Instructions for Schedule L (Form 990 or 990-EZ)

Transcription

1 2011 Instructions for Schedule L (Form 990 or 990-EZ) Transactions With Interested Persons Department of the Treasury Internal Revenue Service Section references are to the Internal do so, it must file a complete return and knowing that it was an excess benefit Revenue Code unless otherwise noted. provide all of the information requested, transaction; including the required schedules. Describe the transaction; and General Instructions State whether the transaction has been More information. For more information corrected. Specific Instructions about the latest developments on Form Excess benefit transaction. An excess 990 and its instructions, go to For Parts I, II, and III, report all benefit transaction generally is a gov/form990. transactions regardless of amount. Part transaction in which an applicable IV instructions provide individual and total Note. Terms in bold are defined in the tax-exempt organization directly or reporting thresholds below which Glossary of the Instructions for Form 990. indirectly provides to or for the use of a reporting is not required for an interested disqualified person an economic benefit person. Parts III and IV contain separate the value of which exceeds the value of Purpose of Schedule reasonable effort instructions which the consideration received by the Schedule L (Form 990 or 990-EZ) is used organizations may rely on to satisfy organization for providing such benefit. by an organization that files Form 990 or reporting requirements for those Parts. For special section 4958 rules governing 990-EZ to provide information on certain There is a separate definition of transactions with donor advised funds financial transactions or arrangements interested person for each part of the and supporting organizations, see the between the organization and schedule, so a person who is an special rules under Section 4958 Excess disqualified person(s) under section interested person for one part may not be Benefit Transactions in Appendix G in the 4958 or other interested persons. an interested person for other parts of the Instructions for Form 990 or Appendix E Schedule L is also used to determine schedule. Each reportable transaction is in the Instructions for Form 990-EZ. whether a member of the organization s to be reported in only one part of Applicable tax-exempt organizations are governing body is an independent Schedule L, as described below. generally limited to organizations which member for purposes of Form 990, Part (without regard to any excess benefit) are VI, line 1b. Part I. Excess Benefit section 501(c)(3) public charities or Supplemental information. Parts I-IV section 501(c)(4) organizations, or can be duplicated if additional space is Transactions organizations that had such status at any needed. Also, Part V may be used to (To be completed by section 501(c)(3) time during the 5-year period ending on explain a transaction or to provide and 501(c)(4) organizations.) the date of the excess benefit transaction. additional information. Line 1. For each excess benefit Section 501(c)(3) and (c)(4) transaction involving an organization organizations should refer to the Who Must File described in section 501(c)(3) or (c)(4), instructions for Form 990, Part IV, line 25 The chart at the bottom of this page regardless of amount: (or Form 990-EZ, Part V, line 40b) before provides which organizations must Identify the disqualified person(s) that completing Part I. For more information complete all or a part of Schedule L and received an excess benefit in the on excess benefit transactions, section must attach Schedule L to Form 990 or transaction; 4958, and special rules for donor advised 990-EZ. If an organization is not required Identify the organization manager(s), if funds and supporting organizations, see to file Form 990 or 990-EZ but chooses to any, that participated in the transaction, Appendix G in the Instructions for Form 990 (or Appendix E in the Instructions for Form 990-EZ) and Pub. 557, Tax-Exempt Status for Your Organization. Type of filer IF you answer Yes to.. THEN you must complete Line 2. Enter the amount of taxes imposed under section 4958 on Section 501(c)(3) or 501(c)(4) Form 990, Part IV, line 25a or Schedule L, Part I. organization 25b (regarding excess benefit organization managers or disqualified persons, whether or not assessed by the IRS, unless abated. Form 4720, Return of Section 501(c)(3) or 501(c)(4) Form 990-EZ, Part V, line 40b Schedule L, Part I. Certain Excise Taxes Under Chapters 41 organization (regarding excess benefit and 42 of the Internal Revenue Code, must be filed to report and pay the tax on All organizations Form 990, Part IV, line 26 Schedule L, Part II. excess benefit transactions. (regarding loans) All organizations Form 990-EZ, Part V, line 38a Schedule L, Part II. (regarding loans) All organizations Form 990, Part IV, line 27 Schedule L, Part III. (regarding grants) All organizations Form 990, Part IV, line 28a, 28b, Schedule L, Part IV. or 28c (regarding business Part II. Loans to and/or From Interested Persons Report details on loans, including salary advances and other advances and receivables (referred to collectively as loans ), as described in Form 990, Part IV, line 26 or Form 990-EZ, Part V, line 38a. Report only loans between the organization and interested persons that Oct 21, 2011 Cat. No J

