2013-05-13T14:38:50-05:00 2012-12-31 521392008 GELMAN ROSENBERG & FREEDMAN 4550 MONTGOMERY AVE SUITE 650N BETHESDA MD 208142930 990 2012-01-01 541774039 GuideStar USA Inc GUID 7579411413 4801 Courthouse Street No 220 Williamsburg VA 23188 James H Lum 7579411413 2013-05-13 1 3019519090 2012 2016-02-24 21:20:13Z Jacob Harold 4801 Courthouse Street No 220 Williamsburg VA 23188 10698025 0 X www.GuideStar.org X 1995 DE See Part III, Line 1. 10 10 79 16 117400 -759 3014604 2449938 8001964 8192569 3749 224 53148 54742 11073465 10697473 0 0 0 0 6551836 6149145 0 0 454819 5324664 4658624 11876500 10807769 -803035 -110296 4019922 3710943 4192366 3993683 -172444 -282740 X GuideStar USA, Inc.'s mission is to revolutionize philanthropy and nonprofit practice by providing information that advances transparency, enables users to make better decisions, and encourages charitable giving. 0 0 5548533 7589395 Enabling better decisions. Through its free website, data services and software products, GuideStar helps individuals and organizations make better, more confident decisions, ultimately increasing the impact of all exempt organizations. In 2012, 313,904 digitized records of nonprofit organizations were added to the GuideStar database, increasing the total number to more than 3.8 million digitized records. The vast majority (98%) of GuideStar users take advantage of GuideStar data and tools at no charge, thanks to generous support from foundations and corporations. Professionals and those with special data needs use GuideStar products in order to increase their effectiveness and efficiency. As GuideStar continues to invest in understanding the needs of its current and future users, new services are developed to meet changing market demands. In 2012 a new in-depth financial comparative product, Financial SCAN, was launched. It is a valuable tool for anyone who needs to understand, analyze, or communicate a nonprofit's financial story. This product was the result of a joint collaboration between GuideStar and The Nonprofit Finance Fund (NFF), and combines GuideStar nonprofit data with NFF expert analysis. 2942760 Advancing transparency. GuideStar believes that the more people know about the philanthropic sector, the more effectively and efficiently it will operate and the more support it will receive. GuideStar creates value by using advanced information technology to make more information about nonprofits available to the public, donors, foundations, nonprofits, government agencies and service providers. In 2012, GuideStar enabled users of www.guidestar.org to obtain some level of information on more than 2 million tax-exempt organizations registered with the IRS, including 6.9 million 990 images. GuideStar also increased the reach of GuideStar Exchange, a platform for nonprofits to share information, including how a donor can help. In 2012, there were 23,533 nonprofits with the GuideStar Exchange seal, reflecting that they met the GuideStar transparency standards. A total of 77,423 nonprofits had reports posted that were less than 18 months old. 843953 603174 Encouraging charitable giving. The philanthropic sector relies on public interest in philanthropy and public trust in nonprofit organizations to encourage charitable giving. GuideStar builds public trust through its on-line distribution of data on the exempt and legal status, financial data, and compensation practices of nonprofits, and through information provided by nonprofit managers. Philanthropedia, a division of GuideStar, rates verified, financially responsible charities according to how much great work they're doing. As a result, more than 2,500 experts have provided reviews on 3,500 nonprofits across 28 nonprofit cause areas. The addition of these new data encourages people to give to and volunteer with high impact organizations in their areas of personal passion. GuideStar supports community foundations in their fundraising efforts through its DonorEdge platform. In 2012 there were 16 community foundation members using this service, raising more than $360,000 in contributions and an additional $5.9 million in contributions during giving events that use DonorEdge data, for total contributions of $6.3 million. 