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. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
AMERICAS SOCIETY INC
Employer identification number
13-2569185
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
3,070,678
3,559,527
4,219,864
5,460,939
4,586,974
20,897,982
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
3,070,678
3,559,527
4,219,864
5,460,939
4,586,974
20,897,982
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)..
1,508,855
6
Public support. Subtract line 5 from line 4.
19,389,127
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
3,070,678
3,559,527
4,219,864
5,460,939
4,586,974
20,897,982
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
863,700
781,848
709,565
845,600
903,568
4,104,281
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
3,313
3,578
8,663
37,611
53,165
11
Total support (Add lines 7 through 10).
25,055,428
12
Gross receipts from related activities, etc. (see instructions)
..................
12
2,498,154
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 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
77.380 %
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
78.530 %
16a
33 1/3% support test—2013.
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—2012.
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—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
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) 2013
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.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
AMERICAS SOCIETY INC
Employer identification number
13-2569185
Return Reference
Explanation
FORM 990, PART VI, SECTION A, LINE 2
CHAIRMAN JOHN D. NEGROPONTE AND DIRECTOR THOMAS F. MCLARTY III, HAVE A BUSINESS RELATIONSHIP.
FORM 990, PART VI, SECTION B, LINE 11
MEETINGS ARE HELD BETWEEN MANAGEMENT, AUDITORS AND THE MEMBERS OF THE AUDIT COMMITTEE TO REVIEW SIGNIFICANT CHANGES TO FORM 990 AND INFORMATION REQUIRED FOR THE RETURN- INCLUDING SUPPLEMENTAL INFORMATION, NARRATIVES AND GOVERNANCE POLICIES. FINANCE DEPARTMENT PREPARES FINANCIAL SUMMARIES, SUPPORTING SCHEDULES AND RELATED INFORMATION AND COORDINATES WITH OTHER DEPARTMENTS WITHIN THE ORGANIZATION TO PREPARE ANY OTHER NECESSARY INFORMATION. ALL COMPLETED TAX RETURN INFORMATION IS SUBMITTED TO THE ORGANIZATION'S AUDITORS IN ORDER TO PREPARE AN ACCURATE AND COMPLETE RETURN. UPON COMPLETION OF THE TAX RETURN BY THE AUDITORS, MANAGEMENT REVIEWS THE TAX RETURN IN DETAIL FOR ANY FINAL CHANGES. A COPY OF FORM 990 IS PROVIDED ELECTRONICALLY TO ALL BOARD MEMBERS FOR REVIEW AND COMMENTS. ANY FINAL CHANGES ARE MADE TO FORM 990 AND THE RETURN IS FILED TIMELY.
FORM 990, PART VI, SECTION B, LINE 12C
TO SERVE LOYALLY, EACH BOARD MEMBER, OFFICER AND EMPLOYEE SHALL IDENTIFY AND BE CONSCIOUS OF CONFLICTS BETWEEN THE ORGANIZATIONS INTERESTS AND SUCH PERSON'S PERSONAL INTERESTS OR ANY INTEREST, DIRECT OR INDIRECT, WHICH MIGHT AFFECT, A PERSON'S JUDGMENT OR THE CONDUCT. EACH INTERESTED PERSON SHALL ACT WITH CANDOR AND CARE IN DISCLOSING AND RESOLVING SUCH CONFLICTS AND SHALL ACKNOWLEDGE AND DISCHARGE HIS OR HER DUTY TO DISCLOSE ACTUAL AND POTENTIAL CONFLICTS OF INTEREST. ANY QUESTIONS REGARDING THE APPLICABILITY OF THIS POLICY SHOULD BE DIRECTED TO THE CHAIR OF THE AUDIT COMMITTEE. BOARD MEMBERS, OFFICERS AND EMPLOYEES SHALL NOT RECEIVE PAYMENT, COMMERCIAL BENEFITS OR GIFTS FROM ANY ENTITY