2015-02-11T18:34:39-06:00 2014-06-30 420714325 MCGLADREY LLP 9737 WASHINGTONIAN BLVD 400 GAITHERSBURG MD 208787340 990 2013-07-01 530159845 URBAN LAND INSTITUTE URBA 2026247000 1025 THOMAS JEFFERSON STREET N W NO 500-W WASHINGTON DC 20007 PATRICK L PHILLIPS CEO 2026247000 2015-02-10 1 WILLIAM E TURCO CPA P00369217 3012963600 2013 2016-02-25 16:41:14Z PATRICK L PHILLIPS 1025 THOMAS JEFFERSON STREET N W NO 500- WASHINGTON DC 20007 64585059 0 X WWW.ULI.ORG X 1936 IL TO PROVIDE LEADERSHIP IN THE RESPONSIBLE USE OF LAND AND IN CREATING AND SUSTAINING THRIVING COMMUNITIES WORLDWIDE. 16 15 221 5933 1695252 -250 6119788 7071950 50329637 55113938 200005 225586 0 0 56649430 62411474 2178916 1004850 0 0 19369703 21347188 0 0 1336491 34009984 37186756 55558603 59538794 1090827 2872680 56139587 60723578 14702678 16267759 41436909 44455819 X TO PROVIDE LEADERSHIP IN THE RESPONSIBLE USE OF LAND AND IN CREATING AND SUSTAINING THRIVING COMMUNITIES WORLDWIDE. 0 0 24169669 25479 19850240 DISTRICT/NATIONAL COUNCILS:THE PURPOSE OF THE DISTRICT/NATIONAL COUNCILS PROGRAM IS TO PROVIDE ULI'S PRESENCE AT THE LOCAL LEVEL, THROUGH THE DEVELOPMENT AND PRESENTATION OF PROGRAMS OF WORK THAT ADDRESS LOCAL REAL ESTATE AND URBAN PLANNING ISSUES. THE ACTIVITIES RECORDED HERE REPRESENT THE ACTIVITIES PERFORMED DIRECTLY BY THE DISTRICT/NATIONAL COUNCILS WHICH ARE ACCOUNTED FOR SEPARATELY WITHIN ULI, AS WELL AS, THE COSTS INCURRED BY ULI AT THE NATIONAL LEVEL TO SUPPORT THE DISTRICT/NATIONAL COUNCILS PROGRAM. THE MAJORITY OF THE COSTS AT THE NATIONAL LEVEL ARE FOR PROGRAM SUPPORT AND LOGISTICAL SUPPORT, AS WELL AS, COMMUNITY OUTREACH EFFORTS IN THE AREAS OF REGIONAL COOPERATION, URBAN REVITALIZATION, AND EDUCATING HIGH SCHOOL STUDENTS ON LAND USE AND DEVELOPMENT ISSUES. 6769626 14063379 MEETINGS/CONFERENCES:THE MEETING PROGRAM REPRESENTS THE REVENUES AND EXPENSES RELATED TO ULI'S SPRING AND FALL ANNUAL MEETINGS WHILE THE CONFERENCE PROGRAM FOCUSES ON DEVELOPMENT TOPICS OF IMMEDIATE INTEREST. 6055163 1418206 CONTENT-AREAS OF CONTENT FOCUS:THE ULI TERWILLIGER CENTER FOR WORKFORCE HOUSING SUPPORTS DEVELOPMENT OF HOUSING AFFORDABLE TO MODERATE- INCOME WORKERS. ESTABLISHED IN 2007, THE CENTER WILL IDENTIFY AND ELIMINATE BARRIERS TO WORKFORCE HOUSING PRODUCTION BY RAISING AWARENESS OF THE AFFORDABILITY GAP AND ADVOCATING CHANGES IN PUBLIC POLICY.ULI'S EUROPEAN RESEARCH CENTER OVERSEES STRATEGY AND DELIVERY FOR BROAD RANGE OF PROJECTS IN EUROPE.THE ULI/DANIEL ROSE CENTER FOR PUBLIC LEADERSHIP IN LAND USE WAS ESTABLISHED IN 2009. ITS MISSION IS TO EMPOWER LEADERS IN THE PUBLIC SECTOR TO ENVISION, BUILD AND SUSTAIN SUCCESSFUL 21ST CENTURY COMMUNITIES BY PROVIDING ACCESS TO INFORMATION, BEST PRACTICES, PEER NETWORKS AND OTHER RESOURCES TO FOSTER CREATIVE, EFFICIENT AND SUSTAINABLE LAND USE PRACTICES.THE CAPITAL MARKETS CENTER MISSION IS TO PROVIDE LEADERSHIP IN FOSTERING AND ENHANCING A HEALTHY AND PRODUCTIVE REAL ESTATE INDUSTRY AND REAL ESTATE CAPITAL MARKETS SECTOR THAT IN TURN PROMOTE THRIVING AND SUSTAINABLE COMMUNITIES AND REAL ESTATE MARKETS WORLDWIDE, THROUGH