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
HUDSON GUILDINC
Employer identification number
13-5562989
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.") ....
7,641,943
5,817,032
5,856,072
7,208,270
6,845,378
33,368,695
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
7,641,943
5,817,032
5,856,072
7,208,270
6,845,378
33,368,695
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)..
343,921
6
Public support. Subtract line 5 from line 4.
33,024,774
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..
7,641,943
5,817,032
5,856,072
7,208,270
6,845,378
33,368,695
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
123,535
127,177
125,524
102,917
178,265
657,418
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.)..
120,518
307,838
26,690
23,200
25,772
504,018
11
Total support (Add lines 7 through 10).
34,530,131
12
Gross receipts from related activities, etc. (see instructions)
..................
12
8,363,049
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
95.640 %
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
95.100 %
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
HUDSON GUILDINC
Employer identification number
13-5562989
Return Reference
Explanation
FORM 990, PART VI, SECTION A, LINE 3
THE DELEGATION OF THE CFO POSITION WAS OUTSOURCED TO AN INDEPENDENT FIRM THAT WORKS UNDER CONTRACT TO HUDSON GUILD AND REPORTS DIRECTLY TO THE EXECUTIVE DIRECTOR. THE SERVICES PROVIDED INCLUDE THE FOLLOWING: SUPERVISE AND MANAGE THE FISCAL OPERATIONS OF THE ORGANIZATION, PREPARATION OF THE ANNUAL BUDGET, OVERSEE THE CASH MANAGEMENT SYSTEM, AND CREATE FINANCIAL REPORTS FOR THE BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT THROUGHOUT THE YEAR. THE FIRM WAS PAID $651,000 DURING FISCAL YEAR 2014. NO ONE LISTED IN PART VII OR SCHEDULE J OF THE RETURN RECEIVED COMPENSATION FROM THE MANAGEMENT COMPANY.
FORM 990, PART VI, SECTION A, LINE 4
DURING THE FISCAL YEAR, THE HUDSON GUILD BOARD OF TRUSTEES ADOPTED REVISIONS TO ITS BY-LAWS, CODE OF ETHICS AND WHISTLEBLOWER POLICY TO REFLECT THE CURRENT STRUCTURE OF THE ORGANIZATION AND ENSURE COMPLIANCE WITH THE NEW YORK STATE NONPROFIT REVITALIZATION ACT OF 2013. THESE AMENDED POLICIES WERE ADOPTED BY THE FULL BOARD AT A REGULAR MEETING HELD ON 5/28/14.
FORM 990, PART VI, SECTION A, LINE 7A
THE CHELSEA NEIGHBORHOOD ADVISORY COUNCIL (NAC) HAS TWO APPOINTEES ON THE HUDSON GUILD BOARD OF TRUSTEES. THE PRESIDENT OF NAC SITS EX OFFICIO ON THE GUILD BOARD, AND NAC ALSO ELECTS ONE MEMBER-AT-LARGE TO SERVE ON THE GUILD BOARD. EACH OF THESE TRUSTEES SERVES A ONE-YEAR TERM, AND MAY SERVE MORE THAN ONE TERM.
FORM 990, PART VI, SECTION A, LINE 8B
THE HUDSON GUILD EXECUTIVE COMMITTEE HAS AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY BETWEEN MEETINGS, SUBJECT TO CERTAIN LIMITATIONS SET FORTH IN THE BY-LAWS AS AMENDED IN MAY 2014, EFFECTIVE JULY 2014. UNDER THESE BY-LAWS, THE EXECUTIVE COMMITTEE IS ONLY REQUIRED TO MAINTAIN MINUTES WITH RESPECT TO ACTIONS TAKEN ON BEHALF OF THE BOARD AND EVEN THEN, SUCH REQUIREMENT CAN BE SATISFIED BY INCORPORATING THE SUBSTANCE OF SUCH MINUTES INTO THE MINUTES OF A SUBSEQUENT FULL MEETING PROVIDED CERTAIN CONDITIONS ARE MET. THE EXECUTIVE COMMITTEE HAS NOT YET ITSELF BEEN REQUIRED TO TAKE MINUTES.
FORM 990, PART VI, SECTION B, LINE 11
HUDSON GUILD'S 990 IS PREPARED BY AN INDEPENDENT AUDIT FIRM. WHEN THE FORM 990 HAS BEEN PREPARED, REVIEWED BY MANAGEMENT AND IS READY TO BE FILED WITH THE INTERNAL REVENUE SERVICE, IT IS THEN PROVIDED TO EACH MEMBER OF THE BOARD OF TRUSTEES VIA E-MAIL, AND RESPONSES SOLICITED PRIOR TO FILING.
FORM 990, PART VI, SECTION B, LINE 12C
HUDSON GUILD, INC. CURRENTLY HAS IN PLACE A CONFLICT OF INTEREST POLICY WHICH IT ANNUALLY MONITORS AND ENFORCES. ALL MEMBERS OF MANAGEMENT AND THE GOVERNING BODY ANNUALLY SIGN A CONFLICT OF INTEREST POLICY AND DISCLOSE ANY POTENTIAL OR ACTUAL CONFLICTS THAT MAY EXIST. THE SIGNED CONFLICT OF INTEREST POLICY IS KEPT ON FILE. A TRUSTEE, OFFICER OR MEMBER OF THE ADMINISTRATION SHALL NOT PARTICIPATE IN THE CONSIDERATION OF OR VOTE ON ANY CONTRACT OR OTHER TRANSACTION RELATING TO HUDSON GUILD IN WHICH HE OR SHE HAS A MATERIAL INTEREST, DIRECT OR INDIRECT, AND AN APPROPRIATE RECORD SHALL BE MADE OF SUCH ABSTENTION AND THE REASON THEREFORE.
FORM 990, PART VI, SECTION B, LINE 15A
THERE HAS NOT BEEN A CHANGE IN THE EXECUTIVE DIRECTOR'S SALARY SINCE 2010. WHEN DETERMINING AN ADJUSTMENT TO THE EXECUTIVE DIRECTOR'S COMPENSATION, THE PRESIDENT OF THE BOARD OF TRUSTEES REVIEWS AND DETERMINES A PROPOSED CHANGE IN THE SALARY BASED ON A REVIEW ON SALARY COMPARABILITY DATA. THE COMPENSATION ADJUSTMENT IS THEN APPROVED BY THE FULL BOARD OF TRUSTEES AND DOCUMENTED IN THE MINUTES. OTHER MANAGEMENT STAFF COMPENSATION IS REVIEWED AND DETERMINED BY EXECUTIVE DIRECTOR AND APPROVED BY THE BOARD AS PART OF THE ANNUAL BUDGET APPROVAL PROCESS.
FORM 990, PART VI, SECTION C, LINE 19
HUDSON GUILD, INC. MAKES ITS FORM 990 AND FORM 1023 AVAILABLE FOR PUBLIC INSPECTION AS REQUIRED UNDER SECTION 6104 OF THE INTERNAL REVENUE CODE BY POSTING IT ON THEIR WEBSITE AS WELL AS GUIDESTAR.ORG AND OTHER SIMILAR TYPES OF WEBSITES. IN ADDITION, FORMS 990 AND 1023 AS WELL AS THE FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS ARE AVAILABLE UPON WRITTEN REQUEST AT 441 WEST 26TH STREET, NEW YORK, NY 10001 OR BY CALLING THE ORGANIZATION DIRECTLY AT (212) 760-9800.
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.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.