4SOULS' CONTRACTED PARTNERS PROVIDE THE MICRO-BUSINESS ENTERPRISE (ULTRA-SMALL BUSINESS) OPERATORS WITH SHOES AND CLOTHING TO SELL IN THEIR COMMUNITIES. LIKE ANY BUSINESS, THIS INVENTORY IS OFTEN PROVIDED ON CREDIT -- ALSO PROVIDED BY OUR PARTNER ORGANIZATIONS - AND THE OPERATOR KEEPS THE PROFITS THEY MAKE FROM WHAT THEY SELL. THESE PROFITS BECOME THE INCOME THAT PASSES THROUGH THE LOCAL ECONOMY THE REVENUE THAT IS GENERATED BY PROVIDING INVENTORY FOR ULTRA-SMALL BUSINESS OPERATORS IN SEVERAL COUNTRIES PAYS FOR DISTRIBUTION COSTS - BY FAR OUR HIGHEST EXPENSE - OPERATIONS, SALARIES AND BENEFITS, AND TO GROW SOLES4SOULS' ABILITY TO ACQUIRE AND DIRECTLY DONATE NEW AND USED SHOES TO PEOPLE IN NEED, OR IN THE AFTERMATH OF A DISASTER. FORM 990, PART VI, SECTION B, LINE 11 UPON APPROVAL OF THE DRAFT RETURN BY THE CEO, CFO, AND CONTROLLER, THE FORM 990 IS THEN MADE AVAILABLE TO THE BOARD OF DIRECTORS PRIOR TO ITS FILING. FORM 990, PART VI, SECTION B, LINE 12C ENFORCEMENT OF CONFLICTS POLICY: DIRECTORS DISCLOSE ANY POTENTIALLY CONFLICTING INTERESTS AND ARE IN FREQUENT COMMUNICATION. IT IS INCUMBENT UPON THE DIRECTORS TO MONITOR ANY POTENTIAL CONFLICT SITUATIONS ON A CONTINUING BASIS. FORM 990, PART VI, SECTION B, LINE 15 CEO: THE CEO'S COMPENSATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE IN CONJUNCTION WITH A REVIEW OF PERFORMANCE BY THE EXECUTIVE COMMITTEE OF THE BOARD. THE COMPENSATION COMMITTEE ALSO REVIEWED INDEPENDENT COMPENSATION SURVEYS IN DEVELOPMENT OF SOLES4SOULS ORGANIZATIONAL BONUS POLICY. OTHER OFFICERS AND KEY EMPLOYEES: THE CEO ESTABLISHES AND ADMINISTERS COMPENSATION LEVELS OF THE EXECUTIVE STAFF. THESE COMPENSATION LEVELS ARE ADDITIONALLY REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE. 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. FORM 990, PART VII, COLUMN D & F: PER THE FORM 990 INSTRUCTIONS THE OFFICERS' COMPENSATION AMOUNTS LISTED ON PART VII, COLUMNS D & F ARE FOR THE 2015 CALENDAR YEAR. THE FISCAL YEAR COMPENSATION AMOUNTS FOR THESE OFFICERS ARE INCLUDED ON PART IX LINE 5. FORM 990, PART IX, LINE #24A: THE MICRO-ENTERPRISE IN-KIND DISTRIBUTIONS CONSISTED OF 2,200,285 PAIRS OF SHOES VALUED AT $26,164,255, CLOTHING VALUED AT $12,234,796, AND OTHER RELIEF ITEMS VALUED AT $168,138. FORM 990, PART XII, LINE 2C: THE ORGANIZATION'S OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS OR THE SELECTION PROCESS OF AN INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR.