Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2014
Open to Public Inspection
For calendar year 2014, or tax year beginning 2014, and ending , 20
Name of foundation
CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
 

Number and street (or P.O. box number if mail is not delivered to street address)350 INTERLOCKEN BLVD NO 390   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BROOMFIELD, CO80021
A Employer identification number

05-0620063
B Telephone number (see instructions)

(303) 217-8090
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$207,144,402J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach
schedule).............. 51,938,283
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments      
4 Dividends and interest from securities...... 677,468 677,468 677,468
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 24,836
b Gross sales price for all assets on line 6a 2,140,884
7 Capital gain net income (from Part IV, line 2)... 24,836
8 Net short-term capital gain......... 1,674
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 596,678 596,678 596,678
12 Total. Add lines 1 through 11........ 53,237,265 1,298,982 1,275,820
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 831,000 66,500 0 764,500
14 Other employee salaries and wages...... 2,090,978 360,845 1,252,916 425,217
15 Pension plans, employee benefits....... 351,258 51,372 0 300,355
16a Legal fees (attach schedule)......... Click to see attachment 18,489 0 0 19,189
b Accounting fees (attach schedule)....... Click to see attachment 45,974 11,494 0 34,481
c Other professional fees (attach schedule).... Click to see attachment 839,120 0 0 850,288
17 Interest............... 452,549 0 0 328,913
18 Taxes (attach schedule) (see instructions)... Click to see attachment 207,585 0 0 206,138
19 Depreciation (attach schedule) and depletion... Click to see attachment 22,904 0 22,904
20 Occupancy.............. 158,776 0 0 83,887
21 Travel, conferences, and meetings....... 785,350 0 0 850,066
22 Printing and publications.......... 46,690 0 0 48,565
23 Other expenses (attach schedule)....... Click to see attachment 358,333 15,413 0 454,196
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 6,209,006 505,624 1,275,820 4,365,795
25 Contributions, gifts, grants paid........ 44,399,744 44,599,744
26 Total expenses and disbursements. Add lines 24 and 25 50,608,750 505,624 1,275,820 48,965,539
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 2,628,515
b Net investment income (if negative, enter -0-) 793,358
c Adjusted net income (if negative, enter -0-)... 0
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2014)
Form 990-PF (2014)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 34,907,083 39,105,624 39,105,624
2 Savings and temporary cash investments..........      
3 Accounts receivable bullet3,659,532
Less: allowance for doubtful accounts bullet   10,720 3,659,532 3,659,532
4 Pledges receivable bullet41,642,480
Less: allowance for doubtful accounts bullet838,947 49,430,973 40,803,533 40,803,533
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges........... 46,255 129,830 129,830
10a Investments—U.S. and state government obligations (attach schedule) 153,099    
b Investments—corporate stock (attach schedule)........      
c Investments—corporate bonds (attach schedule)........ 50,525 Click to see attachment41,504,588 41,504,588
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 41,037,877 Click to see attachment1,849 1,849
14 Land, buildings, and equipment: basis bullet49,972
Less: accumulated depreciation (attach schedule) bullet49,972 22,904 Click to see attachment0 0
15 Other assets (describe bullet) Click to see attachment74,664,179 Click to see attachment81,939,446 Click to see attachment81,939,446
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 200,323,615 207,144,402 207,144,402
Liabilities 17 Accounts payable and accrued expenses.......... 788,998 734,249
18 Grants payable..................    
19 Deferred revenue.................. 573,014 801,589
20 Loans from officers, directors, trustees, and other disqualified persons 13,308,000 Click to see attachment18,308,000
21 Mortgages and other notes payable (attach schedule)...... 1,253,000 Click to see attachment350,000
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 15,923,012 20,193,838
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 139,278,800 121,031,690
25 Temporarily restricted................ 45,121,803 65,918,874
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see instructions)...... 184,400,603 186,950,564
31 Total liabilities and net assets/fund balances (see instructions).. 200,323,615 207,144,402
Part III Analysis of Changes in Net Assets or Fund Balances
1 Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
with end-of-year figure reported on prior year’s return)............... 1 184,400,603
2 Enter amount from Part I, line 27a..................... 2 2,628,515
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 187,029,118
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 78,554
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 186,950,564
Form 990-PF (2014)
Form 990-PF (2014)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES P    
b CAPITAL GAINS DIVIDENDS P    
c
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 2,117,722   2,116,048 1,674
b 23,162     23,162
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a       1,674
b       23,162
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 24,836
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 . . . . . . . . . . . . . . . . 		Bracket 3 1,674
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2013 60,694,239 80,912,310 0.750124
2012 31,549,711 60,022,694 0.525630
2011 46,395,056 40,049,152 1.158453
2010 48,900,938 23,866,756 2.048914
2009 23,212,422 32,374,537 0.716996
2 Total of line 1, column (d) ...................... 2 5.200117
3 Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by
the number of years the foundation has been in existence if less than 5 years. . . 		3 1.040023
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 87,863,810
5 Multiply line 4 by line 3....................... 5 91,380,383
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 7,934
7 Add lines 5 and 6......................... 7 91,388,317
8 Enter qualifying distributions from Part XII, line 4.............. 8 71,745,539
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions.
Form 990-PF (2014)
Form 990-PF (2014)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 15,867
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 15,867
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 15,867
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 30,247
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 30,247
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 14,380
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet14,380 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see Instructions
for definition)?.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
Yes
 
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletCA, CO, DE, TN, FL
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
    Yes
     
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) Click to see attachment.............
    11
    Yes
     