RESEARCH, TREND ANALYSIS, EDUCATION, EVENTS, PUBLICATIONS, WEBSITES AND WEB-BASED RESOURCES, AND THROUGH LEADERSHIP.THE CENTER FOR SUSTAINABILITY ENCOMPASSES ULI'S CLIMATE CHANGE, LAND USE AND ENERGY (CLUE) INITIATIVE WHICH CONDUCTS RESEARCH AND PROGRAMMING ACROSS PRIMARY TOPIC AREAS INCLUDING: 1) THE CHANGING NATURE OF BUSINESS PRACTICES AT THE NEXUS OF FINANCE, ENERGY AND BUILDINGS, 2) NEW FORMS OF PUBLIC-PRIVATE PARTNERSHIPS THAT ALIGN REAL ESTATE WITH A NEW GENERATION OF PUBLIC BENEFITS, AND 3) THE EMERGING ROLE OF NEW TECHNOLOGIES IN TRANSFORMING LOCAL MARKETS TO ACHIEVE COMMUNITY SUSTAINABILITY GOALS.THE ROBERT C. LARSON LEADERSHIP INITIATIVE ENABLES ULI TO ADD LEADERSHIP DEVELOPMENT ACTIVITIES TO ITS PROGRAM OF WORK AND EXTEND THE INSTITUTE'S REACH TO MANY MORE CURRENT AND POTENTIAL LEADERS. THE INITIATIVE ALSO SUPPORTS THE WORK OF THE ULI WOMEN'S LEADERSHIP INITIATIVE WHOSE MISSION IS TO RAISE THE VISIBILITY AND NUMBER OF WOMEN LEADERS IN ULI AND THE REAL ESTATE INDUSTRY.THE ULI GREENPRINT CENTER IS A CATALYST FOR CHANGE, TAKING MEANINGFUL, IMMEDIATE AND MEASUREABLE ACTIONS TO GENERATE REAL ESTATE SOLUTIONS THAT IMPROVE THE ENVIRONMENT THROUGH ENERGY EFFICIENCY WHILE DEMONSTRATING THE CORRELATION WITH INCREASED PROPERTY VALUES. GREENPRINT FOCUSES ON REDUCING THE CARBON FOOTPRINT OF EXISTING BUILDINGS, WHICH CURRENTLY REPRESENT ONE THIRD OF GLOBAL CARBON EMISSIONS, AND WORKS TO ACHIEVE ITS CARBON REDUCTION GOALS THROUGH EDUCATION AND ACTION. THE CENTER USES THE COLLECTIVE POWER OF ITS MEMBERSHIP TO LEAD BY EXAMPLE IN LOWERING CARBON EMISSIONS BY EXPLORING AND IMPLEMENTING ENERGY-REDUCING TECHNOLOGIES, SHARING THEIR PERFORMANCE RESULTS WITH THE PUBLIC THROUGH THE GREENPRINT PERFORMANCE REPORT, TM.BUILDING HEALTHY PLACES LEVERAGES THE POWER OF ULI'S GLOBAL NETWORKS TO SHAPE PROJECTS AND PLACES IN WAYS THAT IMPROVE THE HEALTH OF PEOPLE AND COMMUNITIES. THIS PROGRAM WAS SELECTED BY THE BOARD OF DIRECTORS TO BE A FOCUS PROGRAM FOR A TWO-YEAR TIMEFRAME.ULI IS IN THE PROCESS OF ESTABLISHING A PROGRAM IN SHANGHAI, CHINA, WORKING TOWARDS CREATING A NATIONAL COUNCIL THAT WILL BE BASED IN SHANGHAI TO SUPPORT THE GROWING MEMBERSHIP IN THE REGION. 2171153 12928461 MEMBERSHIP SERVICES:THE REVENUES OF THIS PROGRAM REPRESENT THE MEMBERSHIP DUES FROM MEMBERS. THE EXPENSES RELATE TO MEMBERSHIP RECRUITMENT AND RETENTION EFFORTS, AS WELL AS ORDER PROCESSING AND FULL MEMBER ADMISSIONS ACTIVITIES. 2508285 2779745 PUBLISHING/URBAN LAND MAGAZINE:PUBLISHING REPRESENTS THE SALES AND RELATED EXPENSES OF ULI'S BOOK PUBLISHING PROGRAM. THE URBAN LAND MAGAZINE IS A SIGNIFICANT MEMBERSHIP BENEFIT. IT PROMOTES ULI'S VISION AND MISSION BY PUBLISHING ON LAND USE POLICY AND REAL ESTATE PRACTICE, EDUCATING TO IMPROVE THE TOTAL ENVIRONMENT, AND ESTABLISHING ULI AS AN INFLUENTIAL INDUSTRY VOICE AND LEADER. 1575963 1305534 PRODUCT COUNCILS:ULI COUNCILS PROVIDE A FORUM FOR INFORMATION EXCHANGE ON THE STATE-OF-THE-ART OF A VARIETY OF DEVELOPMENT SECTORS. MEMBERSHIP IS BY APPOINTMENT AND LIMITED TO FULL MEMBERS. ULI CURRENTLY HAS 49 DOMESTIC AND 5 GLOBAL COUNCILS, FOCUSING ON AREAS OF ACTIVITY IN DEVELOPMENT PRODUCTS, DEVELOPMENT PROCESSES, AND INTERNATIONAL ISSUES. 