2013-05-15T12:20:39-05:00 2012-06-30 620713250 KRAFTCPAS PLLC 555 GREAT CIRCLE ROAD NASHVILLE TN 37228 990 2011-07-01 204023482 SOLES4SOULS INC SOLE 6153915723 319 MARTINGALE DRIVE OLD HICKORY TN 37138 BUDDY TEASTER 6153915723 2013-05-15 1 KEVIN DOSTALER P01269951 6152427351 2013-05-14 2011 2016-02-24 21:20:13Z BUDDY TEASTER 319 MARTINGALE DRIVE OLD HICKORY TN 37138 51875974 0 X WWW.SOLES4SOULS.ORG X 2006 AL SOLES4SOULS COLLECTS NEW SHOES TO GIVE RELIEF TO THE VICTIMS OF ABJECT SUFFERING AND COLLECTS USED SHOES TO SUPPORT MICRO-BUSINESS EFFORTS TO ERADICATE POVERTY. SOLES4SOULS' OTHER TWO DIVISIONS, CLOTHES4SOULS AND HOPE4SOULS, PROVIDE THE SAME RELIEF AND SUPPORT THROUGH CLOTHING AND OTHER NECESSITIES. 4 4 62 5000 0 0 62016593 48452696 3587264 3079610 14785 10257 -140853 -45799 65477789 51496764 65451686 17387426 0 0 2849705 3279603 0 0 1010895 3560083 31989140 71861474 52656169 -6383685 -1159405 16293567 14463834 5150459 4480131 11143108 9983703 X SOLES4SOULS COLLECTS NEW SHOES TO GIVE RELIEF TO THE VICTIMS OF ABJECT SUFFERING AND COLLECTS USED SHOES TO SUPPORT MICRO-BUSINESS EFFORTS TO ERADICATE POVERTY. SOLES4SOULS' OTHER TWO DIVISIONS, CLOTHES4SOULS AND HOPE4SOULS, PROVIDE THE SAME RELIEF AND SUPPORT THROUGH CLOTHING AND OTHER NECESSITIES. 0 0 33858427 11735393 2086876 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 ABJECT POVERTY OR THE EFFECTS OF NATURAL DISASTERS. USED SHOES ARE GRADED AND UTILIZED IN SUPPORT OF MICROENTERPRISE INITIATIVES IN DEVELOPING NATIONS, SUCH AS TANZANIA, TOGO, BOLIVIA, MOLDOVA, AND HAITI. 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. 14592250 5057701 899399 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 IN CRISIS RELIEF SITUATIONS, AND 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 PROVIDES AN EFFICIENT CONTRIBUTION TOWARD THE ERADICATION OF THE CIRCLE OF POVERTY IN THESE DISTRESSED AREAS WITH LITTLE OPPORTUNITY. 1714738 594332 105689 HOPE4SOULS SUPPLEMENTS CRISIS RELIEF DISTRIBUTIONS THROUGH THE DONATIONS OF OTHER SUITABLE DONATED PRODUCTS RECEIVED. ITEMS DISTRIBUTED INCLUDE BOOKS, DIAPERS, AND TOYS FOR CHILDREN, DVD'S, MEDICAL EQUIPMENT, AND OTHER RELIEF SUPPLIES. THESE DONATIONS HAVE BEEN PROVIDED BY INDUSTRIAL DONORS AS WELL AS OTHER NON-GOVERNMENTAL ORGANIZATIONS. 50165415 1 1 0 0 0 0 0 0 0 0 1 0 0 1 0 1 0 1 0 0 1 0 1 0 1 0 0 1 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 1 47 0 1 62 1 0 0 0 0 0 0 0 0 0 0 X 4 4 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 TN X TIM DEATS 6153915723 319 MARTINGALE DRIVE OLD HICKORY TN 37138 X TOM OZBURN 1.00 X X 0 0 0 MARION WILSON JR 1.00 X 0 0 0 PAUL WILSON 1.00 X X 0 0 0 CONNIE ELDER 1.00 X 0 0 0 DR LENORD HORWITZ 1.00 X 0 0 0 JENNY DYER 1.00 X 0 0 0 WAYNE ELSEY 40.00 X X 533112 0 16500 KEVIN GOUGHARY 40.00 