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletCHARTERGROWTHFUND.ORG
    14
    The books are in care ofbulletRICHARD BILLINGS Telephone no.bullet (303) 217-8094
    Located atbullet350 INTERLOCKEN BLVD SUITE 390BROOMFIELDCO ZIP+4bullet80021
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2014, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see instructions)? ........
    1b
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2014?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2014, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2014?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?........................
    b
    If "Yes," did it have excess business holdings in 2014 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2014.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? (see instructions)..................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
    No
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.......................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    KEVIN HALL PRESIDENT/CEO
    55.00     		445,000 24,265 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    RICHARD BILLINGS VICE PRESIDENT/ASSISTANT TREASURER
    40.00     		177,000 13,485 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    MICHAEL W GREBE TREASURER
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    STACY SCHUSTERMAN SECRETARY
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    JULIE MAIER ASSISTANT SECRETARY
    40.00     		209,000 22,822 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    JOHN FISHER CHAIR/DIRECTOR
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    JAMES C RAHN DIRECTOR
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    ALLAN C GOLSTON DIRECTOR
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    MASON HAWKINS DIRECTOR
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    CARRIE WALTON PENNER DIRECTOR
    1.00     		0 0 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    ALEJANDRO HERNANDEZ PARTNER
    40.00     		237,500 24,262 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    KATHY HAMEL PARTNER
    40.00     		213,000 24,222 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    DARRYL COBB PARTNER
    40.00     		197,500 21,226 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    ERIC CHAN PRINCIPAL
    40.00     		161,750 13,441 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    STEPHEN HINSON DIRECTOR OF EVALUATI
    40.00     		130,500 24,091 0
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    Total number of other employees paid over $50,000...................bullet 11
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    SLALOM CONSULTING TECHNOLOGY CONSULTING/SOFTWARE DEVELOPMENT 173,852
    PO BOX 101416
    PASADENA,CA91189
    DW INC CONSULTING 140,580
    6417 ENDWOOD DRIVE
    LONG GROVE,IL60047
    JM CONSULTING INC CONSULTING 88,326
    PO BOX 1563
    MANCHESTERBYTHESEA,MA01944
    CTBMCGRAW-HILL LLC CONSULTING 55,000
    20 RYAN RANCH ROAD
    MONTEREY,CA93940
    ROCKY MOUNTAIN TECH TEAM TECHNOLOGY CONSULTING 54,231
    2525 ARAPAHOE AVENUE E4-184
    BOULDER,CO80302
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 CHARTER FUND, INC. (THE "FUND") PRIMARILY PROVIDES GRANTS AND LOANS TO CHARTER SCHOOL MANAGEMENT ORGANIZATIONS WHICH MANAGE NETWORKS OF SCHOOLS. THE FUND ONLY SUPPORTS ORGANIZATIONS WHICH CAN DEMONSTRATE AN IMPACT ON UNDERSERVED STUDENT POPULATIONS AND OUTSTANDING VALUE ADDED ACADEMIC GAINS. THE FUND FOCUSES IN GEOGRAPHIC AREAS SUPPORTIVE OF FURTHER EXPANSION OF CHARTER SCHOOLS. THE FUND MADE $44,599,744 OF GRANTS AND PROVIDED $22,780,000 OF LOANS TO CHARTER SCHOOL MANAGEMENT ORGANIZATIONS DURING CALENDAR YEAR ENDING DECEMBER 31, 2014. SEE PART IX-B AND XV FOR A DETAILED LISTING OF LOANS AND GRANTS MADE DURING THE CURRENT YEAR. 50,241,359
    2  
    3  
    4  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 8
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1 DISCOUNT NOTE TO ROCKETSHIP EDUCATION (FACILITY LOAN) 7,000,000
    2 DISCOUNT NOTE TO KIPP NEW JERSEY (FACILITY LOAN) 2,500,000
    All other program-related investments. See instructions.
    3 Click to see attachment 13,280,000
    Total. Add lines 1 through 3.........................bullet22,780,000
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    41,421,247
    b
    Average of monthly cash balances.......................
    1b
    37,642,091
    c
    Fair market value of all other assets (see instructions)................
    1c
    10,138,500
    d
    Total (add lines 1a, b, and c).........................
    1d
    89,201,838
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    89,201,838
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    1,338,028
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    87,863,810
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    4,393,191
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
     
