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
2012
Open to Public Inspection
Name of the organization
Water Research Foundation
Employer identification number
13-6211384
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 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 monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 2
Part II
Support Schedule for Organizations Described in Sections 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
13,652,250
12,228,679
13,097,238
12,550,203
13,110,112
64,638,482
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..
0
4
Total. Add lines 1 through 3
13,652,250
12,228,679
13,097,238
12,550,203
13,110,112
64,638,482
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)..
1,222,869
6
Public support. Subtract line 5 from line 4.
63,415,613
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
7
Amounts from line 4..
13,652,250
12,228,679
13,097,238
12,550,203
13,110,112
64,638,482
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
756,968
472,347
458,847
344,335
259,252
2,291,749
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
0
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
0
11
Total support (Add lines 7 through 10).
66,930,231
12
Gross receipts from related activities, etc. (see instructions)
..................
12
24,233,026
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 2012 (line 6, column (f) divided by line 11, column (f))
.........
14
94.749 %
15
Public support percentage for 2011 Schedule A, Part II, line 14
...............
15
94.408 %
16a
33 1/3% support test—2012.
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—2011.
If the organization did not check a 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—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 3
Part III
Support Schedule for Organizations Described in Section 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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 2012 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2011 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2011 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 4
Part IV
Supplemental Information.
Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and 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) 2012
Additional Data
Software ID:
Software Version:
-
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
2012
Open to Public Inspection
Name of the organization
Water Research Foundation
Employer identification number
13-6211384
Identifier
Return Reference
Explanation
Material Differences in Voting Rights
Form 990, Part VI, Section A, Line 1a
There are twenty-four members of the Board of Trustees, plus the Secretary (Executive Director of the Foundation). Effective in June 2010, the Presidents of AWWA, AMWA and NAWC or their designees became non-voting members; however they participate in all discussions at the board meetings. The Secretary also does not have voting privileges and the Chair of the Board votes only in circumstances where there is a tie. The remaining twenty-two appointed members have voting privileges and are also independent. Voting is generally verbal, and non-voting members do not vote on the consent agenda or other motions as presented for consideration at the meetings.
Other Program Services
Form 990, Part III, Line 4d
Communications & Marketing: The major responsibility of Communications and Marketing is the management of knowledge derived from Foundation-sponsored research for the water supply community. Periodicals, research reports, workshops/symposia, special publications, the Web site, and marketing and materials development of the Foundation are administered and/or produced by this unit to ensure that the results and application of research are effectively transferred to subscribers and other stakeholders. The activities of the Public Council on Drinking Water Research are also centered in this area. Other Program Expenses: This area includes general travel, consulting and contracts relating to programs not identified in the other program areas.
Form 990 Review Process
Form 990, Part VI, Section A, Line 11B
The draft 990 is reviewed by the Foundation's accounting staff and forwarded to the Director of Finance & Administration and the Audit Committee for further review. There may be discussion of questions derived from the review. Once the 990 has been approved by the Audit Committee, the final version of the return will be exported to the website to provide access to the Board of Trustees, along with e-mail correspondence stating it is available. This is done prior to filing the 990 with the IRS.
Disclosure of Documents
Form 990, Part VI, Section C, Line 19
The organization does not make its governing documents, conflict of interest policy, or financial statements available to the public unless specifically requested.
Governing Body and Management
Form 990, Part VI, Section A, Line 6
An organization shall become a supporting member of this corporation and shall be entered on the membership roll upon payment of prescribed fees as established by the Board of Trustees. Failure to pay fees shall be cause for removing a supporting member from the membership roll. Supporting members of the corporation, as such, shall not be entitled to vote. Depending upon the category of membership, the prescribed fees may be the annual dues or the subscription fees.
Governing Body and Management
Form 990, Part VI, Section A, Line 7A
The board shall consist of eighteen elected or appointed persons plus the Foundation's chair, vice-chair, and treasurer; the chair of the Foundation's Focus Area Committee (FAC), ex-officio; the president of the American Water Works Association (AWWA), ex-officio, or their designee (non-voting); the president of Association of Metropolitan Water Agencies (AMWA), ex-officio, or their designee (non-voting); and the president of the National Association of Water Companies (NAWC), ex-officio, or their designee (non-voting) and the Secretary. The executive committee consists of the chair, vice-chair, treasurer, and member-at-large. The executive committee members shall be utility employees. The ex-officio members (presidents of AWWA, AMWA, and NAWC) appoint three members for each respective organization (one per organization each year). The appointees from AWWA must be representatives of the water utilities, and appointees from AMWA and NAWC should be members of each association, respectively. The presidents of AWWA, AMWA, and NAWC consult with the executive committee before making their formal appointments. The Focus Area Committee (FAC) chair, also an ex-officio, is elected by the board for a three-year term. Each year at the annual meeting of the Board, the Board shall elect three persons to serve as trustees from a slate of candidates provided by the Nominating Committee. The elected and appointed trustees are eligible to vote. Term of office shall be three years and one-third of the trustees will be elected or appointed each year. Trustees are limited to two consecutive three-year terms.
