Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
|
Total |
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Calendar year
(or fiscal year beginning in)
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(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) .. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 154,036 | 82,829 | 57,735 | 556,290 | 850,890 | |
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | 0 | |||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | 0 | |||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | 0 | |||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | 0 | |||||
| 6 | Total. Add lines 1 through 5 | 154,036 | 82,829 | 57,735 | 556,290 | 850,890 | |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 30,000 | 361,473 | 391,473 | |||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | 0 | |||||
| c | Add lines 7a and 7b.. | 30,000 | 361,473 | 391,473 | |||
| 8 | Public support. (Subtract line 7c from line 6.) | 459,417 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 154,036 | 82,829 | 57,735 | 556,290 | 850,890 | |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 0 | |||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | |||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on. | 0 | |||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | 0 | |||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 154,036 | 82,829 | 57,735 | 556,290 | 850,890 | |
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by 0.035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2021 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2021 |
(iii) Distributable Amount for 2021 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2021 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2021 (reasonable cause required-- explain in Part VI). See instructions. |
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| 3 Excess distributions carryover, if any, to 2021: | ||||
| a From 2016....... | ||||
| b From 2017....... | ||||
| c From 2018....... | ||||
| d From 2019....... | ||||
| e From 2020....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2021 distributable amount | ||||
|
i
Carryover from 2016 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2021 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2021 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2021, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2021. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
7 Excess distributions carryover to 2022. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2017..... | ||||
| b Excess from 2018..... | ||||
| c Excess from 2019..... | ||||
| d Excess from 2020..... | ||||
| e Excess from 2021..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|
| Software ID: | 21013485 |
| Software Version: | 2021v4.1 |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| Form 990, Part VI, Line 4: Description of Significant Changes to Organizational Documents | During this year, the foundation changed its state of incorporation, moving from California to Delaware in accordance with Rev. Proc. 2018-15, while continuing to carry on the same charitable purposes and activities, under the governance of the same directors as before, only now in a new corporate form and place of organization. The board of directors retained Webster, Chamberlain & Bean, LLP, of Washington, D.C., to advise the foundation on this process and also relied on the help and counsel of other tax, accounting, and legal professionals. This change of state domicile required the drafting and adoption of a new certificate of incorporation and bylaws to conform to Delaware law. Both the new certificate and new bylaws were in keeping with the existing governance practices and procedures of the foundation, and there were no significant changes to the organization's exempt purposes or mission; nor its name; nor the number, composition qualifications, authorities, or duties of the governing body's voting members, or of the officers, or of key employees. The foundation remains a non-member corporation. The foundation, including in its new form of organization under Delaware law, meets the organizational test of Sec. 1.501(c)(3)-1(b) of Treasury Regulations, including Sec. 1.501(c)(3)-1(b)(4), regarding dedication of assets to exempt purposes, as specified by the certificate of incorporation. The new bylaws contain the following policy on conflict of interest and recusal: "The Board of Directors shall ensure that the corporation avoid any conflict of interest in its business decisions. Any director shall recuse himself from votes or business decisions in which he has conflict of interest, and this shall include votes or decisions that determine his individual compensation if any." The move from California to Delaware was accomplished by means of the incorporation of a new Delaware exempt, non-stock, nonprofit corporation with the same name ("American Governance Foundation Inc.") and the merger of the