Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2011
Open to Public Inspection
Name of the organization
Texas Life Science Center for Innovation and Commercialization
Employer identification number
20-4205582
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of support?
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2011
Schedule A (Form 990 or 990-EZ) 2011
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
99,810
165,000
327,500
592,310
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
0
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
9,300
9,300
3,000
3,000
3,000
27,600
4
Total. Add lines 1 through 3..
109,110
174,300
330,500
3,000
3,000
619,910
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
0
6
Public Support. Subtract line 5 from line 4.
619,910
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
7
Amounts from line 4..
109,110
174,300
330,500
3,000
3,000
619,910
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
0
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
0
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
0
11
Total support (Add lines 7 through 10).
619,910
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
23,975
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
100.000 %
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
100.000 %
16a
33 1/3% support test—2011.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2010.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2011.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2011
Schedule A (Form 990 or 990-EZ) 2011
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public Support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13
Total support (Add lines 9, 10c, 11 and 12.).
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2011 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2010 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2010 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2011.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2010.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2011
Schedule A (Form 990 or 990-EZ) 2011
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2011
Additional Data
Software ID:
11000144
Software Version:
2011v1.2
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2011
Open to Public Inspection
Name of the organization
Texas Life Science Center for Innovation and Commercialization
Employer identification number
20-4205582
Identifier
Return Reference
Explanation
Form 990-EZ, General Explanation.1
Schedule L, Part IV Business Transaction
Mr. Nat, who is both a director and officer (the Executive Director) of Texas Life Science Center for Innovation & Commercialization (TLSCIC), is compensated for his services as Executive Director of the TLSCIC pursuant to an agreement (the "Agreement") with Capital Royalty, L.P., a partnership controlled by Mr. Tate, who is a director and the Chairman of the Board of TLSCIC. In addition, TLSCIC has given Mr. Tate a promissory note (the "Note") under which Mr. Tate has agreed to lend funds to TLSCIC to the degree such funds are necessary for operational expenses. Therefore, Mr. Nat and Mr. Tate are indirectly related to each other through a business relationship and Mr. Tate is related to TLSCIC through a business relationship.The purposes of the Agreement is so Mr. Nat can receive benefits as an employee of Capital Royalty, L.P., which is much more cost effective than if TLSCIC were to attempt to provide benefits to him as its sole employee. The Agreement provides that the TLSCIC pay to Capital Royalty, L.P. exactly the cost Capital Royalty, L.P. pays for Mr. Nat's services, so there is no potential private benefit to Capital Royalty (or by extension, to Mr. Tate). TLSCIC approved this arrangement pursuant to its conflict of interest policy, and Mr. Tate informed the Board of his potential conflict and did not participate in the deliberations or the decision regarding the arrangement.The Board of Directors determined the fair market value of Mr. Nat's compensation by drawing on its extensive collective experience with executive compensation in various industries in Texas. The Board conducted an extensive executive search to find Mr. Nat, who was, prior to being approached by the Board, unconnected to TLSCIC. Based on Mr. Nat's experience and qualifications, and understanding the very technical nature of his position (requiring experience in both venture capital and the life sciences), the Board determined a reasonable compensation arrangement.The purpose of the Note was to enable TLSCIC to obtain the services of Mr. Nat pursuant to the Agreement, despite the fact that it had not yet raised sufficient funds to be able to guarantee Mr. Nat's compensation. Mr. Tate agreed to forward the funds necessary as a loan to be paid back when TLSCIC raises sufficient funds to repay it. The terms of the loan were determined to be fair market value by the board of directors acting pursuant to the conflict of interest party with Mr. Tate abstaining from any deliberations. The terms are better than any terms that could be obtained by TLSCIC from a third-party lender.
Form 990-EZ, Part II, Line 26.1006
Total Liabilities.1006
Payable to Officers, Directors, Etc. - Beginning $278752 Payable to Officers, Directors, Etc. - Ending $330477
Form 990-EZ, Part I, Line 16.1006
Other Expenses.1006
Payments of Travel or Entertainment for Public Officials $5220
Form 990-EZ, Part I, Line 16.1002
Other Expenses.1002
Office Expenses $1650
Client Note 1 - Schedule L, Part IV Business TransactionMr. Nat, who is both a director and officer (the Executive Director) of Texas Life Science Center for Innovation & Commercialization (TLSCIC), is compensated for his services as Executive Director of the TLSCIC pursuant to an agreement (the "Agreement") with Capital Royalty, L.P., a partnership controlled by Mr. Tate, who is a director and the Chairman of the Board of TLSCIC. In addition, TLSCIC has given Mr. Tate a promissory note (the "Note") under which Mr. Tate has agreed to lend funds to TLSCIC to the degree such funds are necessary for operational expenses. Therefore, Mr. Nat and Mr. Tate are indirectly related to each other through a business relationship and Mr. Tate is related to TLSCIC through a business relationship.The purposes of the Agreement is so Mr. Nat can receive benefits as an employee of Capital Royalty, L.P., which is much more cost effective than if TLSCIC were to attempt to provide benefits to him as its sole employee. The Agreement provides that the TLSCIC pay to Capital Royalty, L.P. exactly the cost Capital Royalty, L.P. pays for Mr. Nat's services, so there is no potential private benefit to Capital Royalty (or by extension, to Mr. Tate). TLSCIC approved this arrangement pursuant to its conflict of interest policy, and Mr. Tate informed the Board of his potential conflict and did not participate in the deliberations or the decision regarding the arrangement.The Board of Directors determined the fair market value of Mr. Nat's compensation by drawing on its extensive collective experience with executive compensation in various industries in Texas. The Board conducted an extensive executive search to find Mr. Nat, who was, prior to being approached by the Board, unconnected to TLSCIC. Based on Mr. Nat's experience and qualifications, and understanding the very technical nature of his position (requiring experience in both venture capital and the life sciences), the Board determined a reasonable compensation arrangement.The purpose of the Note was to enable TLSCIC to obtain the services of Mr. Nat pursuant to the Agreement, despite the fact that it had not yet raised sufficient funds to be able to guarantee Mr. Nat's compensation. Mr. Tate agreed to forward the funds necessary as a loan to be paid back when TLSCIC raises sufficient funds to repay it. The terms of the loan were determined to be fair market value by the board of directors acting pursuant to the conflict of interest party with Mr. Tate abstaining from any deliberations. The terms are better than any terms that could be obtained by TLSCIC from a third-party lender.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.