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
     
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
     
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
     
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
     
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
     
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    48,965,539
    b
    Program-related investments—total from Part IX-B..................
    1b
    22,780,000
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    71,745,539
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
    0
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    71,745,539
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2013     		(c)
    2013     		(d)
    2014
    1 Distributable amount for 2014 from Part XI, line 7  
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only.......  
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2014:
    a From 2009.......  
    b From 2010.......  
    c From 2011.......  
    d From 2012.......  
    e From 2013.......  
    fTotal of lines 3a through e.........  
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$  
    a Applied to 2013, but not more than line 2a  
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		 
    d Applied to 2014 distributable amount.....  
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2014.    
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		 
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		 
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		 
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2010....  
    b Excess from 2011....  
    c Excess from 2012....  
    d Excess from 2013....  
    e Excess from 2014....  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2014, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2014 (b) 2013 (c) 2012 (d) 2011
    0 0 0 0 0
    b 85% of line 2a ......... 0 0 0 0 0
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		71,745,539 60,694,239 31,549,711 46,406,872 210,396,361
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		44,599,744 34,096,658 19,263,855 28,609,983 126,570,240
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		27,145,795 26,597,581 12,285,856 17,796,889 83,826,121
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......         0
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		         0
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		2,928,794 2,697,077 2,000,757 1,334,972 8,961,600
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		        0
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		        0
    (3) Largest amount of support
    from an exempt organization    		         0
    (4) Gross investment income         0
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    KEVIN HALL CEO CHARTER SCHOOL GROWT
    350 INTERLOCKEN BLVD SUITE 390
    BROOMFIELD,CO80021
    (303) 217-8090
    bThe form in which applications should be submitted and information and materials they should include:
    CHARTER SCHOOL GROWTH FUND APPLICATIONS SHOULD BE SUBMITTED ONLINE AT WWW.CHARTERGROWTHFUND.ORG
    cAny submission deadlines:
    VARIED THROUGHOUT THE YEAR
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    CHARTER FUND, INC. (THE "FUND") PRIMARILY PROVIDES GRANTS AND LOANS TO CHARTER SCHOOL MANAGEMENT ORGANIZATIONS THAT MANAGE AND GROW NETWORKS OF SCHOOLS. THE FUND ONLY SUPPORTS ORGANIZATIONS WHICH CAN DEMONSTRATE AN IMPACT ON UNDERSERVED STUDENT POPULATIONS AND OUTSTANDING VALUE ADDED ACADEMIC GAINS. THE FUND FOCUSES IN GEOGRAPHIC AREAS SUPPORTIVE OF FURTHER EXPANSION OF CHARTER SCHOOLS.
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    ACHIEVEMENT FIRST
    403 JAMES STREET
    NEW HAVEN,CT06513     		NONE PC IMPLEMENTATION 300,000
    ACHIEVEMENT FIRST
    403 JAMES STREET
    NEW HAVEN,CT06513     		NONE PC IMPLEMENTATION 500,000
    ACHIEVEMENT PREP
    908 WAHLER PL SE
    WASHINGTON,DC20032     		NONE PC NEXT SCHOOL 250,000
    ASCEND LEARNING
    205 ROCKAWAY PARKWAY 6TH FLOOR
    BROOKLYN,NY11212     		NONE PC IMPLEMENTATION 1,500,000
    ASPIRE PUBLIC SCHOOLS
    1001 22ND AVENUE
    OAKLAND,CA94606     		NONE PC OTHER CAPACITY 1,000,000
    ASPIRE PUBLIC SCHOOLS
    1001 22ND AVENUE
    OAKLAND,CA94606     		NONE PC START-UP 250,000
    ASPIRE PUBLIC SCHOOLS
    1001 22ND AVENUE
    OAKLAND,CA94606     		NONE PC IMPLEMENTATION LOAN CONVERSION 1,400,000
    BLACKSTONE VALLEY PREP MAYORAL ACADEMY
    291 BROAD STREET
    CUMBERLAND,RI02864     		NONE PC IMPLEMENTATION 350,000
    BLACKSTONE VALLEY PREP MAYORAL ACADEMY
    291 BROAD STREET
    CUMBERLAND,RI02864     		NONE PC IMPLEMENTATION LOAN CONVERSION 500,000
    BOULWARE SPRINGS CHARTER SCHOOL INC
    2021 NW 23RD TERRACE
    GAINESVILLE,FL32605     		NONE PC NEXT SCHOOL 250,000
    BRONX CHARTER SCHOOL OF EXCELLENCE
    1960 BENEDICT AVE
    BRONX,NY10462     		NONE PC NEXT SCHOOL 250,000
    BUILDING HOPE - A CHARTER SCHOOL FACILITIES FUND
    125 E SAN MARINO DRIVE
    MIAMI BEACH,FL33139     		NONE PF NEXT SCHOOL 250,000
    CALIBER SCHOOLS
    PO BOX 522
    RICHMOND,CA94805     		NONE PC NEXT SCHOOL 200,000
    CHARTER FOR ACCELERATED LEARNING
    3960 MEADOWS DRIVE
    INDIANAPOLIS,IN46205     		NONE PC IMPLEMENTATION 550,000
    COMMUNITY & ECONOMIC DEVELOPMENT ORGANIZATION OF GADSDEN COUNTY INC
    20 E WASHINGTON STREET SUITE A
    QUINCY,FL32351     		NONE PC NEXT SCHOOL 250,000
    CORNERSTONE SCHOOLS
    320 CARPENTER
    MEMPHIS,TN38112     		NONE PC BUSINESS PLANNING 50,000
    DSST PUBLIC SCHOOLS
    3401 QUEBEC STREET SUITE 7200
    DENVER,CO80207     		NONE PC IMPLEMENTATION 500,000
    DSST PUBLIC SCHOOLS