812730 762685 PROFESSIONAL DEVELOPMENT:THIS DEPARTMENT CONTAINS THE ACTIVITIES OF ULI'S CONTINUING EDUCATION PROGRAMS. 1581886 1875219 ADVISORY SERVICES:ULI PROVIDES TECHNICAL EXPERTISE OF ITS MEMBERS TO CITIES, PRIVATE DEVELOPERS, AND OTHER ORGANIZATIONS THAT NEED OBJECTIVE ANALYSIS AND ADVICE ON HOW TO SOLVE DIFFICULT LAND USE, DEVELOPMENT, AND REDEVELOPMENT PROBLEMS. 2308789 50044 COMMUNICATIONS/VIRTUAL ULI:THIS INCLUDES INTERNAL AND EXTERNAL COMMUNICATIONS PROGRAMS - MEDIA RELATIONS, BRANDING, CORPORATE COMMUNICATIONS, AND WEB PAGE SUPPORT. 35439 INVESTMENTS:ULI'S INVESTMENTS PRIMARY PURPOSE IS TO PROVIDE A READILY ACCESSIBLE SOURCE OF CASH IN THE EVENT OF AN ECONOMIC DOWNTURN. PRESERVATION OF CAPITAL AND LIQUIDITY ARE THE PARAMOUNT FEATURES OF THIS INVESTMENT PROGRAM. THE TIME HORIZON OF THESE INVESTMENTS THEREFORE HAS TO BE SHORT TO INTERMEDIATE TERM, WITH A RELATIVELY LOW RISK PROFILE. 760441 136000 80425 AWARDS:ULI IS WIDELY RECOGNIZED AS THE PREEMINENT VOICE FOR ENCOURAGING AND FOSTERING HIGH STANDARDS OF LAND USE PLANNING AND REAL ESTATE DEVELOPMENT. ULI CELEBRATES THE PEOPLE AND PROJECTS THAT EMBODY BEST PRACTICE THROUGH THE AWARDS FOR EXCELLENCE PROGRAM, THE ULI J.C. NICHOLS PRIZE FOR VISIONARIES IN URBAN DEVELOPMENT, THE ULI GERALD D. HINES STUDENT URBAN DESIGN COMPETITION, AND THE ULI AMANDA BURDEN URBAN OPEN SPACE AWARD. 843371 843371 ULI FOUNDATION:ULIF TRANSFERS 100% OF FUNDS RAISED THROUGH THE ANNUAL FUND PROGRAM TO ULI TO SUPPORT ONGOING ULI PROGRAMS. IN RETURN, ULI ADDS TO ITS ANNUAL BUDGET ALL ULIF OPERATING EXPENSES THROUGH THE FORM OF A CONTRIBUTION TO ULIF. 12598057 979371 19782113 49592515 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 0 1 0 1 1 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 1 0 0 0 0 0 0 1 1 0 0 0 1 X 203 0 1 221 1 1 1 1 UK HK AE 0 0 0 0 0 0 0 0 X 16 15 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 CA CT DC GA X X MICHAEL TERSECK ULI 2026247000 1025 THOMAS JEFFERSON STREET N W NO WASHINGTON DC 20007 LYNN THURBER CHAIR 7.50 X X 0 0 0 ROBERT C LIEBER SECRETARY 2.00 X X 0 0 0 JOSEPH F AZRACK TREASURER 2.00 X X 0 0 0 PETER S RUMMELL IMMEDIATE PAST CHAIR 2.00 X 0 0 0 JAMES J CURTIS ULI FOUNDATION CHAIRMAN 2.00 X 0 0 0 RAYMOND CHOW MEMBER 2.00 X 0 0 0 MICHAEL D FASCITELLI MEMBER 2.00 X 0 0 0 HAMID R MOGHADAM MEMBER 2.00 X 0 0 0 STEPHEN P NAVARRO MEMBER 2.00 X 0 0 0 JEREMEY NEWSUM MEMBER 2.00 X 0 0 0 ROGER G ORF MEMBER 2.00 X 0 0 0 DIANA REID MEMBER 2.00 X 0 0 0 RANDALL K ROWE MEMBER 2.00 X 0 0 0 OWEN D THOMAS MEMBER 2.00 X 0 0 0 JOHN H ZEHNER MEMBER 2.00 X 0 0 0 PATRICK L PHILLIPS CEO 35.50 2.00 X X 664291 0 17768 CHERYL G CUMMINS EXECUTIVE OFFICER 37.50 X 410392 0 20020 MICHAEL J TERSECK CFO 37.50 X 380198 0 16576 JOSEPH MONTGOMERY CHIEF EXECUTIVE, EMEA 37.50 X 337550 0 2458 JOHN P FITZGERALD CHIEF EXECUTIVE ASIA 37.50 X 275540 0 21918 MARILEE UTTER EXECUTIVE VICE PRESIDENT 37.50 X 273854 0 20938 LELA AGNEW EXECUTIVE VICE PRESIDENT 