2 are outstanding as of the end of the including outstanding principal, accrued a substantial contributor; or of a member organization s tax year. Report each loan interest, and any applicable penalties and of the organization s grant selection separately, regardless of amount. collection costs. For Form 990 filers, the committee; or In addition to loans originally made sum total indicated in column (d) must An employee (or child of an employee) between the organization and an equal the total of Form 990, Part X, of a substantial contributor or of a 35% interested person, report also loans Balance Sheet, column (B), lines 5 and 6 controlled entity of a substantial originally between the organization and a (for amounts owed to the organization), contributor, but only if the employee (or third party or between an interested and column (B), line 22 (for amounts child of an employee) received the grant person and a third party that were owed by the organization). or assistance by the direction or advice of transferred so as to become a debt Column (e). Answer Yes if any the substantial contributor or 35% outstanding between the organization and payment by the debtor was past due as of controlled entity, or under a program an interested person. the end of the organization s tax year, or funded by the substantial contributor that Interested persons. For Form 990 if the debtor otherwise is in default under was intended primarily to benefit such filers, interested persons for purposes of the terms and conditions of the loan. employees (or their children). Part II, are: Column (f). State whether the For all organizations, current or former organization s governing body (or a Exceptions. Do not report the following officers, directors, trustees, key committee of the governing body) in Part III: employees, and highest compensated approved the loan transaction. Excess benefit transactions reported employees listed in Form 990, Part VII, in Schedule L, Part I. Column (g). State whether the loan is Section A, are interested persons. evidenced by a promissory note or other Loans reported (or not required to be For organizations described in section written agreement signed by the debtor. reported) in Schedule L, Part II. 501(c)(3) or 501(c)(4), disqualified Business transactions that do not persons as described in section Part III. Grants or contain any gift element and that are 4958(f)(1) are also interested persons. engaged in to serve the direct and For organizations described in section Assistance Benefiting immediate needs of the organization, 509(a)(3), disqualified persons as Interested Persons such as payment of compensation described in section 4958(c)(3)(B) are also interested persons. For Form 990-EZ filers, interested persons for purposes of Part II are current officers, directors, trustees, and key employees listed on Form 990-EZ, Part IV. Exceptions. Do not report the following in Part II: Excess benefit transactions reported in Schedule L, Part I. Advances under an accountable plan as described in the instructions for Part II of Schedule J (Form 990), Compensation Information. Pledges receivable that would qualify as charitable contributions when paid. Accrued but unpaid compensation owed by the organization. Loans from a credit union made to an interested person on the same terms as offered to other members of the credit union. Tax-exempt bonds purchased from the filing organization and held by an interested person, so long as the interested person purchased the bonds on the same terms as offered to the general public. Receivables outstanding that were created in the ordinary course of the organization s business on the same terms as offered to the general public (such as receivables for medical services provided by a hospital to an officer of the hospital). Column (a). Identify the interested person that was the debtor or creditor on the loan. Also, state the organization s purpose for engaging in the transaction (for example, compensation package ). Column (b). Check either To or From whichever is applicable. Column (c). Enter the original dollar amount owed (the loan principal). Column (d). Enter the balance due as of the end of the organization s tax year, Report each grant or other assistance (including provision of goods, services, or use of facilities), regardless of amount, provided by the organization to any interested person at any time during the organization s tax year. Examples of grants are scholarships, fellowships, discounts on goods or services, internships, prizes, and awards. A grant includes the gift portion of a part-sale, part-gift transaction. TIP See Reasonable effort later, applicable to Part III. Interested person. For purposes of Part III, an interested person means a current or former officer, director, trustee, or key employee listed in Form 990, Part VII, Section A; a substantial contributor; or a related person. For purposes of Schedule L, Part III, a substantial contributor is a person that contributed during the organization s tax year at least $5,000 and is required to be reported by name in Schedule B (Form 990, 990-EZ, or 990-PF), Schedule of Contributors, for the organization s tax year. Thus, organizations not required to file Schedule B are not required to report transactions with substantial contributors and their related persons in Schedule L, Part III. A related person means: A member of the organization s grant selection committee; A family member of any of the organization s current or former officers, directors, trustees, or key employees listed in Form 990, Part VII, Section A, of substantial contributors, or of members of the organization s grant selection committee; A 35% controlled entity of any of the organization s current or former officers, directors, trustees, or key employees listed in Form 990, Part VII, Section A; of -2- (including taxable and nontaxable fringe benefits treated as compensation) to an employee or consultant in exchange for services of comparable value. Some transactions may be reportable on Schedule L, Part IV. Compensation to a person listed in Form 990, Part VII, Section A (including taxable and nontaxable fringe benefits treated as compensation). Grants to employees (and their children) of a substantial contributor or 35% controlled entity of a substantial contributor, awarded on an objective and nondiscriminatory basis based on pre-established criteria and reviewed by a selection committee, as described in Regulations section (b). Grants or assistance provided to an interested person as a member of the charitable class or other class (such as a member of a section 501(c)(5), 501(c)(6), or 