    3401 QUEBEC STREET SUITE 7200
    DENVER,CO80207     		NONE PC IMPLEMENTATION 250,000
    DSST PUBLIC SCHOOLS
    3401 QUEBEC STREET SUITE 7200
    DENVER,CO80207     		NONE PC START-UP 250,000
    EDUCATIONAL ENTERPRISES INC
    2450 W SOUTH MOUNTAIN AVE
    PHOENIX,AZ85041     		NONE PC IMPLEMENTATION 400,000
    EDUCATIONAL ENTERPRISES INC
    2450 W SOUTH MOUNTAIN AVE
    PHOENIX,AZ85041     		NONE PC IMPLEMENTATION 800,000
    EQUITAS ACADEMY
    1700 W PICO BLVD
    LOS ANGELES,CA90015     		NONE PC NEXT SCHOOL 250,000
    EXPLORE SCHOOLS INC
    20 JAY STREET SUITE 504
    BROOKLYN,NY11201     		NONE PC IMPLEMENTATION LOAN CONVERSION 200,000
    FREEDOM PREPARATORY ACADEMY INC
    964 FIELDS ROAD
    MEMPHIS,TN38109     		NONE PC IMPLEMENTATION 1,500,000
    FREEDOM PREPARATORY ACADEMY INC
    964 FIELDS ROAD
    MEMPHIS,TN38109     		NONE PC OTHER CAPACITY 15,000
    FREEDOM PREPARATORY ACADEMY INC
    964 FIELDS ROAD
    MEMPHIS,TN38109     		NONE PC START-UP 500,000
    FRIENDS OF BREAKTHROUGH
    3615 SUPERIOR AVENUE SUITE 3103 A
    CLEVELAND,OH44114     		NONE PC START-UP 100,000
    FRIENDS OF BREAKTHROUGH
    3615 SUPERIOR AVENUE SUITE 3103 A
    CLEVELAND,OH44114     		NONE PC START-UP 100,000
    FRIENDS OF TEAM ACADEMY CHARTER SCHOOL
    60 PARK PLACE
    NEWARK,NJ07102     		NONE PC IMPLEMENTATION 300,000
    GASTON COLLEGE PREPARATORY
    320 PLEASANT HILL ROAD
    GASTON,NC27832     		NONE PC IMPLEMENTATION 500,000
    GASTON COLLEGE PREPARATORY
    320 PLEASANT HILL ROAD
    GASTON,NC27832     		NONE PC IMPLEMENTATION 500,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC OTHER CAPACITY 15,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC START-UP 250,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC IMPLEMENTATION 300,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC OTHER CAPACITY 30,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC IMPLEMENTATION 350,000
    GESTALT COMMUNITY SCHOOLS
    6120 WINCHESTER ROAD
    MEMPHIS,TN38115     		NONE PC IMPLEMENTATION LOAN CONVERSION 350,000
    GREAT HEARTS ACADEMIES
    3102 N 56TH ST SUITE 300
    PHOENIX,AZ85018     		NONE PC IMPLEMENTATION 750,000
    GREAT HEARTS ACADEMIES
    3102 N 56TH ST SUITE 300
    PHOENIX,AZ85018     		NONE PC START-UP 600,000
    GREAT HEARTS ACADEMIES
    3102 N 56TH ST SUITE 300
    PHOENIX,AZ85018     		NONE PC START-UP 400,000
    HARVEST PREPARATORY CHARTER SCHOOL
    1300 OLSON MEMORIAL HIGHWAY
    MINNEAPOLIS,MN55411     		NONE PC BUSINESS PLANNING 50,000
    IDEA PUBLIC SCHOOLS
    505 ANGELITA DRIVE SUITE 9
    WESLACO,TX78596     		NONE PC IMPLEMENTATION 2,000,000
    IDEA PUBLIC SCHOOLS
    505 ANGELITA DRIVE SUITE 9
    WESLACO,TX78596     		NONE PC START-UP 100,000
    INNOVATEEDU INC
    230 ASHLAND PLACE 19C
    BROOKLYN,NY11217     		NONE PC NEXT SCHOOL 125,000
    INNOVATEEDU INC
    230 ASHLAND PLACE 19C
    BROOKLYN,NY11217     		NONE PC NEXT SCHOOL 125,000
    INTRINSIC SCHOOLS
    4517 N ARTESIAN
    CHICAGO,IL60625     		NONE PC IMPLEMENTATION 400,000
    KIPP DELTA
    215 CHERRY ST
    HELENA,AR72342     		NONE PC IMPLEMENTATION LOAN CONVERSION 500,000
    KIPP LA SCHOOLS
    4800 EAST CESAR CHAVEZ AVENUE
    LOS ANGELES,CA90022     		NONE PC IMPLEMENTATION 719,375
    KIPP METRO ATLANTA
    350 TEMPLE STREET NW
    ATLANTA,GA30314     		NONE PC IMPLEMENTATION 125,000
    KIPP NASHVILLE
    123 DOUGLAS AVENUE
    NASHVILLE,TN37207     		NONE PC IMPLEMENTATION 125,000
    KIPP NASHVILLE
    123 DOUGLAS AVENUE
    NASHVILLE,TN37207     		NONE PC IMPLEMENTATION LOAN CONVERSION 50,000
    KIPP NEW ORLEANS SCHOOLS
    3820 ST CLAUDE AVE
    NEW ORLEANS,LA70117     		NONE PC IMPLEMENTATION 922,050
    KIPP NEW ORLEANS SCHOOLS
    3820 ST CLAUDE AVE
    NEW ORLEANS,LA70117     		NONE PC IMPLEMENTATION LOAN CONVERSION 300,000
    KIPP ST LOUIS
    2647 OHIO AVENUE
    SAINT LOUIS,MO63118     		NONE PC IMPLEMENTATION 600,000
    LAWNDALE EDUCATIONAL AND REGIONAL NETWORK (LEARN) CHARTER SCHOOL
    212 S FRANCISCO
    CHICAGO,IL60612     		NONE PC OTHER CAPACITY 200,000
    LEAD PUBLIC SCHOOLS
    1814 HAYES STREET
    NASHVILLE,TN37203     		NONE PC IMPLEMENTATION 750,000
    LEAD PUBLIC SCHOOLS
    1814 HAYES STREET
    NASHVILLE,TN37203     		NONE PC OTHER CAPACITY 25,000
    MASTERY CHARTER SCHOOLS
    5700 WAYNE AVENUE
    PHILADELPHIA,PA19144     		NONE PC IMPLEMENTATION 110,876
    MASTERY CHARTER SCHOOLS
    5700 WAYNE AVENUE
    PHILADELPHIA,PA19144     		NONE PC IMPLEMENTATION 1,000,000
    MASTERY CHARTER SCHOOLS
    5700 WAYNE AVENUE
    PHILADELPHIA,PA19144     		NONE PC START-UP 200,000
    MONTESSORI FOR ALL INC
    7302 BLINN CIRCLE
    AUSTIN,TX78723     		NONE PC NEXT SCHOOL 200,000
    NAVIGATOR SCHOOLS
    277 IOOF AVE
    GILROY,CA95020     		NONE PC BUSINESS PLANNING 50,000
    NEW SCHOOLS FOR NEW ORLEANS INC
    1555 POYDRAS SUITE 781
    NEW ORLEANS,LA70112     		NONE PC PARTNERSHIP GRANT 350,000
    NICOLE ASSISI
    2711 BAINBRIDGE ROAD
    SAN DIEGO,CA92106     		NONE N/A ENTREPRENEUR-IN-RESIDENCE 11,141
    NOBLE NETWORK OF CHARTER SCHOOLS
    1 N STATE STREET FLOOR 7L
    CHICAGO,IL60602     		NONE PC IMPLEMENTATION 1,000,000
    NOBLE NETWORK OF CHARTER SCHOOLS
    1 N STATE STREET FLOOR 7L
    CHICAGO,IL60602     		NONE PC START-UP 250,000
    PROFECTUS LEARNING SYSTEMS INC
    2771-29 MONUMENT ROAD
    JACKSONVILLE,FL32203     		NONE PC BUSINESS PLANNING 25,000
    PROFECTUS LEARNING SYSTEMS INC
    2771-29 MONUMENT ROAD
    JACKSONVILLE,FL32203     		NONE PC IMPLEMENTATION 250,000
    PROFECTUS LEARNING SYSTEMS INC
    2771-29 MONUMENT ROAD
    JACKSONVILLE,FL32203     		NONE PC IMPLEMENTATION 500,000
    PROFECTUS LEARNING SYSTEMS INC
