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 | |||||
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Total |
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Calendar year
(or fiscal year beginning in)
![]() |
(a) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | 2,856,791 | 1,183,634 | 3,103,738 | 2,178,463 | 2,446,854 | 11,769,480 |
| 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 | 2,856,791 | 1,183,634 | 3,103,738 | 2,178,463 | 2,446,854 | 11,769,480 |
| 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) .. | 188,063 | |||||
| 6 | Public support. Subtract line 5 from line 4. | 11,581,417 | |||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | 2,856,791 | 1,183,634 | 3,103,738 | 2,178,463 | 2,446,854 | 11,769,480 |
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | 1,099,706 | 633,260 | 1,214,149 | 1,130,277 | 1,055,322 | 5,132,714 |
| 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.).. | 4,551 | 13,661 | 4,702 | 6,873 | 9,336 | 39,123 |
| 11 | Total support. Add lines 7 through 10 | 16,948,965 | |||||
Calendar year (or fiscal
year beginning in) ![]() |
(a) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | ||||||
| 6 | Total. Add lines 1 through 5 | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support. (Subtract line 7c from line 6.) | ||||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| 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): |
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| 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 2023 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-2023 |
(iii) Distributable Amount for 2023 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2023 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2023 (reasonable cause required-- explain in Part VI).
See instructions. |
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| 3 Excess distributions carryover, if any, to 2023: | ||||
| a From 2018....... | ||||
| b From 2019....... | ||||
| c From 2020....... | ||||
| d From 2021....... | ||||
| e From 2022....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2023 distributable amount | ||||
|
i
Carryover from 2018 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2023 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2023 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2023, 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 2023. 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 2024. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2019..... | ||||
| b Excess from 2020..... | ||||
| c Excess from 2021..... | ||||
| d Excess from 2022..... | ||||
| e Excess from 2023..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: | ANNUITY INCOME - 2019 AMOUNT: $ 3,531. 2020 AMOUNT: $ 3,606. 2021 AMOUNT: $ 3,701. 2022 AMOUNT: $ 3,872. 2023 AMOUNT: $ 3,957. REBATES - 2019 AMOUNT: $ 1,020. 2020 AMOUNT: $ 10,055. 2021 AMOUNT: $ 1,001. 2022 AMOUNT: $ 3,001. 2023 AMOUNT: $ 5,379. |
| SCHEDULE A, PART VI, LIST OF UNUSUAL GRANTS: | DESCRIPTION: OPERATING SUPPORT DATE: 12/28/18 AMOUNT: 5324907. DESCRIPTION: OPERATING SUPPORT DATE: 06/23/20 AMOUNT: 600000. DESCRIPTION: OPERATING SUPPORT DATE: 11/19/21 AMOUNT: 5000000. DESCRIPTION: OPERATING SUPPORT DATE: 12/14/22 AMOUNT: 600000. |
| Software ID: | |
| Software Version: |
| Return Reference | Explanation |
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| FORM 990, PART III, LINE 1 | AMERICAS SOCIETY IS THE PREMIER ORGANIZATION DEDICATED TO EDUCATION, DEBATE, AND DIALOGUE IN THE AMERICAS. ESTABLISHED BY DAVID ROCKEFELLER IN 1965, THE SOCIETY'S MISSION IS TO FOSTER AN UNDERSTANDING OF THE CONTEMPORARY POLITICAL, SOCIAL, AND ECONOMIC ISSUES CONFRONTING LATIN AMERICA, THE CARIBBEAN, AND CANADA, AND TO INCREASE PUBLIC AWARENESS AND APPRECIATION OF THE DIVERSE CULTURAL HERITAGE OF THE REGION AND THE IMPORTANCE OF THE INTER-AMERICAN RELATIONSHIP. AMERICAS SOCIETY FULFILLS ITS MISSION THROUGH ITS CULTURAL AND PUBLIC POLICY PROGRAMS. THE SOCIETY'S ART AND MUSIC PROGRAMS CREATE A SPACE FOR INTERACTION AND ENHANCED APPRECIATION FOR EMERGING AND ESTABLISHED CULTURAL FIGURES BY PRESENTING ARTISTS, MUSICIANS, WRITERS, AND SCHOLARS FROM ACROSS THE HEMISPHERE TO U.S. AUDIENCES. PUBLIC POLICY PROGRAMS ENGAGE OPINION LEADERS FROM THE PUBLIC AND PRIVATE SECTORS IN POSITIVE DIALOGUE TO EXCHANGE IDEAS AND FORMULATE SOLUTIONS TO THE CHALLENGES FACING THE AMERICAS TODAY. |
