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
NATIONAL ASSOCIATION OF COLLEGE AND UNIVERSITY ATTORNEYS
Employer identification number
52-1209127
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.") ....
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
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)..
6
Public support. Subtract line 5 from line 4.
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..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
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.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
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
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
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.") .
204,500
178,500
205,000
294,250
243,500
1,125,750
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......
2,977,051
3,138,514
3,486,077
3,673,875
3,955,658
17,231,175
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.
3,181,551
3,317,014
3,691,077
3,968,125
4,199,158
18,356,925
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
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.
0
c
Add lines 7a and 7b..
0
8
Public support (Subtract line 7c from line 6.)
18,356,925
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...
3,181,551
3,317,014
3,691,077
3,968,125
4,199,158
18,356,925
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
52,165
61,476
64,016
87,529
168,038
433,224
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
52,165
61,476
64,016
87,529
168,038
433,224
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
2,937
930
3,867
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
13,218
12,434
8,307
500
2,500
36,959
13
Total support. (Add lines 9, 10c, 11, and 12.)..
3,246,934
3,390,924
3,763,400
4,059,091
4,370,626
18,830,975
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
97.480 %
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
97.710 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
2.300 %
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
2.020 %
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
NATIONAL ASSOCIATION OF COLLEGE AND UNIVERSITY ATTORNEYS
Employer identification number
52-1209127
Return Reference
Explanation
FORM 990, PART VI, SECTION A, LINE 4
IN NOVEMBER 2013, THE BOARD APPROVED A TECHNICAL, CLARIFYING AMENDMENT TO THE BYLAWS IN ARTICLE III, MEMBERSHIP, SECTION 2, TO ADD DEGREE-GRANTING AS A REQUIREMENT FOR INSTITUTIONAL MEMBERSHIP.
FORM 990, PART VI, SECTION A, LINE 6
THE ASSOCIATION HAS SIX CLASSES OF MEMBERSHIP (1) MEMBER INSTITUTIONS AND THEIR REPRESENTATIVES CONSIST OF PUBLIC OR NONPROFIT ACCREDITED COLLEGES OR UNIVERSITIES, AND ANY SYSTEM OF SEPARATELY ACCREDITED COLLEGES AND UNIVERSITIES HAVING A COMMON GOVERNING BODY AND HAVING ITS LEGAL AFFAIRS REGULARLY HANDLED BY AN OFFICE SERVING ALL COLLEGES AND UNIVERSITIES OF THE SYSTEM. EACH MEMBER INSTITUTION MAY DESIGNATE A PRIMARY REPRESENTATIVE AND ONE OR MORE ADDITIONAL REPRESENTATIVES (2) ASSOCIATE MEMBER INSTITUTIONS AND THEIR REPRESENTATIVES CONSIST OF AN ORGANIZATION HAVING A DEMONSTRATED COMMONALITY OF INTEREST WITH THE MEMBER INSTITUTIONS OF THE ASSOCIATION. EACH ASSOCIATE MEMBER INSTITUTION SHALL DESIGNATE A PRIMARY REPRESENTATIVE (3) ASSOCIATE INDIVIDUAL MEMBER IS AN INDIVIDUAL THAT IS ENDORSED FOR ASSOCIATE INDIVIDUAL MEMBERSHIP BY THE PRIMARY REPRESENTATIVE OF A MEMBER INSTITUTION, IS NOT ELIGIBLE TO BE A REPRESENTATIVE OF EITHER A MEMBER INSTITUTION OR AN ASSOCIATE MEMBER INSTITUTION AND DOES NOT REPRESENT AN INSTITUTION WHICH IS NOT CURRENTLY (BUT COULD BECOME) A MEMBER OF THE ASSOCIATION (4) HONORARY MEMBERS ARE ANY PERSON WHO HAS MADE SUBSTANTIAL AND CONTINUING CONTRIBUTIONS TO THE UNDERSTANDING AND RESOLUTION OF LEGAL PROBLEMS AFFECTING COLLEGES AND UNIVERSITIES (5) LIFE MEMBERS ARE ANY RETIRED PERSON UPON TERMINATION FROM A REPRESENTATIVE OF A MEMBER INSTITUTION, ASSOCIATE MEMBER INSTITUTION, OR ASSOCIATE INDIVIDUAL MEMBER OF THE ASSOCIATION WHO HAS RENDERED OUTSTANDING SERVICE OR SUBSTANTIAL CONTRIBUTIONS TO THE ASSOCIATION (6) EMERITUS MEMBERSHIPS ARE ANY PERSON WHO HAS RETIRED FROM THE PRACTICE OF LAW AND HAS BEEN A MEMBER IN GOOD STANDING FOR AT LEAST TEN YEARS.
FORM 990, PART VI, SECTION A, LINE 7A
OFFICERS AND MEMBERS OF THE BOARD OF DIRECTORS SHALL BE NOMINATED BY A COMMITTEE ON NOMINATIONS AND ELECTIONS, APPOINTED BY THE CHAIR, WHICH SHALL SOLICIT SUGGESTIONS FROM THE MEMBERS OF THE ASSOCIATION BY ELECTRONIC MAIL. MEMBERS OF THE BOARD ARE ELECTED BY THE PRIMARY REPRESENTATIVES OF MEMBER INSTITUTIONS PRESENT AT THE ASSOCIATION'S ANNUAL MEETING IN JUNE.