37.50 X 245893 0 13897 DAVID HOWARD EXECUTIVE VICE PRESIDENT 37.50 X 233868 0 22236 MARY BETH CORRIGAN SENIOR VICE PRESIDENT 37.50 X 204558 0 11769 LORI G HATCHER SENIOR VICE PRESIDENT 37.50 X 187166 0 10264 KATHLEEN CAREY CCO 37.50 X 345425 0 2617 MAUREEN L MCAVEY FELLOW 37.50 X 216064 0 16109 THOMAS MURPHY FELLOW 37.50 X 201134 0 11748 GAYLE L BERENS SENIOR VICE PRESIDENT 37.50 X 191104 0 17078 MICHAEL L HORST FELLOW 37.50 X 192933 0 16981 DEBRA L THROCKMORTON SENIOR VICE PRESIDENT 37.50 X 190760 0 14372 RICHARD ROSAN FORMER PRESIDENT, ULI FOUNDATION 0.00 37.50 X 278372 0 10881 4829102 0 247630 62 1 1 0 FREEMAN AUDIO VISUAL SOLUTIONS PO BOX 650519 DALLAS TX 752650519 MEETING AUDIOVISUAL CONSULTING 1269850 RELIANCE TELESERVICE 1510 RITCHIE HWY STE 204 ARNOLD MD 21012 CUSTOMER SERVICE 896502 THE BASTIAN GROUP 90 MADISON STREET SUITE 103 DENVER CO 80206 MEETING LOGISTICS CONSULTING 696114 MCCARTHY MCSHERRY & ASSOCIATES 1700 WEST IRVING PARK ROAD SUITE 2 CHICAGO IL 60613 MEETING, EVENT & MANAGEMENT SERVICES 496927 FREEMAN PO BOX 650036 DALLAS TX 752650036 MEETING DECORATING CONSULTING 467839 27 7071950 7071950 DISTRICT COUNCILS 900099 19850240 19850240 MEETINGS & CONFERENCES 900099 14063379 14063379 MEMBERSHIP DUES 900099 12928461 12928461 PUB./URBAN LAND MAG. 541800 2779745 1084493 1695252 ADVISORY SERVICES 900099 1875219 1875219 3616894 3616894 55113938 86107 86107 2313064 2173585 139479 139479 139479 62411474 53418686 1695252 225586 X 861871 861871 142979 142979 3389588 1403612 1850656 135320 14464933 12029729 1936543 498661 787315 592358 167001 27956 1566583 1178662 332294 55627 1138769 856784 241549 40436 114400 383 114017 154529 29319 125210 35439 35439 10397796 9043831 1163686 190279 80885 50597 28788 1500 2024095 1797655 186485 39955 1278392 64900 1213492 1619441 1194392 345438 79611 2504341 2152407 305530 46404 98555 98555 10473233 10154345 217935 100953 997163 770473 184231 42459 210456 37300 173156 DISTRICT COUNCIL DUES S 3117319 3117319 DISTRICT COUNCIL ADMINI 2134311 2134311 CREDIT CARD FEES 673673 672306 1452 -85 MEMBER RECOGNITION 464899 391299 4012 69588 807829 781689 18313 7827 59538794 49592515 8609788 1336491 400 400 8196259 9614520 1494310 1478102 216662 213217 982106 1147181 9833595 8590562 2031436 1243033 3388980 3471953 729714 800864 39099720 42754308 56139587 60723578 5401777 5466752 8687328 10361962 613573 439045 14702678 16267759 X 15456553 17279711 25980356 27176108 41436909 44455819 56139587 60723578 2872680 146230 0 X 0 1 X 1 0 X 17957317 21071906 15384567 18062894 20000411 92477095 29396005 28872908 36411348 37001834 40490225 172172320 47353322 49944814 51795915 55064728 60490636 264649415 0 0 0 264649415 207468 126749 99687 122305 86107 642316 207468 126749 99687 122305 86107 642316 47560790 50071563 51895602 55187033 60576743 265291731 0.99760 0.97150 0.00240 0.00380 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 33866436 25440881 23376124 35931193 32899541 21978119 21011224 33866436 32814722 20458072 20373253 32899541 27994045 21758675 16937998 32814722 26669506 17256213 