9335246 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 44 0 1 79 1 1 1 0 0 0 0 0 0 0 0 0 X 10 10 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AL AK AZ AR CA CO CT FL GA HI IL KS KY LA ME MD MA MI MN MO MS NH NJ NM NY NC OH OK OR PA RI SC TN UT VA WA WV WI X X Dorothy Bailey 7579411413 4801 Courthouse StSte 220 Williamsburg VA 23188 Feather Houstoun 2.00 X X 0 0 0 Clara Miller 2.00 X X 0 0 0 Charles Best 2.00 X X 0 0 0 Tom Tinsley 2.00 X X 0 0 0 Sophie Bromberg 1.00 X 0 0 0 Alix Guerrir 1.00 X 0 0 0 Mari Karaishi 1.00 X 0 0 0 Katherine Rosqueta 1.00 X 0 0 0 William F Meehan III 1.00 X 0 0 0 Patrick L Spain 1.00 X 0 0 0 Jacob Harold 40.00 X 57473 0 2887 James H Lum 40.00 X 174123 0 20975 Robert G Ottenhoff 40.00 X 279847 0 12234 James A Dobrzeniecki 40.00 X 161370 0 20560 Paul Lee Glenn 40.00 X 236453 0 24980 Debra G Snider 40.00 X 123139 0 14938 Charles E McLean 40.00 X 109035 0 15762 Elenor B Righter 40.00 X 110146 0 12591 Braswell Brandt 40.00 X 108187 0 13876 Andrew C Crookston 40.00 X 101743 0 17775 1461516 0 156578 12 0 1 0 DataStream Content Solutions SDS 12-3084 PO Box 86 Minneapolis MN 554863084 Data Digitization 924999 Peak 10 Data Center Solutions PO Box 534409 Atlanta GA 303534409 Web Hosting Services 253559 CSC Leasing Company 6806 Paragon Place Ste 170 Richmond VA 23230 IT Equipment Leasing 251041 Hope Consulting 930 Montgomery Street Ste 300 San Francisco CA 94133 Donor Research 224518 Spencer Stuart PO Box 98991 Chicago IL 60693 National Executive Recruitment 127503 6 1136400 1313538 2449938 Nonprofit Data Service 519190 7410995 7410995 Donor Edge Revenue 900099 603174 603174 Advertising 541800 117400 117400 Membership Dues 900099 61000 61000 8192569 776 776 54742 0 54742 54742 54742 552 -552 -552 -552 10697473 8075169 117400 54966 990903 691160 194010 105733 4217933 3676903 377597 163433 123158 112046 8994 2118 424529 371105 39243 14181 392622 329481 42386 20755 92316 54896 26685 10735 51689 43568 5719 2402 741816 566141 118903 56772 354510 349838 1555 3117 305534 230985 42519 32030 1827897 1816848 7787 3262 457006 383238 65571 8197 108603 75932 25132 7539 36486 30895 3998 1593 617310 537282 57226 22802 Bad debt expense 58750 58750 Personal property taxes 3863 3334 379 150 Contract costs 2844 2844 10807769 9335246 1017704 454819 1410071 1629544 592500 275000 527606 640642 45594 3655563 2743037 1297871 912526 20555 13889 171319 193748 4019922 3710943 421719 514129 1408858 1371713 2100000 1850000 261789 257841 4192366 3993683 X -1048675 -668240 876231 385500 -172444 -282740 4019922 3710943 -110296 0 X 0 1 X 1 0 X 3065990 3262136 2196495 3014604 2449938 13989163 3065990 3262136 2196495 3014604 2449938 13989163 6456925 7532238 49801 19393 57612 56897 55518 239221 14228384 36291924 0.52940 0.48940 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 30147 25247 4900 2496343 2197958 298385 1129073 519832 609241 912526 Security Deposit 47024 Deferred Compensation 146724 193748 Deferred Compensation 146724 Deferred Rent 111117 257841 X 10698025 552 552 10697473 0 10697473 10808321 552 552 10807769 0 10807769 Description of Uncertain Tax Positions Under FIN 48: Part X, Line 2: In June 2006, the Financial Accounting Standards Board (FASB) released FASB ASC 740-10, Income Taxes, that provides guidance for reporting uncertainty in income taxes. For the years ended December 31, 2012 and 2011, the Organization has documented its consideration of FASB ASC 740-10 and determined that no material uncertain tax positions qualify for either recognition or disclosure in the financial statements. The Federal Form 990, Return of Organization Exempt from Income Tax, is subject to examination by the Internal Revenue Service, generally for three years after it is filed. Part XI, Line 2d - Other Adjustments: LOSS ON DISPOSAL OF ASSETS SHOWN AS EXPENSE ON FINANCIAL STATEMENTS AND NETTED AGAINST REVENUE ON FORM 990, PART VIII, LINE 7C. Part XII, Line 2d - Other Adjustments: LOSS ON DISPOSAL OF ASSETS SHOWN AS EXPENSE ON FINANCIAL STATEMENTS AND NETTED AGAINST REVENUE ON FORM 990, PART VIII, LINE 7C. X 1 1 X X X X X X 1 0 0 1 0 0 0 0 0 James H Lum 180000 0 0 0 -5877 0 8100 0 12875 0 195098 0 0 0 Robert G Ottenhoff 137500 0 0 0 142347 0 8937 0 3297 0 292081 0 0 0 James A Dobrzeniecki 163400 0 0 0 -2030 0 8987 0 11573 0 181930 0 0 0 Paul Lee Glenn 201060 0 21923 0 13470 0 10556 0 14424 0 261433 0 0 0 Part I, Line 1a New CEO was provided corporate housing totaling $15,362. Part I, Line 4a Robert G. Ottenhoff received a severance payment of $125,000 in 2012. Part I, Line 5 GuideStar's Senior Vice President oversees and manages the sales and marketing of products and services. He has a bonus opportunity that is paid based on the percent of the sales goal attained. GuideStar's business development team receives monthly commission pay based on actual receipts for new and renewal