X 189963 0 11782 DAVID GRABEN 40.00 X 136842 0 7215 TODD MCKEE 40.00 X 272948 0 14088 KEITH WOODLEY 40.00 X 160636 0 10028 THOMAS HENDERSON 40.00 X 106870 0 5682 1400371 0 65295 6 0 1 0 0 663398 47789298 46924630 48452696 MICRO-ENTERPRISE PROGR 900099 2492749 2492749 INTL VOLUNTEER TRAVEL 900099 586861 586861 3079610 4411 4411 296903 30000 296903 24154 0 5846 5846 5846 0 663398 58153 -58153 -58153 WEBSITE REVENUE 900099 7252 7252 S4S BOOK SALES 900099 5102 5102 12354 51496764 3091964 0 -47896 X 16107426 16107426 1280000 1280000 1690745 877951 619502 193292 1240016 999016 130834 110166 35843 27501 6177 2165 164624 105689 41970 16965 148375 95258 37827 15290 400589 30970 369619 58021 58021 528454 427180 7122 94152 312626 267677 695 44254 334307 290148 24457 19702 47191 47191 692198 652814 19692 19692 132002 98675 20170 13157 200988 151489 29699 19800 92974 69731 13946 9297 MICRO ENTERPRISE - DIST 27919506 27919506 OTHER DISTRIBUTION COST 498059 498059 0 0 DIRECT MAIL EXPENSE 336172 0 0 336172 EVENTS 229810 118913 0 110897 206243 100221 100128 5894 52656169 50165415 1479859 1010895 76633 9696 296903 8597 17132 9629440 9667601 130197 16832 3916243 422423 3638342 3493820 2513455 1258753 16293567 14463834 622323 1302981 354252 218292 2594684 2958858 1579200 0 5150459 4480131 X 9664200 5345533 1478908 4638170 11143108 9983703 16293567 14463834 -1159405 0 X X 0 1 1 X 0 X 17108060 36737905 73547614 62016593 48452696 237862868 17108060 36737905 73547614 62016593 48452696 237862868 10162026 227700842 289818 208264 7668 14785 4411 524946 12544067 748896 59683 54780 12354 13419780 251807594 11315922 0.90430 0.88370 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 238800 238800 3198378 151767 3046611 15850 5284 10566 117082 97437 19645 346133 167935 178198 3493820 DUE FROM SUPPORTING ORGANIZATION 1225815 MORTGAGE LOAN COSTS 32938 1258753 51496764 52656169 -1159405 -1159405 51369188 -352514 224938 -127576 51496764 0 51496764 52744514 88345 88345 52656169 0 52656169 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: 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 XII, LINE 2D - OTHER ADJUSTMENTS: CHANGING THE WORLD INVESTMENT INCOME 166,785. DIRECT SPECIAL EVENT EXPENSES 58,153. PART XIII, LINE 2D - OTHER ADJUSTMENTS: CHANGING THE WORLD EXPENSES 30,192. DIRECT SPECIAL EVENT EXPENSES 58,153. 1 PORT AU PRINCE, HAITI 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 200000 GUIMACA, HONDURAS 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 60000 TRUJILLO, PERU 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 40000 MONTEGO BAY, JAMAICA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 40000 SAALEM, INDIA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 40000 KIGOMA, TANZANIA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 