2017-10-20T11:53:02-05:00 2017-06-30 620713250 KRAFTCPAS PLLC 555 GREAT CIRCLE ROAD NASHVILLE TN 37228 990 2016-07-01 204023482 SOLES4SOULS INC SOLE 6153915723 319 MARTINGALE DRIVE OLD HICKORY TN 37138 ROBERT ADAMS-GHEE CFO 6153915723 2017-10-20 1 KEN YOUNGSTEAD P00320901 6152427351 2017-10-20 207.86.221.194 2017-10-20 09:56:06 CD P 47FED62075118235922917C19AC66EC1FE4ECD09 F1DBDD3298F751560B47CDAA9677E104597579B6 2016 2021-01-29 14:40:06Z EARNEST C TEASTER III 319 MARTINGALE DRIVE OLD HICKORY TN 37138 69998867 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. 13 13 50 5000 0 0 38416121 65506678 3516296 4392692 818 554 10993 17433 41944228 69917357 6295407 17957255 0 0 2384898 2779433 0 0 1066217 36817512 46320821 45497817 67057509 -3553589 2859848 10441436 13420937 2608714 2728367 7832722 10692570 X SOLES4SOULS (S4S) IS A GLOBAL NOT-FOR-PROFIT INSTITUTION DEDICATED TO FIGHTING THE DEVASTATING IMPACT AND PERPETUATION OF POVERTY. S4S ADVANCES ITS MISSION BY COLLECTING NEW AND USED SHOES AND CLOTHES FROM CORPORATE PARTNERS, INDIVIDUALS, SCHOOLS, CHURCHES, AND CIVIC ORGANIZATIONS, THEN DISTRIBUTING THOSE SHOES AND CLOTHES VIA BOTH DIRECT DONATIONS TO PEOPLE IN NEED AND BY PLACING SHOES AND CLOTHING INTO QUALIFIED MICRO-BUSINESS ENTERPRISE PROGRAMS DESIGNED TO CREATE JOBS IN POOR AND DISADVANTAGED COMMUNITIES. 0 0 45538566 7516261 3086511 SOLES4SOULS (S4S) COLLECTS SHOES FROM THE FOOTWEAR INDUSTRY, INCLUDING MANUFACTURING, WHOLESALE AND RETAIL ORIENTED COMPANIES. THESE DONATIONS 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 S4S TRAVEL 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 USED IN SUPPORT OF MICROENTERPRISE INITIATIVES IN DEVELOPING NATIONS. THESE SHOES 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. ADDITIONALLY, EACH PAIR OF SHOES DISTRIBUTED OR PLACED IN MICROENTERPRISE OPERATIONS KEEPS THE PRODUCT OUT OF LANDFILLS. 19516526 10440994 1322790 CLOTHES4SOULS (C4S) RECEIVES DONATIONS OF CLOTHING AND ACCESSORIES FROM THE APPAREL INDUSTRY. THESE DONATIONS 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. ADDITIONALLY, EVERY PIECE OF CLOTHING DISTRIBUTED OR PLACED IN MICROENTERPRISE OPERATIONS KEEPS THE PRODUCT OUT OF LANDFILLS. 65055092 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 1 0 1 0 0 1 1 1 0 1 0 0 1 1 1 0 0 0 0 0 1 0 0 1 0 0 0 1 0 0 0 0 1 10 0 1 50 0 0 0 0 0 0 0 0 0 X 13 13 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 BOARD CHAIR 1.00 X X 0 0 0 TREVOR MASSON VICE CHAIR 1.00 X X 0 0 0 JANET RIVES 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 BILL STRATHMANN DIRECTOR 1.00 X 0 0 0 BRIAN EHRIG DIRECTOR 1.00 X 0 0 0 ANDY HAMMONDS TREASURER 1.00 X X 0 0 0 CLAY JENKINS DIRECTOR 1.00 X 0 0 0 KARLA JARVIS SECRETARY 1.00 X X 0 0 0 MATT PRIEST DIRECTOR 1.00 X 0 0 0 MILLEDGE HART DIRECTOR 1.00 X 0 0 0 RANDY DUNN DIRECTOR 1.00 X 0 0 0 EARNEST C TEASTER III CEO 45.00 X 278038 0 28121 LES WARD CFO THROUGH SEPT 2016 45.00 X 147541 0 17594 DAVID GRABEN COO 45.00 X 185750 0 19139 DONNA MATTICK CIRO 45.00 X 156879 0 12938 ROBERT ADAMS-GHEE CFO/CAO (BEGINNING OCT 2016) 45.00 X 32972 0 745 801180 0 78537 4 0 1 0 0 49550 65457128 64241390 65506678 MICROENTERPRISE PROGRAM 900099 3766610 3766610 INTL VOLUNTEER TRAVEL FEES 900099 626082 626082 4392692 554 554 82334 49550 81510 824 824 MISCELLANEOUS REVENUE 900099 16609 16609 16609 69917357 4409301 0 1378 X 511068 511068 1841196 1841196 15604991 15604991 987621 341169 388740 257712 1461837 998189 155471 308177 43936 29551 1577 12808 139277 76465 30487 