Compliance with Policy
Form 990, Part VI, Section B, Line 12c
The Foundation regularly and consistently monitors and enforces conflict of interest at varying frequencies and levels of monitoring, depending on the risk of a potential conflict and its likely impact on the Foundation. The Foundation's policy addresses conflict of interest in terms of its staff, management, Board of Trustees, and volunteer leadership. On an annual basis, the Board of Trustees, as Foundation representatives, submit a signed "Disclosure of Significant Interests" form which identifies existing or potential relationships that may cause a conflict of interest with Foundation activity. Paid staff, also deemed Foundation representatives, submit a conflict of interest statement when they are hired and are responsible to immediately self-report any known conflict of interest whenever such conflict arises. Any disclosure is first adjudicated by Foundation management, pursuant to guidelines established by the Policy. Management will elevate a disclosed conflict to the Foundation's Audit Committee for its oversight, when necessary. The Audit Committee performs this function on behalf of the Board of Trustees. The Foundation's Conflict of Interest Policy sets stringent guidelines for conduct, confidentiality, decision-making, and acceptance of gratuities. Decisions of this committee may be appealed to the Executive Committee of the Board of Trustees. Violation of the provision of this policy is cause for removal from Foundation activities. Trustees shall inform the full board at the outset of the discussion on proposals for potential funding of any involvement of their organization in any of the proposals under consideration. For projects in which a trustee's organization is the primary submitter on a proposal, the trustee must excuse himself/herself from all discussion on the proposal by leaving the room. The trustee is also ineligible to vote on the proposal. During its normal course of business, the Foundation also seeks involvement from several volunteer "committees" or "councils", comprised primarily of subscriber personnel or other professionals with drinking water expertise. As monitored by a Foundation representative, all committee volunteers are required to self-report any existing or potential conflicts of interest. Reported conflicts shall then be assessed by the Foundation's representative and/or Foundation management, who shall be responsible to enforce the provisions of the Foundation's Conflict of Interest Policy pursuant to that volunteer's level of involvement of decision-making in his/her respective committee or council.
Executive Director's Compensation
Form 990, Part VI, Section B, Line 15a & b
Process for determining compensation for: A) The Executive Committee deliberates and reviews the Executive Director's compensation annually in a private session. The review for fiscal year 2012 took place in January, 2012. The Executive Director's compensation is compared to data of similar organizations and positions using the Mountain States Employers' Council non-profit data form. The Executive Committee also looks for significant deviations from a normal salary range, if applicable. Currently there are no significant deviations from the normal reported salary ranges for similar Executive Director positions. The Executive Committee authorized hiring Dr. Robert Greene, CEO of Reward Systems, to review the Executive Director's compensation (salary and benefits) and make conceptual recommendations. The Executive Committee approved the recommendations and submitted the proposal to the full board for their action. The full board unanimously approved the recommendation. The recommendation/approval of the Executive Committee is documented in their meeting minutes and board approval is documented in the board of trustees meeting minutes. The most recent review and approval was conducted in January 2013 for fiscal year 2013. B) The Foundation's salary and compensation plan is reviewed annually to ensure that the Foundation is fairly compensating its key employees staff using comparative data received from Mountain States Employers' Council survey information. A salary budget is prepared on these results. The review for fiscal year 2012 took place in January 2012. Compensation (including proposed bonuses), fringe benefits calculations and graphs are submitted to the Finance Committee for evaluation at their meeting each November. The Finance Committee submits its recommendation for approval to the full board of trustees for action at the January board meeting. The most recent review and approval by the Board of Trustees was conducted in January 2013 for fiscal year 2013. The recommendation of the Finance Committee is documented in their meeting minutes and board approval is documented in the Board of Trustees meeting minutes.
Other Changes to Net Assets
Form 990, Part XI, Line 9
Change in Minimum Pension Liability (55,186) Total Other Changes to Net Assets (55,186)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.