15931674 27994045 0.24370 0.75630 0 1 1 2847883 2282419 565464 2093017 1875491 217526 4892695 4432652 460043 1243033 ACCRUED INTEREST RECEIVABLE 9429 TRANSFER TO THE ULI FOUNDATION 10000000 BENEFICIAL INTEREST IN ULI FOUNDATION 27130787 DUE FROM ULI FOUNDATION 5614092 42754308 DEFERRED RENT 439045 439045 X 62567282 146230 45017 191247 62376035 35439 35439 62411474 59548372 45017 45017 59503355 35439 35439 59538794 PART V, LINE 4: BOARD DESIGNATED NET ASSETS ARE ASSETS HELD BY THE LOCAL DISTRICT/NATIONAL COUNCIL AND PRODUCT COUNCIL PROGRAMS AND ARE USED TO SUPPORT THEIR PROGRAMS. TEMPORARILY RESTRICTED NET ASSETS WHICH ARE PURPOSE RESTRICTED, REPRESENT ASSETS HELD BY ULIF THAT ARE AVAILABLE FOR ULI PROGRAMS. PART X, LINE 2: ULI AND ULIF ARE GENERALLY EXEMPT FROM FEDERAL INCOME TAXES UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. IN ADDITION, ULI AND ULIF QUALIFY FOR CHARITABLE CONTRIBUTION DEDUCTIONS, AND HAVE BEEN CLASSIFIED AS ORGANIZATIONS THAT ARE NOT PRIVATE FOUNDATIONS. INCOME WHICH IS NOT RELATED TO EXEMPT PURPOSES, LESS APPLICABLE DEDUCTIONS, IS SUBJECT TO FEDERAL AND STATE CORPORATE INCOME TAXES. NEITHER ULI NOR ULIF HAD UNRELATED BUSINESS INCOME TAX FOR THE YEARS ENDED JUNE 30, 2014 AND 2013. ULI AND ULIF ARE NOT AWARE OF ANY UNCERTAIN TAX POSITIONS AND THEREFORE, NO TAX LIABILITIES HAVE BEEN RECORDED AT JUNE 30, 2014 AND 2013. GENERALLY, ULI AND ULIF ARE NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL, STATE OR LOCAL TAX AUTHORITIES BEFORE 2011. EAST ASIA AND THE PACIFIC 2 4 PROGRAM SERVICES SEE PART V FOR DESCRIPTION OF ACTIVITIES IN THE REGION 2927032 EUROPE 2 10 PROGRAM SERVICES SEE PART V FOR DESCRIPTION OF ACTIVITIES IN THE REGION 4347792 4 14 0 0 4 14 7274824 0 7274824 0 0 0 0 0 0 SCHEDULE F, PART I, LINE 3(E),DESCRIPTIONS OF ACTIVITIES IN ASIA: THIS REGION COVERS MANY OF THE SAME PROGRAM AREAS AS EUROPE. THE FOLLOWING THEREFORE IS A JUST A LISTING OF THE PROGRAM HIGHLIGHTS AS IT RELATES TO EACH OF THOSE AREAS: - AS OF JUNE 30, 2014 ASIA MEMBERSHIP TOTALED 1,655. - IT HELD 3 CONFERENCES (SUMMER, WINTER AND SPRING) IN TOKYO JAPAN, AND 1 IN HONG KONG. - IT CONDUCTED 1 ADVISORY SERVICE PANEL IN THE SANYA CHINA. - IT PUBLISHED AN EMERGING TRENDS IN REAL ESTATE ASIA PACIFIC, WHICH PROVIDES AN OUTLOOK ON ASIA PACIFIC REAL ESTATE INVESTMENT AND DEVELOPMENT TRENDS, REAL ESTATE FINANCE AND CAPITAL MARKETS, TRENDS BY PROPERTY SECTOR AND METROPOLITAN AREA, AND OTHER REAL ESTATE ISSUES PERTINENT TO THE COUNTRIES IN ASIA. SCHEDULE F, PART I, LINE 3(E),DESCRIPTIONS OF ACTIVITIES IN EUROPE: MEMBERSHIP-GROW MEMBERSHIP WHILE MAINTAINING EXISTING MEMBERS, PROVIDING THEM WITH THE ULI EXPERIENCE WHICH IS AN OPEN EXCHANGE OF IDEAS, NETWORKING OPPORTUNITIES, AND THE ABILITY TO WORK WITH THE LEADERS OF THE LAND USE INDUSTRY: DEVELOPERS, BUILDERS, ENGINEERS, ATTORNEYS, PLANNERS, INVESTORS, FINANCIAL ADVISORS, ACADEMICS, ARCHITECTS AND PUBLIC OFFICIALS. MEMBERS HAVE ACCESS TO OBJECTIVE INFORMATION AND THE EXPERIENCE OF THOSE ACTIVE IN EVERY DISCIPLINE OF REAL ESTATE DEVELOPMENT, INVESTMENT, AND REGULATION. AS