    2771-29 MONUMENT ROAD
    JACKSONVILLE,FL32203     		NONE PC IMPLEMENTATION 250,000
    PROFECTUS LEARNING SYSTEMS INC
    2771-29 MONUMENT ROAD
    JACKSONVILLE,FL32203     		NONE PC IMPLEMENTATION 1,500,000
    REPUBLIC SCHOOLS
    41 PEABODY STREET
    NASHVILLE,TN37210     		NONE PC START-UP 200,000
    REPUBLIC SCHOOLS
    41 PEABODY STREET
    NASHVILLE,TN37210     		NONE PC IMPLEMENTATION 160,000
    REPUBLIC SCHOOLS
    41 PEABODY STREET
    NASHVILLE,TN37210     		NONE PC BUSINESS PLANNING 50,000
    REX AND MARGARET FORTUNE SCHOOL OF EDUCATION
    6829 STOCKTON BLVD 380
    SACRAMENTO,CA95823     		NONE PC NEXT SCHOOL 250,000
    ROCKETSHIP EDUCATION
    350 TWIN DOLPHIN DRIVE SUITE 109
    REDWOOD CITY,CA94065     		NONE PC START-UP 200,000
    ROCKETSHIP EDUCATION
    350 TWIN DOLPHIN DRIVE SUITE 109
    REDWOOD CITY,CA94065     		NONE PC IMPLEMENTATION 250,000
    ROCKETSHIP EDUCATION
    350 TWIN DOLPHIN DRIVE SUITE 109
    REDWOOD CITY,CA94065     		NONE PC IMPLEMENTATION LOAN CONVERSION 50,000
    ROCKETSHIP EDUCATION
    350 TWIN DOLPHIN DRIVE SUITE 109
    REDWOOD CITY,CA94065     		NONE PC IMPLEMENTATION LOAN CONVERSION 500,000
    ROOTS ELEMENTARY
    2930 WILLIAMS ST
    DENVER,CO80205     		NONE PC NEXT SCHOOL 200,000
    STRIVE PREPARATORY SCHOOLS
    2960 NORTH SPEER BLVD BUILDING 1913
    DENVER,CO80211     		NONE PC IMPLEMENTATION 625,000
    STRIVE PREPARATORY SCHOOLS
    2960 NORTH SPEER BLVD BUILDING 1913
    DENVER,CO80211     		NONE PC IMPLEMENTATION LOAN CONVERSION 250,000
    SUCCESS ACADEMY CHARTER SCHOOLS
    95 PINE STREET 6TH FLOOR
    NEW YORK,NY10005     		NONE PC IMPLEMENTATION 250,000
    SUCCESS ACADEMY CHARTER SCHOOLS
    95 PINE STREET 6TH FLOOR
    NEW YORK,NY10005     		NONE PC IMPLEMENTATION 1,000,000
    SUMMIT PUBLIC SCHOOLS
    455 5TH AVE
    REDWOOD CITY,CA94063     		NONE PC IMPLEMENTATION 825,000
    SUMMIT PUBLIC SCHOOLS
    455 5TH AVE
    REDWOOD CITY,CA94063     		NONE PC START-UP 200,000
    TENNESSEE CHARTER SCHOOL CENTER
    209 10TH AVENUE SOUTH 416
    NASHVILLE,TN37203     		NONE PC PARTNERSHIP GRANT 125,000
    TENNESSEE CHARTER SCHOOL CENTER
    209 10TH AVENUE SOUTH 416
    NASHVILLE,TN37203     		NONE PC PARTNERSHIP GRANT 73,594
    THE SEED FOUNDATION INC
    1776 MASSACHUSETTS AVENUE NW -
    SUITE 600
    WASHINGTON,DC20036     		NONE PC NEXT SCHOOL 250,000
    TINDLEY CHARTER NETWORK
    3960 MEADOWS DRIVE
    INDIANAPOLIS,IN46205     		NONE PC START-UP 250,000
    UNCOMMON SCHOOLS
    826 BROADWAY 9TH FLOOR
    NEW YORK,NY10003     		NONE PC IMPLEMENTATION 300,000
    UNCOMMON SCHOOLS
    826 BROADWAY 9TH FLOOR
    NEW YORK,NY10003     		NONE PC IMPLEMENTATION 500,000
    UNCOMMON SCHOOLS
    826 BROADWAY 9TH FLOOR
    NEW YORK,NY10003     		NONE PC IMPLEMENTATION LOAN CONVERSION 500,000
    UNIVERSITY OF SOUTHERN CALIFORNIA ACTING ON BEHALF OF EDNOVATE INC
    350 S FIGUEROA STREET SUITE 100
    LOS ANGELES,CA90071     		NONE PC NEXT SCHOOL 200,000
    UNIVERSITY PREPARATORY ACADEMIES INC
    1701 10TH STREET SOUTH
    ST PETERSBURG,FL33705     		NONE PC OTHER CAPACITY 17,708
    UNIVERSITY PREPARATORY ACADEMIES INC
    1701 10TH STREET SOUTH
    ST PETERSBURG,FL33705     		NONE PC IMPLEMENTATION 300,000
    UNIVERSITY PREPARATORY ACADEMIES INC
    1701 10TH STREET SOUTH
    ST PETERSBURG,FL33705     		NONE PC IMPLEMENTATION 700,000
    UPLIFT EDUCATION
    606 ROYAL LANE
    IRVING,TX75039     		NONE PC IMPLEMENTATION 500,000
    UPLIFT EDUCATION
    606 ROYAL LANE
    IRVING,TX75039     		NONE PC IMPLEMENTATION 500,000
    UPLIFT EDUCATION
    606 ROYAL LANE
    IRVING,TX75039     		NONE PC START-UP 400,000
    VALOR COLLEGIATE ACADEMIES
    209 10TH AVE SOUTH 416
    NASHVILLE,TN37203     		NONE PC IMPLEMENTATION 375,000
    VALOR COLLEGIATE ACADEMIES
    209 10TH AVE SOUTH 416
    NASHVILLE,TN37203     		NONE PC START-UP 100,000
    VALOR COLLEGIATE ACADEMIES
    209 10TH AVE SOUTH 416
    NASHVILLE,TN37203     		NONE PC IMPLEMENTATION 225,000
    VILLAGE OF EXCELLENCE ACADEMY
    8718 N 46TH STREET
    TAMPA,FL33617     		NONE PC NEXT SCHOOL 250,000
    VOICES COLLEGE-BOUND LANGUAGE ACADEMY
    4075 SACRAMENTO AVE
    SAN JOSE,CA95111     		NONE PC NEXT SCHOOL 250,000
    YES PREP PUBLIC SCHOOLS INC
    6201 BONHOMME ST SUITE 168N
    HOUSTON,TX77036     		NONE PC IMPLEMENTATION 500,000
    YES PREP PUBLIC SCHOOLS INC
    6201 BONHOMME ST SUITE 168N
    HOUSTON,TX77036     		NONE PC IMPLEMENTATION 2,300,000
    YES PREP PUBLIC SCHOOLS INC
    6201 BONHOMME ST SUITE 168N
    HOUSTON,TX77036     		NONE PC IMPLEMENTATION LOAN CONVERSION 1,100,000
    Total .................................bullet 3a 44,599,744
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    aINTEREST INCOME FROM PROGRAM RELATED INVESTMENTS     14 596,678  
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3
    Interest on savings and temporary cash investments ............     		         
    4 Dividends and interest from securities....     14 677,468  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 24,836  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 1,298,982 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,298,982
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2014)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description
    Schedule B
    (Form 990, 990-EZ,
    or 990-PF)
    Department of the Treasury
    Internal Revenue Service
    Schedule of Contributors
    Arrow Bullet Attach to Form 990, 990-EZ, or 990-PF.
    Arrow Bullet Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.
    OMB No. 1545-0047
    2014
    Name of the organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
     