OR PERSON PROVIDING SERVICES OR PRODUCTS OR SEEKING TO PROVIDE SUCH SERVICES TO THE SOCIETY UNLESS APPROVED BY AN INDEPENDENT VOTE OF THE AUDIT COMMITTEE, WITHOUT PARTICIPATION FROM THE BOARD MEMBER, OFFICER OR EMPLOYEE WHO MAY RECEIVE SUCH REMUNERATION. THE ORGANIZATION SHALL NOT ENTER INTO ANY RELATED PARTY TRANSACTION UNLESS THE TRANSACTION IS DETERMINED BY THE BOARD TO BE FAIR, REASONABLE AND IN THE SOCIETY'S BEST INTEREST AT THE TIME OF SUCH DETERMINATION. A RELATED PARTY TRANSACTION IS ANY TRANSACTION, AGREEMENT OR OTHER ARRANGEMENT IN WHICH A RELATED PARTY, INCLUDING WITHOUT LIMITATION AN INTERESTED PERSON, HIS OR HER FIRM AND HIS OR HER IMMEDIATE FAMILY MEMBERS, HAS A SUBSTANTIAL FINANCIAL INTEREST AND IN WHICH THE ORGANIZATION IS A PARTICIPANT. ANY DIRECTOR, OFFICER OR EMPLOYEE WHO HAS AN INTEREST IN A RELATED PARTY TRANSACTION SHALL DISCLOSE IN GOOD FAITH TO THE AUDIT COMMITTEE THE MATERIAL FACTS CONCERNING SUCH INTEREST. WITH RESPECT TO ANY RELATED PARTY TRANSACTION, THE AUDIT COMMITTEE, SHALL: (1) PRIOR TO ENTERING INTO THE TRANSACTION, CONSIDER ALTERNATIVE TRANSACTIONS TO THE EXTENT AVAILABLE; (2) APPROVE THE TRANSACTION BY NOT LESS THAN A MAJORITY VOTE OF THE COMMITTEE MEMBERS OR DIRECTORS PRESENT AT THE MEETING; AND (3) CONTEMPORANEOUSLY DOCUMENT IN WRITING THE BASIS FOR THE AUDIT COMMITTEE'S APPROVAL, INCLUDING ITS CONSIDERATION OF ANY ALTERNATIVE TRANSACTIONS. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE INTEREST AND ALL MATERIAL FACTS FOR CONSIDERATION OF THE PROPOSED TRANSACTION OR ARRANGEMENT TO THE ORGANIZATION'S AUDIT COMMITTEE. IN ADDITION, AN INTERESTED PERSON SHALL DISCLOSE ANY PROFESSIONAL OR PERSONAL RELATIONSHIP WITH ANY VENDOR, FUNDER, OR GRANTER. IN THE NORMAL COURSE OF BUSINESS BOARD MEMBERS, OFFICERS AND EMPLOYEES SHALL BE SENSITIVE TO ANY DIRECT OR INDIRECT CONFLICT OF INTEREST, WHETHER OF A PERSONAL OR BUSINESS INTEREST, IN A DECISION TO BE MADE. FOR AVOIDANCE OF DOUBT, AN INTERESTED PERSON SHALL NOT BE PRESENT AT OR PARTICIPATE IN BOARD OR COMMITTEE DELIBERATION OR VOTE ON THE MATTER GIVING RISE TO SUCH CONFLICT. FURTHER, AN INTERESTED PERSON IS PROHIBITED FROM MAKING ANY ATTEMPT TO INFLUENCE IMPROPERLY THE DELIBERATION OR VOTE ON THE MATTER GIVING RISE TO SUCH CONFLICT. TO ENSURE COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY, EACH BOARD MEMBER, OFFICER AND EMPLOYEE SHALL AGREE TO COMPLY WITH THIS POLICY, AND COMPLETE A CONFLICT OF INTEREST STATEMENT EVERY YEAR. FURTHER, PRIOR TO THE ELECTION OF ANY DIRECTOR, AND ANNUALLY THEREAFTER, SUCH DIRECTOR SHALL COMPLETE, SIGN AND SUBMIT TO THE SOCIETY'S SECRETARY A CONFLICT OF INTEREST STATEMENT IDENTIFYING, TO THE BEST OF THE DIRECTOR'S KNOWLEDGE, ANY OTHER ENTITY OF WHICH SUCH DIRECTOR IS AN OFFICER, DIRECTOR, TRUSTEE, MEMBER, OWNER (EITHER AS SOLE PROPRIETOR OR A PARTNER), OR EMPLOYEE AND WITH WHICH THE SOCIETY HAS A RELATIONSHIP, AND ANY TRANSACTION IN WHICH THE ORGANIZATION IS A PARTICIPANT AND IN WHICH THE DIRECTOR MIGHT HAVE A CONFLICTING INTEREST. THE ORGANIZATION'S SECRETARY SHALL PROVIDE A COPY OF ALL COMPLETED STATEMENTS TO THE CHAIR OF THE AUDIT COMMITTEE. THE AUDIT COMMITTEE WILL HAVE THE RESPONSIBILITY FOR ENSURING COMPLIANCE WITH THIS POLICY, ADMINISTERING THE ANNUAL QUESTIONNAIRE AND MAKING DECISIONS AS REQUIRED TO AVOID ACTUAL CONFLICT OF INTEREST. THE AUDIT COMMITTEE ALSO REVIEW AND REVISE THIS POLICY AS NEEDED.