OF JUNE 30, 2014, ULI HAD 2,179 MEMBERS IN EUROPE. NATIONAL COUNCILS-THE PURPOSE OF THE NATIONAL COUNCILS PROGRAM IS TO PROVIDE ULI'S PRESENCE AT THE LOCAL LEVEL THRU THE DEVELOPMENT AND PRESENTATION OF PROGRAMS OF WORK THAT ADDRESS LOCAL REAL ESTATE AND URBAN PLANNING ISSUES. THE ACTIVITIES RECORDED HERE REPRESENT THE ACTIVITIES PERFORMED DIRECTLY BY THE DISTRICT COUNCILS. ULI HAS 16 NATIONAL COUNCILS IN EUROPE EITHER IN DEVELOPMENT OR GROWING. PRODUCT COUNCILS-ULI COUNCILS PROVIDE A FORUM FOR INFORMATION EXCHANGE ON THE STATE-OF-THE-ART OF A VARIETY OF DEVELOPMENT SECTORS. FULL MEMBERS ARE ELIGIBLE TO SERVE ON THESE COUNCILS. MEETINGS/CONFERENCES-THIS PROGRAM FOCUSES ON DEVELOPMENT TOPICS OF IMMEDIATE INTEREST INCLUDING THE ANNUAL CONFERENCE IN PARIS WHICH COVERS INTERNATIONAL REAL ESTATE FINANCE AND INVESTMENT, AN ANNUAL LEADERSHIP RETREAT, AND ONE TOPICAL/TRENDS CONFERENCES. PUBLISHING-PRODUCES AN ANNUAL EMERGING TRENDS IN REAL ESTATE EUROPE REPORT. THIS REPORT IS PUBLISHED BY THE URBAN LAND INSTITUTE (ULI) AND PRICEWATERHOUSECOOPERS IS BASED ON SURVEYS AND INTERVIEWS WITH APPROXIMATELY 600 INDUSTRY EXPERTS, WHICH COVERS 27 MARKETS IN COUNTRIES THROUGHOUT EUROPE. THE REPORT CONTAINS PREDICTIONS FOR INDIVIDUAL PROPERTY SECTORS AS WELL AS MARKETS, ALONG WITH INSIGHTS REGARDING REAL ESTATE CAPITAL MARKETS AND THE ECONOMY IN GENERAL. ADVISORY SERVICES-ULI PROVIDES TECHNICAL EXPERTISE OF ITS MEMBERS TO CITIES, PRIVATE DEVELOPERS, AND OTHER ORGANIZATIONS THAT NEED OBJECTIVE ANALYSIS AND ADVICE ON HOW TO SOLVE DIFFICULT LAND USE, DEVELOPMENT, AND REDEVELOPMENT PROBLEMS. EUROPE CONDUCTED ONE ADVISORY SERVICE PANEL IN MILAN ITALY. DEVELOPMENT-THIS DEPARTMENT HAS THE RESPONSIBILITY OF RAISING THE SPONSORSHIP FUNDS FOR ALL EUROPE'S CONFERENCES/PROGRAMS. AREA OF CONTENT FOCUS: - ULI'S EUROPEAN RESEARCH CENTER OVERSEES STRATEGY AND DELIVERY FOR BROAD RANGE OF TOPICS. 1 ULI FOUNDATION 1025 THOMAS JEFFERSON ST NW STE 500 WASHINGTON DC 20007 237133957 501(C)(3) 843371 GENERAL SUPPORT 1 AWARDS FOR HINES STUDENT DESIGN COMPETITION 20 75000 JC NICHOLS AWARD 1 50000 DISTRICT COUNCIL URBAN PLAN PROGRAM 50 4542 DISTRICT COUNCILS HINES COMPETITIONS 13 4155 AUSTIN DISTRICT COUNCIL-STEVE LEBLANC SCHOLARS 2 1000 ULI SAN FRANCISCO/MULBERRY AWARDS 50 1580 ULI DETROIT/JEFF BLAU SCHOLARSHIP 5 5000 DISTRICT COUNCILS FALL MEETING SCHOLARSHIPS 3 717 ULI MINNESOTA/LAMPI SCHOLARSHIP 1 485 ULI APGAR AWARD 2014 1 500 PART I, LINE 2: MOST OF THE FUNDING PROVIDED TO INDIVIDUALS AND ORGANIZATIONS ARE AWARDS FOR PARTICIPATION IN ULI'S AWARD PROGRAMS (MOST NOTABLY THE JC NICHOLS PRIZE FOR VISIONARIES IN URBAN DEVELOPMENT AND THE GERALD D. HINES STUDENT URBAN DESIGN COMPETITION). THE ONE PROGRAM, COMMUNITY ACTION GRANTS, IS A GRANT PROGRAM. DOCUMENTATION REGARDING COMMUNITY ACTION GRANT PROGRAM PROVIDED WITH 2008 FORM FILING. NO CHANGES TO PROGRAM. X 1 1 X X X X 0 0 0 0 0 0 0 1 0 PATRICK L PHILLIPS CEO 570391 0 80000 0 13900 0 15300 0 2468 0 682059 0 0 0 CHERYL G CUMMINS EXECUTIVE OFFICER 352251 0 40000 0 18141 0 15300 0 4720 0 430412 0 0 0 MICHAEL J