product sales. Supplemental Information Part III Schedule J Part II(B)(iii) ** The Negative compensation amounts are due to employee elections to certain pre tax deductions. This amount is needed to tie back to the box 5 amount on the W-2. Form 990, Part VI, Section B, line 11 The Form 990 information was assimilated by the Finance Department with assistance from GuideStar Senior Staff. The information was then sent to the outside tax professionals at Gelman, Rosenberg & Freedman who completed and reviewed the return. The completed return was then reviewed by GuideStar Senior Staff and after their review and modifications, if any, it was reviewed by the GuideStar Audit Committee. After taking into account any comments/recommendations of the GuideStar Audit Committee, the Form 990 was finalized and sent electronically to the full Board prior to filing with the IRS. Form 990, Part VI, Section B, line 12c Per the GuideStar employee handbook, all employees are under a "continuing obligation to disclose any actual or potential conflict of interest as soon as it is known or reasonably known." They must complete a "Conflict of Interest Disclosure Statement" and update it annually. Board members complete a "Conflict of Interest Disclosure Statement" annually. Where an actual or potential conflict exists between the interests of GuideStar and an interested party with respect to a specific proposed action or transaction, GuideStar will refrain from the proposed action or transaction until it has been approved by the disinterested members of the board of directors using the following procedures: 1. An interested party who has an actual or potential conflict of interest with respect to a proposed action or transaction will not participate in any way in, or be present during, the deliberations and decision making with respect to the action or transaction. The interested party may, upon request, be available to answer questions or provide material factual information about the proposed action or transaction. 2. The disinterested members of the board of directors may approve the proposed action or transaction if it is in the best interests of the corporation. The board will consider whether the terms of the proposed transaction are fair and reasonable to the organization. 3. The disinterested members of the board of directors will approve the action or transaction by vote of a majority of directors in attendance at a meeting at which a quorum is present. An interested party may be counted for purposes of determining whether a quorum is present but will not be counted for purposes of determining what constitutes a majority vote of directors in attendance. 4. The minutes of the meeting will reflect that the conflict disclosure was made, the vote taken, and, where applicable, the abstention from voting and participation by the interested party. Form 990, Part VI, Section B, line 15 GUIDESTAR'S COMPENSATION POLICIES OVERSIGHT GuideStar's President and CEO compensation policies are established by the GuideStar Board of Directors Executive Committee and approved by the full GuideStar Board of Directors. For 2012, the Executive Committee consisted of the following people: - Feather Houstoun , Board Chair - Clara Miller, Board Vice-Chair - Tom Tinsley, Board Treasurer - Charles Best, Board Secretary Responsibilities of the Executive Committee regarding policies and procedures pertaining to the compensation of the President and CEO: 1. Review and approve organizational goals and objectives 2. Review his or her performance in light of those goals and objectives 3. Review parameters for total compensation 4. Annually review compensation policies and procedures and make recommendations for adjustments 5. Review and approve any employment agreement 6. Review and approve any severance 7. Oversee plans for management development and succession 8. Retain and terminate, in its sole discretion, any compensation consultant COMPENSATION PHILOSOPHY GuideStar's activities are guided by a Mission Statement and Strategic Plan last updated by the Board of Directors in December 2007. The allocation of GuideStar's financial and human resources and its compensation plans are designed to help achieve progress in meeting GuideStar's mission. The board recognizes that achieving GuideStar's mission requires attracting, retaining and rewarding skilled executives and personnel within appropriate guidelines established by the IRS and good nonprofit governance practices. The board wishes to establish incentives that are competitive in the market place and balanced between short and long-term performance designed to motivate and emphasize performance based compensation. SUMMARY OF PROCESS USED TO DETERMINE COMPENSATION PRACTICES IRS Guidelines: 1. Total compensation for GuideStar's senior executives must meet the standards under the IRS "intermediate sanctions" regulations. 