501(c)(7) organization) that the organization intends to benefit in furtherance of its exempt purpose, if provided on similar terms as provided to other members of the class, such as short-term disaster relief, poverty relief, or trauma counseling. However, grants for travel, study (such as scholarships or fellowships), or other similar purposes (such as to achieve a specific objective, produce a report or other similar product, or improve or enhance a literary, artistic, musical, scientific, teaching, or other similar capacity, skill, or talent of the grantee) like those described in section 4945(d)(3) are not excluded from reporting under this exception. But see Schools, later, for instructions on how to report grants, scholarships, and other assistance from colleges, universities, primary, and secondary schools. Grants that are awards recognizing past achievements also are not excluded from reporting under this exception. Grants for travel, study, or similar purposes do not include such

3 purposes as short-term disaster relief, person advises the organization as to the in Form 990, Part VII, Section A poverty relief, or trauma counseling. specific recipients of grants or assistance, exceeded $10,000; or (4) in the case of a Grants or assistance to a section or (2) with respect to programs of the joint venture with an interested person, 501(c)(3) organization. organization intended primarily to benefit the organization has invested $10,000 or Column (a). Enter the name of the employees (or their children) of the more in the joint venture, whether or not interested person that benefitted from the substantial contributor or their 35% during the tax year. grant or assistance. If the person has controlled entities. See Reasonable effort later, applicable status as an interested person only Example. A substantial contributor to to Part IV. Special rules permit individual because the person is a substantial the organization states that he would like or aggregate transaction reporting. contributor, a family member of a Mr. X and Ms. Y to be beneficiaries of a Business transactions. Business substantial contributor, a 35% controlled grant. The organization inquires of the transactions include but are not limited to entity of a substantial contributor, or an substantial contributor whether Mr. X or contracts of sale, lease, license, employee of a substantial contributor or Ms. Y are interested persons with respect insurance, and performance of services, 35% controlled entity of a substantial to the organization because of a family or whether initiated during the organization s contributor, then enter the term business relationship they have with the tax year or ongoing from a prior year. substantial contributor or related to substantial contributor (using the pertinent Business transactions also include joint substantial contributor (as the case may instructions and definitions), and the ventures, whether new or ongoing, in be) instead of the interested person s substantial contributor replies in writing which either the profits or capital interest name, in order to protect the that they are not. Whether they actually of the organization and of the interested confidentiality of the substantial are interested persons or not, the person each exceeds 10%. The contributor. organization has made a reasonable organization s charging of membership Column (b). Describe the relationship effort in this situation. dues to its officers, directors, etc., are not between the interested person that Schools. Colleges, universities, and considered business transactions for benefitted from the grant or assistance primary and secondary schools are not purposes of Part IV. and the organization, such as spouse of required to identify interested persons to Interested persons. An interested Director John Smith. If substantial whom they provided scholarships, person for purposes of Schedule L, Part contributor was entered in column (a), fellowships, and similar financial IV, is a current or former officer, enter substantial contributor here as assistance. Instead, these organizations director, trustee, or key employee listed well. If related to substantial contributor must, in Part III, group each type of on Form 990, Part VII, Section A, or any was entered in column (a), then describe financial assistance (for example, of the following: the relationship without referring to need-based scholarships, merit A family member of a current or specific names, for example: child of scholarships, discounted tuition) provided former officer, director, trustee, or key employee of 35% controlled entity of to interested persons in separate lines. employee listed in Form 990, Part VII, substantial contributor. For each line, the school should report in Section A. If an interested person has interested column (c) the type of assistance and An entity (other than a section person status other than by being a aggregate dollar amount of that 501(c)(3) organization, a section 501(c) substantial contributor or related to a assistance, unless such reporting would organization of the same subsection as substantial contributor, then make no be an unauthorized disclosure of student the filing organization, or a governmental reference to the substantial contributor education records under the Family unit or instrumentality) more than 35% status. For example, if grantee Jane Educational Rights and Privacy Act owned, directly or indirectly, individually Smith is both a substantial contributor and (FERPA). Columns (a) and (b) should be or collectively, by one or more current or the spouse of Director John Smith, then left blank for these lines. former officers, directors, trustees, or key she must be listed by name in column (a), employees listed on Form 990, Part VII, and column (b) must state spouse of Part IV. Business Section A, or their family members. Director John Smith or words to similar Transactions Involving An entity (other than a tax-exempt effect. organization under section 501(c) or a Column (c). Enter the total dollar Interested Persons governmental unit or instrumentality) of amount of grants provided to the Report in Part IV business transactions which a current or former officer, director, interested person during the for which payments were made during the trustee, or key employee listed in Form organization s tax year. Also describe the organization s tax year between the 990, Part VII, Section A, or any of their type of assistance and estimate its value. organization and an interested person, if family members, was serving at the time Reasonable effort. The organization is such payments exceeded the reporting of the transaction as: not required to provide information about thresholds described below, and 1. an officer, a grant or assistance to an interested regardless of when the transaction was 2. a director, person if it is unable to secure the entered into by the parties. The ordinary 3. a trustee, information regarding interested person course of business exception to reporting 4. a partner or member with a direct status after making a reasonable effort business relationships on Form 990, Part or indirect ownership interest in excess of to obtain it. An example of a reasonable VI, line 2, does not apply for purposes of 5% (including ownership by a family effort for Part III is for the organization to Schedule L. member) if the entity is treated as a distribute a questionnaire annually to In general, an organization must report partnership, or each current or former officer, director, business transactions in Part IV with an 5. a shareholder with a direct or trustee, and key employee listed in interested person if: (1) all payments indirect ownership interest in excess of Form 990, Part VII, Section A, and each during the tax year between the 5% (including ownership by a family member of a grant selection committee, organization and the interested person member) if the entity is a professional that includes the name and title of each exceeded $100,000; (2) all payments corporation. person reporting information, blank lines during the tax year from a single Certain management company for the person s signature and signature transaction between such parties transactions with former officers, etc. date, and the pertinent instructions and exceeded the greater of $10,000 or 1% of A business transaction also includes a definitions for Schedule L, Part III. The the filing organization s total revenue for transaction between the organization and organization is not expected to distribute the tax year; (3) compensation a management company of which a such a questionnaire to a substantial payments during the tax year by the former officer, director, trustee, or key contributor or a related person to a organization to a family member of a employee of the organization (within the substantial contributor, except (1) where current or former officer, director, trustee, last five tax years, even if not listed in the substantial contributor or related or key employee of the organization listed Form 990, Part VII, Section A because -3-

4 the individual did not receive any Exceptions. Do not report the following the organization s tax year for 15 compensation from the organization) is a in Part IV: separate transactions to collect debts direct or indirect 35% owner, or an officer, Excess benefit transactions reported owed to the organization. None of the director, or trustee. in Schedule L, Part I. transactions involves payments to the law Ownership. Ownership is measured by Loans reported (or not required to be partnership in excess of $10,000. The stock ownership (voting power or value, reported) in Schedule L, Part II. organization is not required in this whichever greater) of a corporation, Grants and other assistance reported instance to report the business profits or capital interest (whichever (or not required to be reported) in transaction, because the dollar amounts greater) in a partnership or limited liability Schedule L, Part III (however, this do not exceed either the $10,000 company, beneficial interest in a trust, or exception does not apply to transactions transaction threshold or the $100,000 control of a nonprofit organization. covered by the business transaction aggregate threshold. Ownership includes indirect ownership exception described in Part III instructions Example 7. The facts are the same (for example, ownership in an entity that earlier; such transactions may need to be as in Example (6), except that the has ownership in the entity doing reported in Part IV). organization pays $105,000 instead of business with the organization or Compensation reported in Form 990, $75,000. Because the aggregate ownership by a family member); there Part VII, Section A, unless the payments for the business transactions may be ownership through multiple tiers compensation was to a family member of exceed $100,000, the organization must of entities. The constructive ownership another person reported in Form 990, report all the business transactions. The rules of section 267(c) apply for purposes Part VII, Section A. organization can report the transactions of Schedule L (Form 990 or 990-EZ), Part Example 1. T, a family member of on an aggregate basis or list them IV, using the definition of family member an officer of the organization, serves as separately. in the Glossary rather than in section an employee of the organization and Column (a). Enter the name of the 267(c)(4). Accordingly, an individual is receives during the organization s tax interested person involved in the direct or treated as owning stock owned by his or year compensation of $15,000, which is indirect business relationship with the her family member. not more than 1% of the organization s organization. Reporting thresholds. In reporting total revenue. The organization is Column (b). Enter the relationship transactions in Part IV, the organization is required to report T s compensation as a between the interested person and the not required to report transactions with an