Form990-PF
Click to see list of attachments

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.
bulletGo to www.irs.gov/Form990PF for instructions and the latest information.
OMB No. 1545-0052
2020
Open to Public Inspection
For calendar year 2020, or tax year beginning 01-01-2020 , and ending 12-31-2020
Name of foundation
The Powell Foundation
 
Number and street (or P.O. box number if mail is not delivered to street address)2001 Kirby Drive
  Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Houston, TX77019
A Employer identification number

74-6104592
B Telephone number (see instructions)

(713) 523-7557
C bullet
G Check all that apply:

D 1. Foreign organizations, check here............. bullet
2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet
E bullet
H Check type of organization:
F bullet
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$396,553,076J Accounting method:
 
(Part I, column (d) must be on cash basis.)
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) 1,273
2 Check bullet.............
3 Interest on savings and temporary cash investments 7,237 7,237  
4 Dividends and interest from securities... 6,586,162 6,586,162  
5a Gross rents............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 5,191,373
b Gross sales price for all assets on line 6a 36,971,945
7 Capital gain net income (from Part IV, line 2)... 5,191,373
8 Net short-term capital gain.........  
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).......      
12 Total. Add lines 1 through 11........ 11,786,045 11,784,772  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 83,933 10,072   73,861
14 Other employee salaries and wages...... 652,108 32,605   699,239
15 Pension plans, employee benefits....... 152,089 7,716   131,393
16a Legal fees (attach schedule)......... Click to see attachment 4,119     4,119
b Accounting fees (attach schedule)....... Click to see attachment 8,443     4,221
c Other professional fees (attach schedule).... Click to see attachment 618,059 591,450   44,709
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 252,509 99,165    
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 62,690 3,135   59,555
21 Travel, conferences, and meetings....... 10,139 494   9,632
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see list of attachments 58,825 8,208   50,617
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 1,902,914 752,845   1,077,346
25 Contributions, gifts, grants paid....... 13,252,232 13,077,232
26 Total expenses and disbursements. Add lines 24 and 25 15,155,146 752,845   14,154,578
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -3,369,101
b Net investment income (if negative, enter -0-) 11,031,927
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2020)
Form 990-PF (2020)
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............. 2,957,915 616,718 616,718
2 Savings and temporary cash investments......... 616,662 1,633,324 1,633,324
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
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.......... 60,334 18,189 18,189
10a Investments—U.S. and state government obligations (attach schedule) 3,763,210 Click to see attachment4,078,854 4,078,854
b Investments—corporate stock (attach schedule)....... 328,444,429 Click to see attachment373,164,680 373,164,680
c Investments—corporate bonds (attach schedule)....... 11,924,638 Click to see attachment17,041,311 17,041,311
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans.............      
13 Investments—other (attach schedule)..........      
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet)      
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 347,767,188 396,553,076 396,553,076
Liabilities 17 Accounts payable and accrued expenses.......... 202,633 127,356
18 Grants payable................. 325,000 500,000
19 Deferred revenue.................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22)......... 527,633 627,356
Net Assets or Fund Balances Foundations that follow FASB ASC 958, check here bullet
and complete lines 24, 25, 29 and 30.
24 Net assets without donor restrictions........... 347,239,555  
25 Net assets with donor restrictions............    
Foundations that do not follow FASB ASC 958, check here bullet
and complete lines 26 through 30.
26 Capital stock, trust principal, or current funds........    
27 Paid-in or capital surplus, or land, bldg., and equipment fund    
28 Retained earnings, accumulated income, endowment, or other funds    
29 Total net assets or fund balances (see instructions)..... 347,239,555 395,925,720
30 Total liabilities and net assets/fund balances (see instructions). 347,767,188 396,553,076
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 29 (must agree with end-of-year figure reported on prior year’s return) ...............
1
347,239,555
2
Enter amount from Part I, line 27a .....................
2
-3,369,101
3
Other increases not included in line 2 (itemize) bulletClick to see attachment
3
52,055,266
4
Add lines 1, 2, and 3 ..........................
4
395,925,720
5
Decreases not included in line 2 (itemize) bullet
5
 