TERSECK CFO 320811 0 40000 0 19387 0 15300 0 1276 0 396774 0 0 0 JOSEPH MONTGOMERY CHIEF EXECUTIVE, EMEA 246010 0 26044 0 65496 0 0 0 2458 0 340008 0 0 0 JOHN P FITZGERALD CHIEF EXECUTIVE ASIA 141911 0 8190 0 125439 0 9302 0 18116 0 302958 0 0 0 MARILEE UTTER EXECUTIVE VICE PRESIDENT 254082 0 17000 0 2772 0 15300 0 5638 0 294792 0 0 0 LELA AGNEW EXECUTIVE VICE PRESIDENT 229893 0 15310 0 690 0 13897 0 1731 0 261521 0 0 0 DAVID HOWARD EXECUTIVE VICE PRESIDENT 219768 0 13620 0 480 0 6881 0 15355 0 256104 0 0 0 MARY BETH CORRIGAN SENIOR VICE PRESIDENT 194902 0 8630 0 1026 0 11694 0 75 0 216327 0 0 0 LORI G HATCHER SENIOR VICE PRESIDENT 171069 0 8280 0 7817 0 10264 0 0 0 197430 0 0 0 KATHLEEN CAREY CCO 272491 0 18070 0 54864 0 2542 0 75 0 348042 0 0 0 MAUREEN L MCAVEY FELLOW 210670 0 0 0 5394 0 12716 0 3393 0 232173 0 0 0 THOMAS MURPHY FELLOW 195800 0 0 0 5334 0 11748 0 0 0 212882 0 0 0 GAYLE L BERENS SENIOR VICE PRESIDENT 182648 0 6590 0 1866 0 11185 0 5893 0 208182 0 0 0 MICHAEL L HORST FELLOW 181039 0 6500 0 5394 0 11089 0 5893 0 209915 0 0 0 DEBRA L THROCKMORTON SENIOR VICE PRESIDENT 181724 0 8010 0 1026 0 10979 0 3393 0 205132 0 0 0 RICHARD ROSAN FORMER PRESIDENT, ULI FOUNDATION 228436 0 25000 0 24936 0 8827 0 2054 0 289253 0 0 0 PART I, LINE 1A RICHARD ROSAN - HOUSING ALLOWANCE $14,423, TAXABLE COMPENSATION JOHN P FITZGERALD - FOREIGN HOUSING ALLOWANCE $71,125, TAXABLE COMPENSATION KATHLEEN CAREY - HOUSING ALLOWANCE $39,413, TAXABLE COMPENSATION PART I, LINE 7 BONUSES ARE DISCRETIONARY AND ARE BASED UPON PERFORMANCE CRITERIA ESTABLISHED BY THE INDIVIDUAL'S SUPERVISOR WHICH IS THEN EVALUATED BY THAT SUPERVISOR AT THE END OF THE FISCAL YEAR. THE SUPERVISOR RECOMMENDS THE INDIVIDUAL'S BONUS WHICH IS SUBJECT TO FINAL APPROVAL BY THE CEO. IN THE CASE OF THE CEO, THE PERFORMANCE CRITERIA IS ESTABLISHED BY THE CHAIRMAN AND EVALUATED BY THE ULI COMPENSATION COMMITTEE. IN THE CASE OF THE CFO, EXECUTIVE OFFICER, ULIF PRESIDENT, CHIEF EXECUTIVE EMEA, AND CHIEF EXECUTIVE ASIA, THE CRITERIA IS ESTABLISHED BY THE CEO AND EVALUATED BY HIM IN CONJUNCTION WITH THE ULI COMPENSATION COMMITTEE. THE % OF BASE COMPENSATION AN INDIVIDUAL IS ELIGIBLE (BUT NOT GUARANTEED) TO RECEIVE IS BASED UPON THEIR POSITION (VP AND ABOVE), OR THEIR EMPLOYMENT CONTRACT IF THEY HAVE ONE (I.E., CEO, CFO, EXECUTIVE OFFICER, ULIF PRESIDENT, AND CHIEF EXECUTIVE EMEA). THE COMPENSATION INFORMATION SHOWN IN PART VII OF THE FORM 990, AS WELL AS SCHEDULE J, IS PRESENTED ON A CALENDAR YEAR BASIS IN ACCORDANCE WITH IRS FORM 990 FILING INSTRUCTIONS. SARA LEITNER DAUGHTER OF THE FORMER ULI TREASURER, CHARLES LEITNER AND EMPLOYEE OF ULI 42850 COMPENSATION FOR SERVICES RENDERED 0 FORM 990, PAGE 1, PART I, LINE 6, NUMBER OF VOLUNTEERS: WE INCLUDE ALL TRUSTEES, MEMBERS ON THE ESTABLISHED COMMITTEES AND ADVISORY GROUPS,AND ESTIMATE A CERTAIN NUMBER OF VOLUNTEERS FOR EACH DISTRICT COUNCIL AND FOR EACH ADVISORY SERVICE PANEL THAT IS PROVIDED. FORM 990, PART VI, SECTION A, LINE 6 ULI MEMBERS INCLUDE DEVELOPERS, ARCHITECTS, PUBLIC OFFICIALS, PLANNERS, REAL ESTATE