FORM 990, PART VI, SECTION B, LINE 15
THE ORGANIZATION'S EXECUTIVE COMMITTEE IS RESPONSIBLE FOR REVIEWING AND APPROVING THE COMPENSATION OF THE PRESIDENT/CEO. THE PRESIDENT/CEO IS A MEMBERS OF THE EXECUTIVE COMMITTEE, BUT IS NOT INVOLVES IN THIS COMPENSATION PROCESS IN ORDER TO AVOID ANY POSSIBLE CONFLICTS OF INTEREST. THE ORGANIZATION'S MANAGEMENT IS RESPONSIBLE FOR PREPARING AND PERIODICALLY UPDATING THE ORGANIZATION'S REPORT WHICH BENCHMARKS ALL POSITIONS WITHIN THE ORGANIZATION. THE REPORT INCLUDES SALARY INFORMATION OBTAINED FROM OTHER INDEPENDENT SOURCES, INCLUDING FORM 990'S OF OTHER SIMILAR ORGANIZATIONS, INFORMATION FROM DETAILED SALARY SURVEYS AND MANAGEMENT COMPENSATION REPORTS OBTAINED FROM INDEPENDENT THIRD-PARTIES RELATING TO NOT-FOR-PROFITS ORGANIZATIONS AND IS REVIEWED BY THE FINANCE COMMITTEE. THE PRESIDENT/CEO, WITH INPUT FROM SENIOR MANAGEMENT TEAM AS APPROPRIATE, IS RESPONSIBLE FOR DETERMINING THE SALARIES OF STAFF WITHIN THE GUIDELINES OF THE BENCHMARKING PARAMETERS. BENCHMARKING INFORMATION WAS LAST REVIEWED BY THE FINANCE COMMITTEE IN OCTOBER 2013. THE PRESIDENT/CEO'S COMPENSATION WAS REVIEWED BY MEMBERS OF THE EXECUTIVE COMMITTEE IN FY 2011. THE PRESIDENT/CEO'S COMPENSATION HAS NOT CHANGED SINCE THAT TIME.
FORM 990, PART VI, SECTION C, LINE 19
THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AUDITED FINANCIAL STATEMENTS AND FORM 990 ARE AVAILABLE FOR PUBLIC INSPECTION. THIS INFORMATION CAN BE OBTAINED BY CONTACTING THE CHIEF FINANCIAL OFFICER AT 212-277-8320. SUMMARIZED ANNUAL FINANCIAL STATEMENTS ARE ALSO PROVIDED IN THE ORGANIZATION'S ANNUAL REPORT WHICH IS AVAILABLE BOTH IN PRINT AND ON THE ORGANIZATION'S WEBSITE AND GUIDESTAR.ORG.
FORM 990, PART XII, LINE 2C:
THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS DID NOT CHANGE FROM THE PRIOR YEAR.
FORM 990, PART VII, SECTION A, COLUMN (A):
THE ORGANIZATION HAS SHARED EMPLOYEE ARRANGEMENTS WITH COUNCIL OF THE AMERICAS, INC. (THE COUNCIL). COMPENSATION EXPENSE WAS ALLOCATED AND RECORDED FOR THE ORGANIZATION AND THE COUNCIL FOR THE FOLLOWING OFFICERS, KEY EMPLOYEES AND HIGHLY COMPENSATED EMPLOYEES REPORTED ON FORM 990 PART VII SECTION 1A AND SCHEDULE J-2 AS FOLLOWS: NAME: SUSAN L.SEGAL TITLE: PRESIDENT & CEO COMPENSATION EXPENSED TO AMERICAS SOCIETY: $217,196 AVERAGE HOURS PER WEEK: 26 COMPENSATION EXPENSED TO COUNCIL OF THE AMERICAS: $202,749 AVERAGE HOURS PER WEEK: 24 NAME: PETER J. REILLY TITLE: CFO/ VICE PRESIDENT COMPENSATION EXPENSED TO AMERICAS SOCIETY: $109,705 AVERAGE HOURS PER WEEK: 23 COMPENSATION EXPENSED TO COUNCIL OF THE AMERICAS: $102,409 AVERAGE HOURS PER WEEK: 22 NAME: CHRISTOPHER SABATINI TITLE: SR, DIRECTOR, POLICY AND EDITOR-IN-CHIEF, AMERICAS QUARTERLY COMPENSATION EXPENSED TO AMERICAS SOCIETY: $154,767 AVERAGE HOURS PER WEEK: 34 COMPENSATION EXPENSED TO COUNCIL OF THE AMERICAS: $51,589 AVERAGE HOURS PER WEEK: 11 NAME: RAGNHILD MELZI TITLE: SR. DIRECTOR, PUBLIC POLICY PROGRAMS AND COA CORPORATE RELATIONS COMPENSATION EXPENSED TO AMERICAS SOCIETY: $16,082 AVERAGE HOURS PER WEEK: 4 COMPENSATION EXPENSED TO COUNCIL OF THE AMERICAS: $184,948 AVERAGE HOURS PER WEEK: 41
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.