6
Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .
6
395,925,720
Form 990-PF (2020)
Form 990-PF (2020)
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      
b
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 36,971,945   31,780,572 5,191,373
b
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       5,191,373
b
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 5,191,373
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  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
SECTION 4940(e) REPEALED ON DECEMBER 20, 2019 - DO NOT COMPLETE
1 Reserved
(a)
Reserved 		(b)
Reserved 		(c)
Reserved 		(d)
Reserved
2
Reserved...........................
2
3
Reserved...........................
3
4
Reserved...........................
4
5
Reserved...........................
5
6
Reserved...........................
6
7
Reserved...........................
7
8
Reserved,..........................
8
Form 990-PF (2020)
Form 990-PF (2020)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)
1a Exempt operating foundations described in section 4940(d)(2), check here Bullet and enter “N/A" on line 1. Bracket for line 1a
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b Reserved................................ 1 153,344
c All other domestic foundations enter 1.39% 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  
3 Add lines 1 and 2........................... 3 153,344
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 153,344
6 Credits/Payments:
a 2020 estimated tax payments and 2019 overpayment credited to 2020 6a 80,591
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 80,591
8 Enter any penalty for underpayment of estimated tax. Check here 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 72,753
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2021 estimated taxBullet   RefundedBullet 11  
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 the instructions
for the 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$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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
 
No
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)
    bulletTX
    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 2020 or the taxable year beginning in 2020? See the instructions for Part XIV.
    If "Yes," complete Part XIV .............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    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 .............
    11
     
    No
    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 addressbulletwww.powellfoundation.org
    14
    The books are in care ofbulletEleisha Nelson-Reed Telephone no.bullet (713) 523-7557

    Located atbullet2001 Kirby Drive 1011HoustonTX ZIP+4bullet77019
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here .........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ........bullet
    15
     
    16 At any time during calendar year 2020, 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 the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
    country bullet
    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 2020?.............
    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 2020, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2020?.............
    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 2020 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 2020.)..................
    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 2020?
    4b
     
    No
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required (continued)
    5a
    During the year did the foundation pay or incur any amount to:
    Yes
    No
    (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
     
     
    .........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).
    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
     
     
    8
    Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or
    excess parachute payment during the year? .................
    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
    Katherine Osborne Valdez President/Dir
    20.00     		83,933 3,357  
    2001 Kirby Drive 1011
    Houston,TX77019
    Ben H Powell V VP/Treas/Dir
    4.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Albert S Tabor VP/Sec/Dir
    2.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Charles F Caldwell Director
    3.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Marian M Casey Director
    4.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Marian P Harrison Director
    2.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Inez Hill Director
    1.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Katherine P Hill Director
    1.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Molly N Kidd Director
    1.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Nancy Powell Moore Director
    2.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Ben H Powell VI Director
    0.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    Jan L Redford Director
    3.00     		0    
    2001 Kirby Drive 1011
    Houston,TX77019
    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
    Caroline J Sabin ExDir to 7/13
    40.00     		189,712 25,078  
    2001 Kirby Drive 1011
    Houston,TX77019
    Eleisha Nelson-Reed ExDir fr 7/13
    40.00     		98,116 6,129  
    2001 Kirby Drive 1011
    Houston,TX77019
    Nicole T Ellis Prgm Officer
    40.00     		103,588 14,443  
    2001 Kirby Drive 1011
    Houston,TX77019
    Chris Ehlinger Controller
    35.00     		93,380 21,849  
    2001 Kirby Drive 1011
    Houston,TX77019
    Nicole Moore-Kriel Prgm Officer
    40.00     		91,085 18,394  
    2001 Kirby Drive 1011
    Houston,TX77019
    Total number of other employees paid over $50,000...................bullet 1
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors (continued)
    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
    Fayez Sarofim & Co Investment management 591,450
    909 Fannin St
    Houston,TX77010
    Total number of others receiving over $50,000 for professional services.............bullet  
    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  
    2  
    3  
    4  
    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  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet  
    Form 990-PF (2020)
    Form 990-PF (2020)
    Page 8
    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
    339,396,807
    b
    Average of monthly cash balances.......................
    1b
    6,505,399
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    345,902,206
    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
     