BROKERS, APPRAISERS, ACCOUNTANTS, ATTORNEYS, ENGINEERS, FINANCIERS, ACADEMICS, AND STUDENTS. FORM 990, PART VI, SECTION A, LINE 7A THE TRUSTEES ELECT THE ULI CHAIRMAN, THE ULIF CHAIRMAN, THE ULI BOARD OF DIRECTORS, THE ULIF BOARD OF DIRECTORS AND ULI LIFE TRUSTEES. THE BOARD OF DIRECTORS APPOINTS/APPROVES COMMENT CONT'D-THE ULI EUROPE CHAIRMN, THE ULI ASIA CHAIRMAN, AND THE ULI OPERATING COMMITTEE MEMBERS. THE FULL MEMBERS ELECT THE TRUSTEES (WHO ALSO SERVE AS THE MEMBERS OF ULIF). FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF DIRECTORS IS ULI'S GOVERNING BODY. THE FOLLOWING ARE THINGS THEY MUST BRING TO THE TRUSTEES FOR ACTION: THE TRUSTEES HAVE AUTHORITY OVER THE ARTICLES OF INCORPORATION; THE BYLAWS (ULI AND ULIF), ADOPTING A PLAN OR MERGER OR CONSOLIDATION WITH ANOTHER CORPORATION, AUTHORIZING THE VOLUNTARY DISSOLUTION OF THE ORGANIZATION OR REVOKING PROCEEDINGS THEREFORE, AUTHORIZING THE SALE, LEASE, EXCHANGE OR MORTGAGE OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11 PROCESS FOR MAKING THE FINAL 990 AVAILABLE TO THE VOTING MEMBERS OF THE GOVERNING BODY PRIOR TO ITS BEING FILED WITH THE IRS - AUDITORS WILL REVIEW THE 990 WITH THE AUDIT COMMITTEE - THE FINAL 990 WILL BE HOUSED IN A SECURE AREA OF THE ULI WEBSITE. - NOTICE OF THE LOCATION OF THE 990 WILL BE EMAILED TO EACH BOARD MEMBER AND THEY WILL BE ADVISED THAT THEY HAVE TWO WEEKS IN WHICH TO REVIEW AND PROVIDE ANY COMMENTS TO ULI MANAGEMENT. FORM 990, PART VI, SECTION B, LINE 12C ON AN ANNUAL BASIS THE BOARD OF DIRECTORS ARE SENT A COMMUNICATION REQUESTING THAT THEY IDENTIFY ANY RELATIONSHIPS DEFINED AS A CONFLICT. RESPONSES ARE SUBMITTED TO THE EXECUTIVE OFFICER. FORM 990, PART VI, SECTION B, LINE 15 ON A REGULAR BASIS ULI RETAINS AN INDEPENDENT, OUTSIDE CONSULTANT TO REVIEW THE COMPENSATION FOR ITS EXECUTIVES. AS PART OF THIS PROCESS, THE CONSULTANT IDENTIFIES COMPARABLE ORGANIZATIONS AND OBTAINS THE MOST CURRENT COMPENSATION DATA AVAILABLE FOR THEM. THEN, THE CONSULTANT PREPARES A DETAILED WRITTEN REPORT THAT COMPARES ULI'S CURRENT EXECUTIVE COMPENSATION AGAINST SIMILAR POSITIONS IN LIKE ORGANIZATIONS. THE WRITTEN REPORT ALSO DESCRIBES THE STUDY METHODOLOGY AND STATES THE CONSULTANT'S OPINION REGARDING THE REASONABLENESS OF ULI'S EXECUTIVE COMPENSATION RELATIVE TO THE IDENTIFIED MARKET COMPARABLES. FORM 990, PART VI, SECTION C, LINE 19 URBAN LAND INSTITUTE DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, NOR ITS FINANCIAL STATEMENTS (WHETHER OR NOT AUDITED) AVAILABLE TO THE GENERAL PUBLIC AS FEDERAL TAX LAW DOES NOT REQUIRE THAT SUCH DOCUMENTS BE MADE PUBLICLY AVAILABLE. FORM 990, PART IX, LINE 11G CONSULTING FEES: PROGRAM SERVICE EXPENSES 9,043,831. MANAGEMENT AND GENERAL EXPENSES 1,163,686. FUNDRAISING EXPENSES 190,279. TOTAL EXPENSES 10,397,796. ULI FOUNDATION 1025 THOMAS JEFFERSON ST NW STE 500 WASHINGTON DC 20007 237133957 FUNDRAISING IN SUPPORT OF ULI RESEARCH AND EDUCATION DC 501(C)(3) LINE 7 URBAN LAND INSTITUTE 1 0 1 1 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 ULI FOUNDATION B 843371 CASH ULI FOUNDATION C 5869918 CASH