FORM 990, PART VI, SECTION A, LINE 7B
ALL VOTING AT ANY MEETING OF THE ASSOCIATION, ON ANY MATTER SUBMITTED TO A VOTE SHALL BE BY MEMBER INSTITUTIONS THROUGH THEIR PRIMARY REPRESENTATIVES OR THEIR DELEGATES, AND EACH MEMBER INSTITUTION HAVING ONE OR MORE REPRESENTATIVES PRESENT AT THE MEETING SHALL HAVE ONE VOTE REGARDLESS OF THE NUMBER OF ITS REPRESENTATIVES.
FORM 990, PART VI, SECTION B, LINE 11
THE FORM 990 IS PROVIDED TO THE SUBCOMMITTEE ON AUDIT OF THE BOARD OF DIRECTORS FOR REVIEW, ANY REVISIONS TO THE 990 ARE MADE, AND IT IS THEN SENT TO THE BOARD OF DIRECTORS FOR ITS INFORMATION PRIOR TO THE FINAL FILING.
FORM 990, PART VI, SECTION B, LINE 12C
THE BOARD OF DIRECTORS IS REQUIRED TO COMPLETE THE ANNUAL CONFLICT OF INTEREST POLICY AT THE BEGINNING OF EACH YEAR. WHEN ANY SUCH INTEREST BECOMES RELEVANT TO ANY SUBJECT REQUIRING ACTION OF THE BOARD OF DIRECTORS, THE DIRECTOR HAVING A CONFLICT SHALL CALL IT TO THE ATTENTION OF THE CHAIR AND THE PRESIDENT & CHIEF EXECUTIVE OFFICER AND, IF THE MATTER IS BEING CONSIDERED BY A COMMITTEE OF THE BOARD, TO THE ATTENTION ALSO OF THE CHAIR OF SUCH COMMITTEE. THE DIRECTOR HAVING SUCH CONFLICT SHALL NOT PARTICIPATE OR USE ANY PERSONAL INFLUENCE IN THE DISCUSSION OF THE SUBJECT OR MAKE ANY RECOMMENDATIONS REGARDING THE SUBJECT HOWEVER, THE DIRECTOR WILL BRIEFLY STATE THE NATURE OF THE CONFLICT AND WILL BE EXPECTED TO ANSWER PERTINENT QUESTIONS FROM THE OTHER DIRECTORS WHEN THE DIRECTOR'S KNOWLEDGE OF THE SUBJECT WILL ASSIST THE BOARD. THE MINUTES OF ANY MEETING ATTENDED BY THE DIRECTOR AT WHICH THE SUBJECT INVOLVING THE CONFLICT IS DISCUSSED SHALL REFLECT THAT A DISCLOSURE WAS MADE AND THE DIRECTOR REFRAINED FROM DISCUSSION, EXCEPT TO THE EXTENT PROVIDED ABOVE, AND DID NOT VOTE ON THE SUBJECT.
FORM 990, PART VI, SECTION B, LINE 15
EACH SPRING, STAFF SENDS CURRENT SALARY AND BENEFITS INFORMATION TO AN EXTERNAL COMPENSATION CONSULTANT IN ORDER TO PREPARE A REPORT FOR THE SUBCOMMITTEE ON AUDIT, WHICH HAS AS PART OF ITS CHARTER, THE RESPONSIBILITY TO REVIEW THE COMPENSATION OF THE DISQUALIFIED PERSONS UNDER THE INTERMEDIATE SANCTIONS RULE (CURRENTLY THE PRESIDENT & CHIEF EXECUTIVE OFFICER, DEPUTY CEO/CFO, AND DIRECTOR OF LEGAL RESOURCES POSITIONS). THE CONSULTANT CONDUCTS ANALYSIS, INCLUDING REVIEW OF COMPARABILITY DATA, AND PREPARES A DRAFT REFORT AND "OPINION LETTER" AS TO THE REASONABLENESS OF COMPENSATION, THE ANALYSIS IS UPDATED AS NECESSARY, INCLUDING RANGES, AVERAGES, AND TARGETS, BASED ON RESULTS OF SURVEY DATA. A DRAFT REFORT AND "OPINION LETTER" ARE SENT TO THE MEMBERS OF THE AUDIT SUBCOMMITTEE, AND A CONFERENCE CALL WITH THE AUDIT SUBCOMMITTEE AND COMPENSATION CONSULTANT IS HELD. A REPORT TO THE BOARD OF DIRECTORS ON THE ANNUAL REVIEW WITH A COPY OF THE "OPINION LETTER' IS PROVIDED BY THE SUBCOMMITTEE. THE BOARD MEETS IN EXECUTIVE SESSION DURING ITS MEETING IN JUNE TO REVIEW RESULTS. THIS PROCESS IS GOVERNED BY A SET OF BOARD-APPROVED GUIDELINES FOR EXECUTIVE COMPENSATION REVIEW.
FORM 990, PART VI, SECTION C, LINE 19
THE ASSOCIATION MAKES ALL DOCUMENTS AVAILABLE UPON REQUEST.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.