80000 SAN JOSE, COSTA RICA 0 0 PROGRAM SERVICES TO DISTRIBUTE FOOTWEAR 200000 0 0 0 0 0 0 660000 0 660000 10,000 PAIRS OF FOOTWEAR PORT AU PRINCE, HAITI 10000 200000 OUR OUTREACH TEAM MADE 5 TRIPS TO HAITI & DISTRIBUTED 10,000 PAIRS OF SHOES. FMV 3,000 PAIRS OF FOOTWEAR GUIMACA, HONDURAS 3000 60000 OUR OUTREACH TEAM MADE 2 TRIPS TO HONDURAS & DISTRIBUTED 3,000 PAIRS OF SHOES. FMV 2,000 PAIRS OF FOOTWEAR TRUJILLO, PERU 2000 40000 OUR OUTREACH TEAM MADE 1 TRIP TO PERU & DISTRIBUTED 2,000 PAIRS OF SHOES. FMV 2,000 PAIRS OF FOOTWEAR MONTEGO BAY, JAMACIA 2000 40000 OUR OUTREACH TEAM MADE 1 TRIP TO JAMACIA & DISTRIBUTED 2,000 PAIRS OF SHOES. FMV 2,000 PAIRS OF FOOTWEAR SAALEM, INDIA 2000 40000 OUR OUTREACH TEAM MADE 1 TRIP TO INDIA & DISTRIBUTED 2,000 PAIRS OF SHOES. FMV 4,000 PAIRS OF FOOTWEAR KIGOMA, TANZANIA 4000 80000 OUR OUTREACH TEAM MADE 2 TRIPS TO TANZANIA & DISTRIBUTED 4,000 PAIRS OF SHOES. FMV 10,000 PAIRS OF FOOTWEAR SAN JOSE, COSTA RICA 10000 200000 OUR OUTREACH TEAM MADE 5 TRIPS TO COSTA RICA & DISTRIBUTED 10,000 PAIRS OF SHOES. FMV 0 0 0 0 0 0 PROCEDURE FOR MONITORING GRANTS OUTSIDE THE U.S.: SCHEDULE F, PART I, LINE 2: THE ORGANIZATION MAINTAINS SHIPPING RECORDS OF GRANTS OF GIFTS IN-KIND ASSETS GIVEN TO RECIPIENTS. THROUGH ITS TRAVEL4SOULS PROGRAM, VOLUNTEERS FROM ACROSS THE UNITED STATES 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, HONDURAS, PERU, JAMAICA, INDIA, TANZANIA, & COSTA RICA ON A TOTAL OF 17 OF THESE TRIPS, PERSONALLY GIVING OVER 33,000 PAIRS OF SHOES TO CHILDREN AND FAMILIES IN ORPHANAGES, SCHOOLS, VILLAGES, AND EVEN TENT CITIES. THE PROGRAM ANTICIPATES 25 TRIPS IN 2013 AND IS PLANNING TO EXPAND INTO NEW COUNTRIES. RETAIL POS DONATION 207760 207760 CAUSE MARKETING 259975 259975 26 195663 195663 58153 663398 663398 58153 58153 -58153 1 KIDS (KIDS IN DISTRESSED SITUATIONS) 112 WEST 34TH STREET SUITE 1133 NEW YORK NY 10120 133300271 501(C)(3) 6255431 FMV 516,492 PAIRS OF FOOTWEAR, 100,054 LBS OF CLOTHES, & OTHER RELIEF SUPPLIES TO DISTRIBUTE TO THE NEEDY OPERATION COMPASSION 114 STUART ROAD NE STE 370 CLEVELAND TN 37312 621697490 501(C)(3) 7430449 FMV 410,020 PAIRS OF FOOTWEAR, 67,563 LBS OF CLOTHES,& 95,872 LBS RELIEF AND SC TO DISTRIBUTE TO THE NEEDY WORLD EMERGENCY RELIEF 27715 JEFFERSON AVE STE 205 TEMECULA CA 92590 954014743 501(C)(3) 396120 FMV 79,224 PAIRS OF FOOTWEAR TO DISTRIBUTE TO THE NEEDY ASSIST INTERNATIONAL 230 MT HERMON RD SCOTTS VALLEY CA 95066 770243475 501(C)(3) 130110 FMV 26,022 PAIRS OF FOOTWEAR TO DISTRIBUTE TO THE NEEDY 4 SHOES 70656 1413124 ORGANIZATION ESTIMATE SHOES CLOTHING 40732 610982 ORGANIZATION ESTIMATE CLOTHING OTHER RELIEF SUPPLIES 14035 491211 ORGANIZATION ESTIMATE RELIEF AND SCHOOL SUPPLIES PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, 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. 