    3
    Subtract line 2 from line 1d.........................
    3
    345,902,206
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    5,188,533
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    340,713,673
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    17,035,684
    Part XI
    Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    17,035,684
    2a
    Tax on investment income for 2020 from Part VI, line 5......
    2a
    153,344
    b
    Income tax for 2020. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    153,344
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    16,882,340
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    16,882,340
    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
    16,882,340
    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
    14,154,578
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    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
    14,154,578
    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
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    14,154,578
    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 (2020)
    Form 990-PF (2020)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2019     		(c)
    2019     		(d)
    2020
    1 Distributable amount for 2020 from Part XI, line 7 16,882,340
    2 Undistributed income, if any, as of the end of 2020:
    a Enter amount for 2019 only....... 12,924,998
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2020:
    a From 2015......  
    b From 2016......  
    c From 2017......  
    d From 2018......  
    e From 2019......  
    fTotal of lines 3a through e........  
    4Qualifying distributions for 2020 from Part
    XII, line 4: bullet$ 14,154,578
    a Applied to 2019, but not more than line 2a 12,924,998
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		 
    c Treated as distributions out of corpus (Election
    required—see instructions)........     		0
    d Applied to 2020 distributable amount..... 1,229,580
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2020.    
    (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 2019. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2020. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2021 ..........     		15,652,760
    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) .......     		 
    8 Excess distributions carryover from 2015 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2021.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2016....  
    b Excess from 2017....  
    c Excess from 2018....  
    d Excess from 2019....  
    e Excess from 2020....  
    Form 990-PF (2020)
    Form 990-PF (2020)
    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 2020, 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) 2020 (b) 2019 (c) 2018 (d) 2017
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used directly
    for active conduct of exempt activities ..........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    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) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the foundation 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:
    The Powell Foundation
    2001 Kirby Drive 1011
    Houston,TX77019
    (713) 523-7557
    eleisha@powellfoundation.org
    bThe form in which applications should be submitted and information and materials they should include:
    See attachment as well as the Foundation's website (www.powellfoundation.org) for application and guidelines.
    cAny submission deadlines:
    None
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    See attachment and website.
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    See attachment
    State and zip code for
    efiling purposes,TX77019     		    See attachment 13,077,232
    Total .................................bullet 3a 13,077,232
    bApproved for future payment
    Buffalo Bayou Partnership
    1019 Commerce Street Suite 200
    Houston,TX77002     		N/A PC Improvements at Turkey Bend, as part of the Buffalo Bayou East Master Plan implementation 500,000
    Total .................................bullet 3b 500,000
    Form 990-PF (2020)
    Form 990-PF (2020)
    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
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3 Interest on savings and temporary cash
    investments ...........     		    14 7,237  
    4 Dividends and interest from securities....     14 6,586,162  
    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 5,191,373  
    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)..   11,784,772  
    13Total. Add line 12, columns (b), (d), and (e)..................
    13
    11,784,772
    (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 (2020)
    Form 990-PF (2020)
    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) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?
    Yes
    No
    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) (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 instructions.
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's name SmallBullet
    		 Firm's EIN SmallBullet
    Firm's address SmallBullet


    		 Phone no.
    Form 990-PF (2020)
    Additional Data


    Software ID: 20011551
    Software Version: 2020v4.0


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2020 AccountingFeesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Tax compliance 8,443 0 0 4,221

    TY 2020 InvestmentsCorpBondsSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Name of Bond End of Year Book Value End of Year Fair Market Value
    1,000,000 Altria Group 2.85% 08/09/22 1,038,480 1,038,480
    1,000,000 Amer Express 2.65% 12/02/22 1,043,840 1,043,840
    500,000 AT&T 3% 06/30/22 517,470 517,470
    500,000 AT&T 3.4% 05/15/25 555,725 555,725
    500,000 Bank of America 3.5% 04/19/26 566,665 566,665
    500,000 Enterprise Prod 3.9% 02/15/27 575,770 575,770
    500,000 Gilead Sciences 3.25% 09/01/22 522,155 522,155
    500,000 Goldman Sachs 2.625% 04/25/21 502,600 502,600
    500,000 Goldman Sachs 3.75% 05/22/25 561,375 561,375
    500,000 Home Depot 2.625% 06/01/22 515,610 515,610
    500,000 Home Depot 2.95% 06/15/29 568,345 568,345
    500,000 JPMorgan Chase 2.95% 10/01/26 554,720 554,720
    500,000 JPMorgan Chase 3.25% 09/23/22 525,855 525,855
    1,000,000 Mastercard 3.35% 03/26/2030 1,162,740 1,162,740
    1,000,000 McDonald's Corp 3.5% 03/01/27 1,144,420 1,144,420
    1,000,000 Morgan Stanley 3.625% 01/20/27 1,145,220 1,145,220
    500,000 PepsiCo 2.375% 10/06/26 545,080 545,080
    500,000 PepsiCo 2.625% 07/29/29 551,960 551,960
    500,000 Philip Morris Int 2.75% 02/25/26 545,305 545,305
    500,000 Philip Morris 3.375% 08/15/29 572,965 572,965
    400,000 State Street Co 2.65% 05/19/26 440,068 440,068
    600,000 State Street Co 3.1% 05/15/23 637,998 637,998
    1,000,000 Verizon Comm 4.125% 03/16/27 1,178,690 1,178,690
    500,000 Wells Fargo & Co 3% 10/23/26 553,985 553,985
    500,000 Wells Fargo & Co 3.06% 01/24/23 514,270 514,270