32325 146762 80575 32125 34062 4098 410 3688 39481 39481 101126 45864 18794 36468 130970 65485 65485 201275 180143 11566 9566 92817 74705 10867 7245 650374 600581 22442 27351 115254 86441 17288 11525 159096 119322 23864 15910 125782 94336 18868 12578 MICRO ENTERPRISE BUSINE 43811501 43811501 OTHER DISTRIBUTION EXPE 371997 371997 MISCELLANEOUS 187118 72165 104062 10891 DIRECT MAIL 162087 162087 167845 48938 56880 62027 67057509 65055092 936200 1066217 298447 806137 484092 514034 6727661 9200295 20470 55280 3959788 1143478 2910766 2816310 0 23327 5554 10441436 13420937 405272 588811 52951 43394 2150491 2096162 2608714 2728367 X 4054061 6056888 3778661 4630128 5554 7832722 10692570 10441436 13420937 2859848 0 X X 0 1 X 1 0 X 47435412 37906037 36038982 38416121 66338519 226135071 47435412 37906037 36038982 38416121 66338519 226135071 45348486 180786585 27239 800 1904 818 732 31493 2553 86554 8905 10993 16609 125614 226292178 15898188 0.79890 0.81690 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 5000 554 5554 1.00000 1 0 238800 238800 3215161 723479 2491682 15850 10567 5283 223678 159822 63856 266299 249610 16689 2816310 X 69998867 81510 81510 69917357 0 69917357 67139019 81510 81510 67057509 0 67057509 PART V, LINE 4: TO HELP SUPPORT THE OVERALL MISSION OF SOLES4SOULS, INC. 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. PART XI, LINE 2D - OTHER ADJUSTMENTS: DIRECT SPECIAL EVENTS EXPENSE 81,510. PART XII, LINE 2D - OTHER ADJUSTMENTS: DIRECT SPECIAL EVENTS EXPENSE 81,510. 0 CENTRAL AMERICA AND THE CARIBBEAN - ANTIGUA & BARBUDA, ARUBA, BAHAMAS, 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 465000 SUB-SAHARAN AFRICA - ANGOLA, BENIN, BOTSWANA, BURKINA FASO, 0 0 PROGRAM SERVICES - GIK DISTRIBUTIONS (MICROENTERPRISE) GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 122373 RUSSIA AND NEIGHBORING STATES - ARMENIA, AZERBIJAN, BELARUS, 0 0 PROGRAM SERVICES - GIK DISTRIBUTIONS (MICROENTERPRISE) GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 14916956 SOUTH AMERICA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 60000 CENTRAL AMERICA AND THE CARIBBEAN - ANTIGUA & BARBUDA, ARUBA, BAHAMAS, 0 0 PROGRAM SERVICES - GIK DISTRIBUTIONS MICROENTERPRISE PROGRAM) GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 40662 0 0 0 0 0 0 15604991 0 15604991 RUSSIA AND NEIGHBORING STATES - ARMENIA, AZERBIJAN, BELARUS, GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 14916956 NEW AND USED CLOTHING AND SHOES TO BE USED IN THE MICROENTERPRISE PROGRAM FMV SUB-SAHARAN AFRICA GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 122373 NEW AND USED CLOTHING AND SHOES TO BE USED IN THE MICROENTERPRISE PROGRAM FMV CENTRAL AMERICA AND THE CARIBBEAN GIK PRODUCT (CLOTHING AND SHOES) DISTRIBUTED AS PART OF THE MICROENTERPRISE PROGRAM 40662 NEW AND USED CLOTHING AND SHOES TO BE USED IN THE MICROENTERPRISE PROGRAM FMV PAIRS OF FOOTWEAR CENTRAL AMERICA AND THE CARIBBEAN - ANTIGUA & BARBUDA, ARUBA, BAHAMAS, 465000 OUR OUTREACH TEAM MADE 7 TRIPS TO HAITI AND DISTRIBUTED 7,000 PAIRS OF SHOES, 2 TRIP TO JAMAICA AND DISTRIBUTED 1,500 PAIRS OF SHOES, 4 TRIPS TO COSTA RICA AND DISTRIBUTED 7,500 PAIRS OF SHOES, 5 TRIPS TO HONDURAS AND DISTRIBUTED 3,000 PAIRS OF SHOES, 5 TRIPS TO THE DOMINICAN REPUBLIC AND DISTRIBUTED 3,750 PAIRS OF SHOES, AND 1 TRIP TO GUATEMALA AND DISTRIBUTED 500 PAIRS OF SHOES. FMV ARTICLES OF CLOTHING AND PAIRS OF FOOTWEAR SUB-SAHARAN AFRICA - ANGOLA, BENIN, BOTSWANA, BURKINA FASO, 122373 SHIPMENTS OF CLOTHING AND SHOES