2. The IRS intermediate sanctions regulations apply to "disqualified persons" at 501(c)(3) public charities and 501(c)(4) social welfare organizations. GuideStar is a 501(c)(3) organization. A disqualified person is someone who is in a position to exercise substantial influence with respect to the organization's affairs. Disqualified persons include chief executives, chief operating officers and other key employees, board members, close relatives of officers and board members, and others who are in a position to influence the organization. 3. Compensation, for purposes of intermediate sanctions, includes all remuneration (base pay, incentives and bonuses, deferred compensation, and benefits). Thus, total compensation compared to the market is the appropriate comparison for intermediate sanctions purposes. Incentives and bonuses are permissible under intermediate sanctions, as long as the total amount of compensation is reasonable. GuideStar process: 1. Each December, the full Board meets to establish goals for the coming year and allocate financial resources. These goals become the basis for establishing performance goals and metrics for the organization as a whole, departments and individuals. 2. The Executive Committee meets to establish performance goals for the President and CEO and to establish overall compensation philosophy for the coming year. Since the Board sets mission related performance goals for the organization and its management and staff, it is the board's current philosophy that GuideStar's cash compensation package is a combination of base pay and performance pay. Performance pay comprises an annual incentive to be paid at the end of each year. Performance pay is based on achieving GuideStar annual organization and individual objectives. Objectives are based on GuideStar's strategic plan. 3. The board has also set a goal that all GuideStar employees, including executives, receive market-competitive benefits. 4. For executives, a job description is updated each year and each GuideStar position is placed at a market-based salary point according to the competitive marketplace for that position. 5. To meet the "reasonable standard" of the IRS, GuideStar periodically hires an independent outside consultant to help determine as the IRS states "the value that would ordinarily be paid for like services by like enterprises under like circumstances." Working with the Executive Committee, the consultant has identified a group of five organizations identified as most comparable to GuideStar. Like GuideStar, the comparator organizations receive less than 25% of their revenues from government grants, and more than 20% of their revenues from program activities. As the leading organizations that provide services to and information on the nonprofit sector, these five organizations are comparable to GuideStar in mission. These organizations also match GuideStar in size, the quality of staff that they recruit, and their public prominence. In addition, the consultant reviews three national professionally prepared compensation surveys as well as certain IRS Forms 990. 6. The Executive Committee reviews the consultant's report and makes recommendations which are reviewed and voted on by the full board. The full board approves the compensation of the President and CEO. 7. During the course of the year, the performance of the President and CEO is reviewed on a quarterly basis by the Chairman and a full report is presented to the board. The President and CEO is responsible for quarterly performance reviews of all executive staff. 8. Base pay is adjusted annually based on marketplace movement and GuideStar financial status. 9. Performance pay comprises an annual incentive to be paid at the end of each year. Performance pay is based on achieving GuideStar annual organization and individual objectives. Objectives are based on GuideStar's strategic plan. Form 990, Part VI, Section C, line 19 GuideStar's governing documents and financial statements are made available on its website www.guidestar.org. Additionally, these documents along with Guidstar's conflict of interest policy are provided upon request from the public.