    TY 2020 InvestmentsCorpStockSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Name of Stock End of Year Book Value End of Year Fair Market Value
    65,540 Abbott Laboratories 7,175,975 7,175,975
    33,140 Abbvie Inc 3,550,951 3,550,951
    7,175 Adobe Inc 3,588,361 3,588,361
    25,850 Air Products & Chemicals 7,062,737 7,062,737
    6,850 Alphabet Inc Class C 12,000,378 12,000,378
    68,270 Altria Group Inc 2,799,070 2,799,070
    4,745 Amazon.com Inc 15,454,133 15,454,133
    181,100 Apple Inc 24,030,159 24,030,159
    5,000 ASML Holding 2,438,600 2,438,600
    10,415 Automatic Data Processing 1,835,123 1,835,123
    10,800 Blackrock Inc 7,792,632 7,792,632
    18,800 Broadridge Financial Solution 2,880,160 2,880,160
    12,150 Canadian Pacific Railway Ltd 4,212,284 4,212,284
    47,524 Chevron Corp 4,013,402 4,013,402
    19,250 Chubb Ltd 2,962,960 2,962,960
    113,428 Coca-Cola Co 6,220,392 6,220,392
    118070 Comcast Corp Class A 6,186,868 6,186,868
    30,100 Estee Lauder Companies Class A 8,012,319 8,012,319
    60,500 Facebook Inc Class A 16,526,180 16,526,180
    15,000 IHS Markit Ltd 1,347,450 1,347,450
    44,500 Intercontinental Exchange 5,130,405 5,130,405
    9,500 Intuit Inc 3,608,575 3,608,575
    4,600 Intuitive Surgical Inc 3,763,260 3,763,260
    18,480 Johnson & Johnson 2,908,382 2,908,382
    53,750 JPMorgan Chase & Co 6,830,012 6,830,012
    12,500 Mastercard Inc Class A 4,461,750 4,461,750
    25,000 McDonald's Corp 5,364,500 5,364,500
    112,010 Microsoft Corp 24,913,264 24,913,264
    34,307 Mondelez International 2,005,930 2,005,930
    64,250 Nestle SA Spons ADR 7,578,159 7,578,159
    33,680 Nike Inc Class B 4,764,710 4,764,710
    85,100 Novo Nordisk A/S 5,944,235 5,944,235
    14,225 Otis Worldwide Corp 960,899 960,899
    40,048 Pepsico Inc 5,939,118 5,939,118
    71,570 Philip Morris International 5,925,280 5,925,280
    58,925 Progressive Corp 5,826,504 5,826,504
    28,450 Raytheon Technologies Corp 2,034,460 2,034,460
    97,500 Roche Holdings AG 4,260,360 4,260,360
    13,400 S&P Global Inc 4,404,982 4,404,982
    4,550 Sherwin-Williams Company 3,343,840 3,343,840
    57,150 Texas Instruments Inc 9,380,030 9,380,030
    26,300 Union Pacific Corp 5,476,186 5,476,186
    16,520 UnitedHealth Group Inc 5,793,234 5,793,234
    21,150 Verisk Analytics Inc 4,390,528 4,390,528
    46,310 Visa Inc Class A 10,129,386 10,129,386
    10,636 Walt Disney Co 1,927,030 1,927,030
    689,638 Vanguard Mid-Cap Index Fund 39,061,111 39,061,111
    361,726 Vanguard Total Int Stock Indx Fd 46,948,416 46,948,416

    TY 2020 InvestmentsGovtObligationsSch
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    US Government Securities - End of Year Book Value:

    4,078,854
    US Government Securities - End of Year Fair Market Value:

    4,078,854
    State & Local Government Securities - End of Year Book Value:


     
    State & Local Government Securities - End of Year Fair Market Value:


     


    TY 2020 LegalFeesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    General governance and counsel 4,119 0 0 4,119


    TY 2020 OtherExpensesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Bank charges 21,205 6,610   14,595
    Dues and subscriptions 600 30   570
    Insurance 4,130 207   3,923
    Office expense 12,450 623   11,827
    Payroll processing fees 6,564 328   6,236
    Software expense 5,668     5,668
    Technology expenses 2,786 139   2,647
    Telephone 5,422 271   5,151


    TY 2020 OtherIncreasesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Description Amount
    Difference between book and FMV of noncash grants 652,698
    Unrealized appreciation in value of investments 51,402,568


    TY 2020 OtherProfessionalFeesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Executive coaching 1,800 0 0 1,800
    Executive Director search 22,409 0 0 38,909
    Investment management and counsel 591,450 591,450 0 0
    Other professional fees 2,400 0 0 4,000


    TY 2020 TaxesSchedule
    Name:
    The Powell Foundation
    EIN:
    74-6104592
    Software ID:
    20011551
    Software Version:
    2020v4.0
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    Excise tax 153,344      
    Foreign tax 99,165 99,165