FOR DISTRIBUTION IN MICROENTERPRISE PROGRAM FMV ARTICLES OF CLOTHING AND PAIRS OF FOOTWEAR RUSSIA AND NEIGHBORING STATES - ARMENIA, AZERBIJAN, BELARUS, 14916956 SHIPMENTS OF CLOTHING AND SHOES FOR DISTRIBUTION IN MICROENTERPRISE PROGRAM FMV PAIRS OF FOOTWEAR SOUTH AMERICA 60000 OUR OUTREACH TEAM MADE 1 TRIP TO BOLIVIA AND DISTRIBUTED 1,000 PAIRS OF SHOES, AND 2 TRIPS TO ECUADOR AND DISTRIBUTED 2,000 PAIRS OF SHOES. FMV ARTICLES OF CLOTHING AND PAIRS OF FOOTWEAR CENTRAL AMERICA AND THE CARIBBEAN 40662 SHIPMENTS OF CLOTHING AND SHOES FOR DISTRIBUTION IN MICROENTERPRISE 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. WINE WOMEN & SHOES 131884 49550 82334 58475 2056 13109 7870 131884 49550 82334 58475 2056 13109 7870 81510 824 1 OPERATION COMPASSION 114 STUART ROAD NE STE 370 CLEVELAND TN 37312 621697490 501(C)(3) 511068 FMV SEE PART IV FOR DESCRIPTION TO DISTRIBUTE TO THE NEEDY 42,589 PAIRS OF SHOES 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 1 0 0 0 0 1 0 0 0 EARNEST C TEASTER III CEO 243038 0 35000 0 0 0 15183 0 12938 0 306159 0 0 0 LES WARD CFO THROUGH SEPT 2016 136541 0 11000 0 0 0 8652 0 8942 0 165135 0 0 0 DAVID GRABEN COO 155750 0 30000 0 0 0 9592 0 9547 0 204889 0 0 0 DONNA MATTICK CIRO 145879 0 11000 0 0 0 0 0 12938 0 169817 0 0 0 PART I, LINE 4A SCHEDULE J, PART I, LINE 4A - SEVERANCE PAID: LES WARD WAS PAID 3 MONTHS SEVERANCE FROM OCT-DEC 2016 AND AN ADDITIONAL 3 MONTHS FROM JAN-MARCH 2017. PART I, LINE 6 SCHEDULE J, PART I, LINE 6A - COMPENSATION CONTINGENT ON NET EARNINGS: BONUSES WERE PAID TO PERSONS LISTED ON FORM 990, PART VII CONSISTENT WITH BOARD APPROVED BONUS POLICY BASED IN PART ON NET EARNINGS GENERATED DURING YEAR. LES WARD LES WARD WAS CFO OF SOLES4SOULS, INC. THROUGH SEPTEMBER 2016. 3750 LES WARD, CFO OF S4S THROUGH SEPTEMBER 2016, IS ALSO A 25.2% PARTNER OF BLACKBRIAR ADVISORS, LLC. S4S DIRECLY PAID BLACKBRIAR ADVISORS, LLC $3,750 FOR RESOURCE FEES FOR LES WARD'S TIME FROM JULY 1, 2016 THROUGH SEPTEMBER 30, 2016 0 X 64231390 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 MICROENTERPRISE ORGANIZATIONS. THESE ARE PRIVATE AND NON-PROFIT COMPANIES WITH WHOM THE ORGANIZATION ESTABLISHES 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 MICROENTERPRISE (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 MICROENTERPRISE 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 11B 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. SOLES4SOULS ENSURES THAT AN INDEPENDENT COMPENSATION SURVEY IS COMPLETED EVERY FIVE YEARS. IN 2017, THE COMPENSATION COMMITTEE ALSO REVIEWED OTHER INDUSTRY PRACTICES/POLICIES IN DEVELOPMENT OF SOLES4SOULS ORGANIZATIONAL BONUS POLICY. OTHER OFFICERS AND KEY EMPLOYEES: THE CEO ESTABLISHES AND ADMINISTERS COMPENSATION LEVELS OF THE EXECUTIVE STAFF. BEGINNING IN 2017, THE EXECUTIVE STAFF POSITIONS WILL BE INCLUDED IN THE INDEPENDENT COMPENSATION SURVEY THAT IS COMPLETED EVERY FIVE YEARS. 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 2016 CALENDAR YEAR. THE FISCAL YEAR COMPENSATION AMOUNTS FOR THESE OFFICERS ARE INCLUDED ON PART IX LINE 5. FORM 990, PART IX, LINE #24A: THE MICROENTERPRISE IN-KIND DISTRIBUTIONS CONSISTED OF 2,927,065 PAIRS OF SHOES VALUED AT $28,967,447, CLOTHING VALUED AT $14,538,196, AND OTHER RELIEF ITEMS VALUED AT $305,858. 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. SOLES4SOULS CANADA (INCOPORATION # 962795-2) 720 BATHURST STREET TORONTO ONTARIO CA M5S 2R4 CARRY ON THE ACTIVITIES OF SOLES4SOULS, INC IN CANADA CA 0 0 SOLES4SOULS INC