business transaction in Schedule L, Part organization. For example: individual or organization for a dollar IV, because the organization s Key employee of the organization, amount that did not exceed the greater of compensation to a family member of an Family member of Freda Jones, $10,000 or 1% of the organization s total officer exceeds $10,000, whether or not former director, revenue for the organization s tax year T s compensation is reported in Form Entity more than 35% owned by (1) (the amount reported in Form 990, Part 990, Part VII. Freda Jones, former director, and (2) Lisa VIII, line 12, column (A)), except in either Example 2. X, the child of a current Lee, President, or of the following cases. director listed in Form 990, Part VII, Partnership more than 5% owned by 1. Total payments for all transactions Section A, is a first-year associate at a Freda Jones, former director. between the parties during the law partnership that the organization pays Column (c). The dollar amount of the organization s tax year exceeded $150,000 during the organization s tax transaction is the cash or fair market $100,000. In this case, report all year. Given that X has no ownership value of other assets and services transactions between the parties interest in the law firm and is not an provided by the organization during the regardless of the individual amounts of officer, director, or trustee of the firm, tax year, net of reimbursement of such individual transactions. the organization is not required to report expenses. For joint ventures with 2. The transaction was the this business transaction in spite of X s interested persons, report the total organization s payment of compensation employment relationship to the law firm. amount invested by the organization in to a family member of a current officer, Example 3. The facts are the same the joint venture as of the end of the director, trustee, or key employee of as in Example (2), except that X is a organization s tax year, whether or not the the organization. In this case, payment of partner of the law firm and has an organization invested any part of the reportable compensation must be ownership interest in the law firm of amount during the tax year. In reporting reported if in excess of $10,000 for the 5.25% of the profits. The organization compensation for services, it is sufficient organization s tax year. must report the business transaction due to report compensation for the calendar to X s greater than 5% ownership interest year ending with or within the Aggregate all payments during the tax in the law firm and the dollar amount in organization s tax year. year between the parties under the same excess of the $100,000 aggregate contract or transaction. For instance, if a Column (d). Describe the transaction(s) threshold. director of the organization is a greater by type, such as employment or than 5% partner of a law firm (or greater Example 4. The facts are the same independent contractor arrangement, than 5% shareholder if the law firm is a as in Example (3), except that the law firm rental of property, or sale of assets. professional corporation) and the entered into the transaction with the Column (e). State Yes if all or part of organization pays the law firm an amount organization before X s parent became a the consideration paid by the organization of more than 1% of the organization s director of the organization. The is based on a percentage of revenues of total revenue during the organization s tax organization must report all payments the organization. For instance, state Yes year under a contract for a particular case made during its tax year to the law firm for if a management fee is based on a or legal matter (if the amount exceeds the transaction. percentage of revenues, or a legal fee $10,000), treat all payments under such Example 5. The facts are the same owed to outside attorneys by a public arrangement as a single reportable as in Example (3), except that X is the interest law firm is a percentage of the business transaction. child of a former director listed in Form amount collected. Aggregate reporting. The organization 990, Part VII, Section A. The organization Reasonable effort. The organization is can aggregate multiple individual is required to report the business not required to provide information about transactions between the same parties, or transaction, as family members of former a business transaction with an interested list them separately. If aggregation is directors listed in Part VII are interested person if it is unable to secure the chosen, report the aggregate amount in persons. information regarding interested person column (c) and describe the various types 6. The facts are the same status after making a reasonable effort of transactions (for example, consulting, as in Example (3), except that the to obtain it. An example of a reasonable rental of real property ) in column (d). organization pays $75,000 in total during effort for Part IV is for the organization to -4-

5 distribute a questionnaire annually to individuals with which it does business, or provide additional information. In Part each current or former officer, director, but who are not current or former officers, V, identify the specific part and line trustee, and key employee listed on directors, trustees, or key employees of number that each response supports, in Form 990, Part VII, Section A, that the organization, in order to have made a the order in which those parts and lines includes the name and title of each reasonable effort for this purpose. appear on Schedule L (Form 990 or person reporting information, blank lines 990-EZ). Part V can be duplicated if more for the person s signature and signature Part V. Supplemental space is needed. date, and the pertinent instructions and definitions for Schedule L, Part IV. The Information organization is not required to distribute Use Part V if the organization needs such a questionnaire to organizations or additional space to explain a transaction -5-