    Employer identification number

    05-0620063
    Organization type (check one):
    Filers of:
    Section:
    Form 990 or 990-EZ





    Form 990-PF




    Check if your organization is covered by the General Rule or a Special Rule.  
    Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.
    General Rule
    Special Rules
    ......... Arrow Bullet $  
    Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
    990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
    Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
    990-EZ, or 990-PF).
    For Paperwork Reduction Act Notice, see the Instructions
    for Form 990, 990-EZ, or 990-PF.
    Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 2
    Name of organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
          		Employer identification number

    05-0620063
    Part I
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    1
     
     

    GEM FOUNDATION INC  
    130 STEVENS LANE
     
    FAR HILLS, NJ07931

    		$300,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    2
     
     

    SILICON VALLEY COMMUNITY FOUNDATION  
    2440 W EL CAMINO REAL STE 300
     
    MOUNTAIN VIEW, CA94040

    		$1,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    3
     
     

    STATE OF FLORIDA DEPARTMENT OF EDUC  
    325 WEST GAINES STREET
     
    TALLAHASSEE, FL32399

    		$4,781,813


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    4
     
     

    STATE OF TENNESSEE DEPARTMENT OF ED  
    710 JAMES ROBERTSON PARKWAY 5TH FLO
     
    NASHVILLE, TN37243

    		$236,742


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    5
     
     

    THE LYNDE AND HARRY BRADLEY FOUNDAT  
    1241 NORTH FRANKLIN PLACE
     
    MILWAUKEE, WI53202

    		$3,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    6
     
     

    WALTON FAMILY FOUNDATION  
    PO BOX 2030
     
    BENTONVILLE, AK72712

    		$14,173,638


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Name of organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
          		Employer identification number

    05-0620063
    Part I
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    7
     
     

    WILLIAM E SIMON FOUNDATION  
    140 E 45TH STREET STE 14D
     
    NEW YORK, NY10017

    		$500,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    8
     
     

    COMMUNITY FOUNDATION OF GREATER MEM  
    1900 UNION AVENUE
     
    MEMPHIS, TN38104

    		$9,901,413


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    9
     
     

    KERN FAMILY FOUNDATION  
    W305 S4239 BROOKHILL ROAD
     
    WAUKESHA, WI53189

    		$2,500,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    10
     
     

    WINDSONG TRUST  
    838 MANHATTAN BEACH BLVD
     
    MANHATTAN BEACH, CA90266

    		$1,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    11
     
     

    HOLLYHOCK FOUNDATION  
    55 EAST 59TH STREET
     
    NEW YORK, NY10022

    		$300,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    12
     
     

    LAURA JOHN ARNOLD FOUNDATION  
    2800 POST OAK BLVD STE 225
     
    HOUSTON, TX77056

    		$727,729


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Name of organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
          		Employer identification number

    05-0620063
    Part I
    Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    13
     
     

    ARTHUR ROCK TRUST  
    1 MARITIME PLAZA STE 1220
     
    SAN FRANCISCO, CA94111

    		$1,520,001


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    14
     
     

    LOUIS CALDER FOUNDATION  
    125 ELM STREET
     
    NEW CANAAN, CT06840

    		$2,500,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    15
     
     

    SCHWAB CHARITABLE FUND  
    ONE MARITIME PLAZA STE 1550
     
    SAN FRANCISCO, CA94111

    		$1,125,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    16
     
     

    ROBERTSON FOUNDATION  
    101 PARK AVENUE
     
    NEW YORK, NY10178

    		$670,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    17
     
     

    DANIELS FUND  
    101 MONROE STREET
     
    DENVER, CO80206

    		$1,000,000


    (Complete Part II for noncash contributions.)
    (a)
    No.    		 (b)
    Name, address, and ZIP + 4    		 (c)
    Total contributions    		 (d)
    Type of contribution
    18
     
     

    JR HYDE FAMILY FOUNDATION  
    17 WEST PONTOTOC AVENUE STE 200
     
    MEMPHIS, TN38103

    		$6,385,224


    (Complete Part II for noncash contributions.)
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 3
    Name of organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
          		Employer identification number

    05-0620063
    Part II
    Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
    13
    		 DONATION OF SECURITIES $ 1,520,001 2014-12-11
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    (a) No.
    from
    Part I    		 (b)
    Description of noncash property given    		 (c)
    FMV (or estimate)
    (see instructions)     		(d)
    Date received
     
    		$    
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)
    Page 4
    Name of organization
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
          		Employer identification number

    05-0620063
    Part III
    Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10)
    that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet$  
    Use duplicate copies of Part III if additional space is needed.
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    (a) No.
    from
    Part I    		 (b) Purpose of gift (c) Use of gift (d) Description of how gift is held
     
    (e) Transfer of gift
    Transferee's name, address, and ZIP 4 Relationship of transferor to transferee
     
     
         
     
    Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

    Additional Data


    Software ID:  
    Software Version:  

    TY 2014 AccountingFeesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING/BOOKKEEPING FEES 45,974 11,494 0 34,481