disappearing California corporation with and into the surviving Delaware corporation. As per the terms of the merger, the surviving Delaware corporation succeeded to all the rights and property of the disappearing California corporation and is subject to all the debts, liabilities, and obligations of the disappearing entity; the surviving Delaware corporation carries on the use of the same Federal Employer Identification (EIN) as the disappearing corporation. Prior to effecting the merger, the foundation received certification of good standing of its respective corporate entities by the respective Secretaries of State of both the State of California and the State of Delaware. The foundation also received a letter of no objection to the proposed merger from the Attorney General of California, after his office had reviewed the proposed transaction. Subsequently, certificates of merger were filed with California and Delaware, thereby effecting the merger. |
| Form 990, Part VI, Line 11b: Form 990 Review Process | 990 PREPARED BY INDEPENDENT ACCOUNTANT, REVIEWED IN DETAIL BY OFFICERS, AND APPROVED BY BOARD OF DIRECTORS. |
| Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts | THE CONFLICT OF INTEREST POLICY APPLIES TO THE DIRECTORS OF THE FOUNDATION AND COVERS ALL THE OFFICERS AS THEY ARE ALSO DIRECTORS. THERE ARE PRESENTLY NO KEY EMPLOYEES OTHER THAN THE OFFICERS. NO SIGNIFICANT FINANCIAL OR MANAGEMENT DECISION IS DELEGATED TO ANYONE OTHER THAN THE DIRECTORS OR OFFICERS OR WITHOUT THEIR OVERSIGHT AND CONTROLS. THE OFFICERS OF THE FOUNDATION MONITOR AND ENFORCE THE CONFLICT OF INTEREST POLICY BY REQUIRING THAT ALL DIRECTORS AND OFFICERS DISCLOSE CONFLICTS OF INTEREST AND RECUSE THEMSELVES FROM DECISIONS WHERE THEY MAY HAVE A CONFLICT OF INTEREST. DETERMINATIONS ARE MADE BY THE OFFICERS WHO RESOLVE UNCERTAINTY IN FAVOR OF RECUSAL. FOR EXAMPLE, IN ANY DECISION REGARDING COMPENSATION, THE OFFICER WHOSE COMPENSATION IS BEING DETERMINED IS PROHIBITED FROM PARTICIPATING IN ANY DELIBERATIONS OR DECISIONS AND ALL DECISIONS ARE MADE ONLY BY DISINTERESTED PARTIES. |
| Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management | THE FOUNDATION FOLLOWS THE FOLLOWING PROCESS TO DETERMINE COMPENSATION OF KEY EXECUTIVE OFFICERS, INCLUDING THE PRESIDENT AND SECRETARY/EXECUTIVE DIRECTOR. THIS PROCESS WAS MOST RECENTLY UNDERTAKEN IN 2021 FOR THE PRESIDENT AND THE SECRETARY/EXECUTIVE DIRECTOR. THE FOUNDATION FOLLOWS THE FOLLOWING PROCESS TO DETERMINE COMPENSATION OF KEY EXECUTIVE OFFICERS, INCLUDING THE PRESIDENT AND SECRETARY/EXECUTIVE DIRECTOR. THIS PROCESS WAS MOST RECENTLY UNDERTAKEN IN 2021 FOR THE PRESIDENT AND THE SECRETARY/EXECUTIVE DIRECTOR. AN AD HOC SUBCOMMITTEE ON EXECUTIVE COMPENSATION OF THE BOARD OF DIRECTORS IS FORMED WHICH IS COMPRISED ONLY OF NON-INTERESTED DIRECTORS AND FROM WHICH THE INTERESTED PARTY IS PROHIBITED FROM PARTICIPATING. THE SUBCOMMITTEE MEETS WITHOUT THE PRESENCE OR INVOLVEMENT OF THE INTERESTED PARTY. THE SUBCOMMITTEE RELIES ON DATA AS TO COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. THIS COMPARABILITY DATA IS OBTAINED VIA INSPECTION OF FORM 990S FROM SEVERAL COMPARABLE ORGANIZATIONS IN THE SAME GEOGRAPHICAL REGION. THE SUBCOMMITTEE MUST REVIEW AND APPROVE ANY AND ALL EXECUTIVE COMPENSATION DECISIONS BEFORE ANY COMPENSATION OFFER OR DECISION IS CONVEYED TO THE INTERESTED PARTY. CONTEMPORANEOUS DOCUMENTATION, INCLUDING VOTE RECORDS, OF THE SUBCOMMITTEE'S DELIBERATIONS AND DECISIONS IS KEPT IN THE FOUNDATION'S RECORDS. |
| Form 990, Part VI, Line 15b: Compensation Review and Approval Process for Officers and Key Employees | THE FOUNDATION FOLLOWS THE FOLLOWING PROCESS TO DETERMINE COMPENSATION OF KEY EXECUTIVE OFFICERS, INCLUDING THE PRESIDENT AND SECRETARY/EXECUTIVE DIRECTOR. THIS PROCESS WAS MOST RECENTLY UNDERTAKEN IN 2021 FOR THE PRESIDENT AND THE SECRETARY/EXECUTIVE DIRECTOR. AN AD HOC SUBCOMMITTEE ON EXECUTIVE COMPENSATION OF THE BOARD OF DIRECTORS IS FORMED WHICH IS COMPRISED ONLY OF NON-INTERESTED DIRECTORS AND FROM WHICH THE INTERESTED PARTY IS PROHIBITED FROM PARTICIPATING. THE SUBCOMMITTEE MEETS WITHOUT THE PRESENCE OR INVOLVEMENT OF THE INTERESTED PARTY. THE SUBCOMMITTEE RELIES ON DATA AS TO COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. THIS COMPARABILITY DATA IS OBTAINED VIA INSPECTION OF FORM 990S FROM SEVERAL COMPARABLE ORGANIZATIONS IN THE SAME GEOGRAPHICAL REGION. THE SUBCOMMITTEE MUST REVIEW AND APPROVE ANY AND ALL EXECUTIVE COMPENSATION DECISIONS BEFORE ANY COMPENSATION OFFER OR DECISION IS CONVEYED TO THE INTERESTED PARTY. CONTEMPORANEOUS DOCUMENTATION, INCLUDING VOTE RECORDS, OF THE SUBCOMMITTEE'S DELIBERATIONS AND DECISIONS IS KEPT IN THE FOUNDATION'S RECORDS. |
| Form 990, Part VI, Line 19: Other Organization Documents Publicly Available | GOVERNING DOCUMENTS, AND OTHER BOOKS AND RECORDS, MADE AVAILABLE UPON REQUEST AS REQUIRED BY LAW, REGULATIONS, AND OTHERWISE AT THE DISCRETION OF THE FOUNDATION. |
| Software ID: | 21013485 |
| Software Version: | 2021v4.1 |