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 IN 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 40 HOMELESS SHELTERS 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 WAYNE ELSEY 533112 0 0 0 0 0 16500 0 0 0 549612 0 0 0 KEVIN GOUGHARY 189963 0 0 0 0 0 11782 0 0 0 201745 0 0 0 TODD MCKEE 272948 0 0 0 0 0 14088 0 0 0 287036 0 0 0 KEITH WOODLEY 160636 0 0 0 0 0 10028 0 0 0 170664 0 0 0 SUPPLEMENTAL INFORMATION PART III PART I, LINE 7- NON-FIXED PAYMENTS PROVIDED: BONUSES ARE PAID AT BOARD'S DISCRETION. X 46924630 ORGANIZATION'S ESTIMATE 31 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 RELATED PARTY INFORMATION PAUL WILSON, DIRECTOR, AND M. NELSON WILSON, DIRECTOR, ARE BROTHERS. FORM 990, PART VI, SECTION B, LINE 11 ORGANIZATION'S PROCESS USED TO REVIEW FORM 990: UPON APPROVAL OF THE DRAFT RETURN BY THE CFO, 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 COMPENSATION PROCESS FOR TOP OFFICIAL: CEO COMPENSATION IS DISCUSSED ANNUALLY BY THE BOARD OF DIRECTORS (WITHOUT CEO PRESENT). ACTING WITH ADVICE FROM INDEPENDENT CONSULTANT REGARDING THE COMPENSATION, THE BOARD REVIEWS PERFORMANCE AND PROGRESS OF THE ORGANIZATION TO DETERMINE THE CEO COMPENSATION. THE BOARD ACTS WITH ADVICE FROM AN INDEPENDENT COMPENSATION CONSULTANT AND ALSO OTHER RESOURCES, SUCH AS GUIDESTAR ANNUAL COMPENSATION SURVEY OF EXEMPT ORGANIZATIONS. COMPENSATION PROCESS FOR OFFICERS: THE ORGANIZATION HAS CONTRACTED WITH AN INDEPENDENT COMPENSATION SPECIALIST TO EXAMINE THE COMPENSATION OF ALL FUNCTIONS OF THE EXECUTIVE TEAM, AS WELL AS DEVELOP AND ENHANCE THE ORGANIZATION'S COMPENSATION POLICY. RELATIVE DATA FROM COMPARABLE ORGANIZATIONS IN THE EXEMPT CATEGORIES ARE USED IN THIS STUDY. 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 2011 CALENDAR YEAR. THE FISCAL YEAR COMPENSATION AMOUNTS FOR THESE OFFICERS ARE INCLUDED ON PART IX LINE 5. FORM 990, PART VII: ON APRIL 1, 2012, S4S ENTERED INTO A SEPARATION AGREEMENT TO TERMINATE THE FORMER CEO'S EMPLOYMENT CONTRACT. THE TOTAL FINANCIAL OBLIGATION TO THE ORGANIZATION PURSUANT TO THIS AGREEMENT IS $406,250 AND IS REPORTED AS SALARY EXPENSE IN THE 2012 CONSOLIDATED STATEMENT OF ACTIVITIES. AT JUNE 30, 2012, APPROXIMATELY $300,000 OF THIS AMOUNT WAS INCLUDED IN ACCOUNTS PAYABLE AND ACCRUED EXPENSES. FORM 990, PART IX, LINE #24A: THE MICRO-ENTERPRISE IN-KIND DISTRIBUTIONS CONSISTED OF 2,747,002 PAIRS OF SHOES VALUED AT $18,797,221 AND CLOTHING VALUED AT $9,122,285. 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. CHANGING THE WORLD FOUNDATION INC 319 MARTINGALE DRIVE OLD HICKORY TN 37138 264305664 SUPPORTING TN 509A3 11A N/A 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 CHANGING THE WORLD FOUNDATION INC R 1287640 CASH