    TY 2014 AllOthProgRltdInvestmentsSch
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category Amount
    DISCOUNT NOTE TO GREAT HEARTS ACADEMIES (FACILITY LOAN) 1,780,000
    DISCOUNT NOTE TO ACHIEVEMENT FIRST 1,000,000
    DISCOUNT NOTE TO UPLIFT EDUCATION 1,000,000
    DISCOUNT NOTE TO KIPP NEW JERSEY (FACILITY LOAN) 1,000,000
    DISCOUNT NOTE TO ACHIEVEMENT FIRST 850,000
    DISCOUNT NOTE TO UNCOMMON SCHOOLS (START-UP) 650,000
    DISCOUNT NOTE TO GREAT HEARTS ACADEMIES 500,000
    DISCOUNT NOTE TO IDEA PUBLIC SCHOOLS 500,000
    DISCOUNT NOTE TO KIPP EASTERN NORTH CAROLINA 500,000
    DISCOUNT NOTE TO ROCKETSHIP EDUCATION 500,000
    DISCOUNT NOTE TO MASTERY CHARTER SCHOOLS (START-UP) 500,000
    DISCOUNT NOTE TO ROCKETSHIP EDUCATION 500,000
    DISCOUNT NOTE TO BLACKSTONE VALLEY PREP MAYOR ACADEMY (START-UP) 400,000
    DISCOUNT NOTE TO UPLIFT EDUCATION (START-UP) 400,000
    DISCOUNT NOTE TO KIPP NASHVILLE 400,000
    DISCOUNT NOTE TO GESTALT COMMUNITY SCHOOLS 350,000
    DISCOUNT NOTE TO KIPP NEW JERSEY 250,000
    DISCOUNT NOTE TO UPLIFT EDUCATION 250,000
    DISCOUNT NOTE TO UPLIFT EDUCATION 250,000
    DISCOUNT NOTE TO KIPP ST. LOUIS 200,000
    DISCOUNT NOTE TO ASCEND LEARNING (START-UP) 200,000
    DISCOUNT NOTE TO EDUCATIONAL ENTERPRISES, INC. (START-UP) 200,000
    DISCOUNT NOTE TO MASTERY CHARTER SCHOOLS (START-UP) 200,000
    DISCOUNT NOTED TO REPUBLIC SCHOOLS (START-UP) 200,000
    DISCOUNT NOTE TO ROCKETSHIP EDUCATION (START-UP) 200,000
    DISCOUNT NOTE TO KIPP ST. LOUIS 150,000
    DISCOUNT NOTE TO UNCOMMON SCHOOLS 150,000
    DISCOUNT NOTE TO IDEA PUBLIC SCHOOLS (START-UP) 100,000
    DISCOUNT NOTE TO VALOR COLLEGIATE ACADEMIES (START-UP) 100,000

    Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

    TY 2014 DepreciationSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    TECHNOLOGY EQUIPMENT 2012-11-24 49,972 27,068 SL 2.000000000000 22,904 0 22,904  

    Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

    TY 2014 ExpenditureResponsibilityStmt
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Grantee's Name Grantee's Address Grant Date Grant Amount Grant Purpose Amount Expended By Grantee Any Diversion By Grantee? Dates of Reports By Grantee Date of Verification Results of Verification
    NICOLE ASSISI 2711 BAINBRIDGE ROAD
    SAN DIEGO,CA92106     		2013-02-05 175,000 SUPPORT THE LAUNCH OF THRIVE PUBLIC SCHOOLS - WEBSITE DEVELOPMENT, COMMUNITY ENGAGEMENT, ACCOUNTING AND BUDGETING. 175,000 NONE MONTHLY BASIS, LAST REPORT RECEIVED SEPTEMBER 2014 2014-09-01 GRANTEE SENT CSGF REPORTS DETAILING ITS PERFORMANCE AGAINST GRANT DELIVERABLE MILESTONES THROUGH SCHOOL OPENING. THE GRANT IS NOW CONSIDERED COMPLETED AND CLOSED AS THE SCHOOL HAS NOW LAUNCHED AND ALL GRANT AWARDS HAVE BEEN FUNDED TO GRANTEE.
     
          		305 108TH AVE NE SECOND FLOOR
    BELLEVUE,WA98004     		2010-04-15 15,000,000 PROGRAM RELATED INVESTMENT - CHARTER FUND, INC. ACQUIRED SUBSTANTIALLY ALL THE ASSETS (EXCLUDING ANY ASSETS SUBJECT TO LIABILITIES) OF DREAMBOX LEARNING, INC. DREAMBOX LEARNING INC. IS AN EARLY-STAGE, FOR-PROFIT SOFTWARE COMPANY THAT PROVIDES ADAPTIVE LEARNING SOFTWARE FOR ELEMENTARY SCHOOL-AGE CHILDREN.   NONE MONTHLY BASIS, LAST REPORT RECEIVED 12/31/14 2014-12-31 FINANCIAL REPORTS ARE RECEIVED ON A MONTHLY BASIS. THE PRESIDENT/CEO OF CHARTER FUND, INC. SITS ON THE BOARD OF DIRECTORS OF DREAMBOX LEARNING, INC.
     
          		125 E SAN MARINO DRIVE
    MIAMI BEACH,FL33139     		2014-06-30 250,000 PROVIDE SHORT-TERM INTENSIVE AND TARGETED SUPPORT FOR NEW CHARTER SCHOOLS INCLUDING ASSISTING IN THE AREAS OF ADMINISTRATION, CURRICULUM, FINANCE AND GOVERNANCE. 250,000 NONE FREQUENT COMMUNICATIONS THROUGHOUT THE YEAR, LAST REPORT RECEIVED 5/12/15. 2015-05-12 DOCUMENTATION WAS RECEIVED VERIFYING THE GRANT FUNDS WERE USED FOR THEIR INTENDED PURPOSE(S) AND NO FUNDS WERE DISTRIBUTED FOR NON-CHARITABLE PURPOSES.

    TY 2014 InvestmentsCorpBondsSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Name of Bond End of Year Book Value End of Year Fair Market Value
    BAIRD SHORT-TERM BOND FUND CLASS INSTITUTIONAL - CSGF RFLF 895,882 895,882
    BAIRD SHORT-TERM BOND FUND CLASS INSTITUTIONAL - FUND 40,608,706 40,608,706

    TY 2014 InvestmentsOtherSchedule2
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    WFB INSTITUTIONAL BANK DEPOSIT FMV 1,849 1,849

    TY 2014 LandEtcSchedule2
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    TECHNOLOGY EQUIPMENT 49,972 49,972 0  


    TY 2014 LegalFeesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL & PROFESSIONAL FEES 18,489 0 0 19,189


    TY 2014 LoansFromOfficersSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063

    Item No. 1
    Lender's Name WALTON FAMILY FOUNDATION
    Lender's Title  
    Original Amount of Loan 10000000
    Balance Due 10000000
    Date of Note 2007-12
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan FINANCE CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 2
    Lender's Name LYNDE HARRY BRADLEY FOUNDATION
    Lender's Title  
    Original Amount of Loan 5000000
    Balance Due 2500000
    Date of Note 2008-02
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan TO FACILITATE AND STREAMLINE LENDING TO ESTABLISHED GRANTEES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 3
    Lender's Name BILL MELINDA GATES FOUNDATION
    Lender's Title  
    Original Amount of Loan 4300000
    Balance Due 3308000
    Date of Note 2012-02
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan ASSIST CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 4
    Lender's Name SILICON VALLEY COMMUNITY FOUNDATION
    Lender's Title  
    Original Amount of Loan 2500000
    Balance Due 2500000
    Date of Note 2014-10
    Maturity Date 2015-03
    Repayment Terms 3.75% INTEREST DUE AT MATURITY
    Interest Rate 3.750000000000
    Security Provided by Borrower  
    Purpose of Loan FINANCE CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  


    TY 2014 MortgagesAndNotesPayableSch
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Total Mortgage Amount:  

    Item No. 1
    Lender's Name  
    Lender's Title  
    Relationship to Insider DISQUALIFIED PERSON
    Original Amount of Loan 10000000
    Balance Due 10000000
    Date of Note 2007-12
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan FINANCE CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 2
    Lender's Name  
    Lender's Title  
    Relationship to Insider DISQUALIFIED PERSON, DIRECTOR (MIKE GREBE)
    Original Amount of Loan 5000000
    Balance Due 2500000
    Date of Note 2008-02
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan TO FACILITATE AND STREAMLINE LENDING TO ESTABLISHED GRANTEES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 3
    Lender's Name  
    Lender's Title  
    Relationship to Insider DISQUALIFIED PERSON
    Original Amount of Loan 4300000
    Balance Due 3308000
    Date of Note 2012-02
    Maturity Date 2018-02
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan ASSIST CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 4
    Lender's Name  
    Lender's Title  
    Relationship to Insider NONE
    Original Amount of Loan 2500000
    Balance Due 350000
    Date of Note 2013-07
    Maturity Date 2016-07
    Repayment Terms 3% INTEREST PER ANNUM
    Interest Rate 3.000000000000
    Security Provided by Borrower  
    Purpose of Loan FINANCE CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  

    Item No. 5
    Lender's Name  
    Lender's Title  
    Relationship to Insider DISQUALIFIED PERSON
    Original Amount of Loan 2500000
    Balance Due 2500000
    Date of Note 2014-10
    Maturity Date 2015-03
    Repayment Terms 3.75% INTEREST DUE AT MATURITY
    Interest Rate 3.750000000000
    Security Provided by Borrower  
    Purpose of Loan FINANCE CONSTRUCTION & IMPROVEMENT OF HIGH QUALITY CHARTER SCHOOL FACILITIES
    Description of Lender Consideration NONE
    Consideration FMV  


    TY 2014 OtherAssetsSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    INVESTMENT IN DREAMBOX LEARNING, INC. - PROGRAM RELATED INVESTMENT 15,000,000 15,000,000 15,000,000
    INVESTMENT IN DREAMBOX LEARNING, INC. - MISSION RELATED INVESTMENT 10,138,500 10,138,500 10,138,500
    CHARTER SCHOOL LOANS - PROGRAM RELATED INVESTMENTS 49,525,679 56,800,946 56,800,946


    TY 2014 OtherDecreasesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Description Amount
       


    TY 2014 OtherExpensesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    TELEPHONE & INTERNET 69,834 0 0 73,004
    OFFICE EXPENSE 231,893 0 0 267,987
    BANK CHARGES 15,413 15,413 0 0
    INSURANCE 25,866 0 0 31,038
    DUES & SUBSCRIPTIONS 6,635 0 0 6,864
    LICENSES AND FEES 8,692 0 0 8,692
    REPAIRS & MAINTENANCE 0 0 0 66,611


    TY 2014 OtherIncomeSchedule2
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    INTEREST INCOME FROM PROGRAM RELATED INVESTMENTS 596,678 596,678 596,678


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    CONSULTING & PROFESSIONAL FEES 839,120 0 0 850,288


    TY 2014 TaxesSchedule
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL TAXES 179,584 0 0 178,137
    FEDERAL EXCISE TAX 28,001 0 0 28,001


    TY 2014 TransfersToControlledEntities
    Name:
    CHARTER FUND INC DBA CHARTER SCHOOL GROWTH FUND
    EIN: 05-0620063
    Name US /
    Foreign Address    		 EIN Description Amount
      350 INTERLOCKEN BLVD STE 390
    BROOMFIELD,CO80021     		27-2337263 NO TRANSFERS TO THIS ENTITY DURING CALENDAR YEAR ENDED DECEMBER 31, 2014. 0
      350 INTERLOCKEN BLVD STE 390
    BROOMFIELD,CO80021     		05-0620063 NO TRANSFERS TO THIS ENTITY DURING CALENDAR YEAR ENDED DECEMBER 31, 2014. 0
      350 INTERLOCKEN BLVD STE 390
    BROOMFIELD,CO80021     		26-1666378 NO TRANSFERS TO THIS ENTITY DURING CALENDAR YEAR ENDED DECEMBER 31, 2014. 0
      350 INTERLOCKEN BLVD STE 390
    BROOMFIELD,CO80021     		05-0620063 NO TRANSFERS TO THIS ENTITY DURING CALENDAR YEAR ENDED DECEMBER 31, 2014. 0
      305 108TH AVE NE SECOND FLOOR
    BELLEVUE,WA98004     		27-2358787 PROGRAM RELATED INVESTMENT. 0
      350 INTERLOCKEN BLVD STE 390
    BROOMFIELD,CO80021     		05-0620063 NO TRANSFERS TO THIS ENTITY DURING CALENDAR YEAR ENDED DECEMBER 31, 2014. 0
    Total     0