| IN 2023, THE WHN HELD IN-PERSON AND VIRTUAL CONVERSATIONS AND CONFERENCES | WITH BUSINESS LEADERS, CENTERING ON THEMES SUCH AS RESILIENCE, CONFIDENT INVESTING, AND SUPPORTING WOMEN IN STEM. THE WHN FORUM IN MIAMI INCLUDED A DISCUSSION ON PROMOTING FEMALE LEADERSHIP, A PANEL DISCUSSION ON WOMEN AS PIONEERS AND PATH MAKERS IN COMPETITIVE FIELDS, AND A WORKSHOP ON HOW EXECUTIVE PRESENCE DRIVES CAREER SUCCESS. DURING THE WHN CONFERENCE IN MEXICO CITY, PRIVATE- AND PUBLIC-SECTOR LEADERS GATHERED TO ADDRESS SOME OF THE CHALLENGES PROFESSIONAL WOMEN FACE IN THE WORKFORCE AND EXPLORE THE WAYS DIFFERENT SECTORS OF SOCIETY CAN CONTRIBUTE TO BUILDING A MORE INCLUSIVE MEXICO. AT THE WHN CONFERENCE IN NEW YORK, BUSINESS LEADERS SHARED THEIR PERSONAL STORIES AND PERSPECTIVES ON WHAT WORK-LIFE BALANCE MEANS AND THE IMPORTANCE OF MENTORSHIP AND SPONSORSHIP IN THE ASPIRATIONAL ROAD TOWARDS LEADERSHIP POSITIONS. THE VENEZUELA WORKING GROUP (VWG) LEVERAGES AS/COA'S CONSTITUENCY TO PROVIDE A FORUM FOR A CONSTRUCTIVE, HANDS-ON CONVERSATION ON VENEZUELA. THE VWG NAVIGATES VENEZUELA'S CHANGING ECONOMIC AND POLITICAL LANDSCAPE BY CONVENING KEY NATIONAL AND INTERNATIONAL STAKEHOLDERS FROM THE PUBLIC, PRIVATE, AND SOCIAL SECTORS TO BETTER UNDERSTAND THE COUNTRY'S PRESENT CHALLENGES AND FUTURE POLITICAL AND ECONOMIC SCENARIOS. OUR PROGRAMS INCLUDE HIGH-LEVEL PRIVATE AND PUBLIC MEETINGS AND DISCUSSIONS. IN 2023, AS PART OF THE VENEZUELAN OPPOSITION CANDIDATE SERIES, AS/COA HOSTED AN INVITATION-ONLY, ON-THE-RECORD CONVERSATION WITH MARA CORINA MACHADO, FOUNDER OF VENTE VENEZUELA AND A FORMER MEMBER OF THE VENEZUELAN NATIONAL ASSEMBLY. ALSO, AS PART OF THE SAME SERIES, THE SOCIETY HOSTED AN INVITATION-ONLY, ON-THE-RECORD, CONVERSATION WITH BARINAS GOVERNOR FREDDY SUPERLANO, THE PRESIDENTIAL CANDIDATE OF VOLUNTAD POPULAR. SUPERLANO SPOKE ABOUT HIS ECONOMIC PLAN AHEAD OF THE OCTOBER 2023 PRIMARIES. THE AS/COA CUBA WORKING GROUP (CWG) NAVIGATES THE COUNTRY'S CHANGING ECONOMIC AND POLITICAL LANDSCAPE AND U.S. TIES, AND HELPS BUSINESSES UNDERSTAND THE CHANGING REGULATORY FRAMEWORK, INVESTMENT OPPORTUNITIES, AND AREAS FOR COLLABORATION. IN 2023, THE SOCIETY'S YOUNG PROFESSIONALS OF THE AMERICAS AND THE CWG HOSTED A CONVERSATION WITH THE KEY MEMBERS OF THE CUBAN DIASPORA IN SOUTH FLORIDA TO EXPLORE THE IMPORTANT ROLE COMMUNITIES ABROAD CAN PLAY IN PROMOTING PRIVATE SECTOR INVESTMENT AND DRIVING OPPORTUNITIES IN CUBA. THE AS/COA TECH SERIES FEATURES EXPERTS AND LEADERS FROM THE PRIVATE SECTOR, GOVERNMENT, AND ACADEMIA TO ADDRESS THE IMPACT OF TECHNOLOGY IN LATIN AMERICA AND THE CARIBBEAN, THROUGH PRIVATE MEETINGS WITH POLICY MAKERS, PRIVATE-SECTOR ROUNDTABLE DISCUSSIONS, AND PUBLIC FORUMS. THE SERIES FOCUSES ON DIGITAL ADVANCES AND INNOVATIVE SOLUTIONS THAT PROMOTE INCLUSION, COMPETITIVENESS, AND REGIONAL ECONOMIC DEVELOPMENT AMONG KEY STAKEHOLDERS. UNDER THE UMBRELLA OF THE TECH SERIES, AS/COA CREATED THE DATA GOVERNANCE WORKING GROUP (DGWG) IN 2020. THE WORKING GROUP CONVENES RELEVANT STAKEHOLDERS FROM THROUGHOUT THE REGION, ALLOWING DATA PROTECTION AUTHORITIES AND PRIVATE COMPANIES TO ENGAGE IN DIALOGUE. AS/COA'S GOAL IS TO CREATE A PERMANENT FORUM TO GUIDE POLICYMAKERS, REGULATORS, AND OTHER ADVOCATES FOCUSED ON THIS TOPIC AS THEY HANDLE CHALLENGES IN A POST-PANDEMIC WORLD. IN 2023, AS PART OF THE DIGITAL & DATA GOVERNANCE SERIES, AS/COA HOSTED THREE VIRTUAL PROGRAMS AND TRAVELED TO MEXICO, BRAZIL, AND PERU TO HOST IN-PERSON EVENTS ON TOPICS LIKE THE REGULATION OF AI IN THE REGION AND TECHNOLOGICAL ADVANCEMENTS TO ACHIEVE HIGHER YIELDS, SUSTAINABLE DEVELOPMENT, AND FOOD SECURITY. THE AS/COA HEALTHCARE SERIES ADDRESSES KEY CHALLENGES AND GROWING OPPORTUNITIES IN HEALTHCARE ACROSS LATIN AMERICA. THE HEALTHCARE AGENDA COVERS A DIVERSE RANGE OF TOPICS INCLUDING PHARMACEUTICALS, FOOD AND BEVERAGES, MEDICAL DEVICES, HEALTHY LIVING AND WELLNESS, TECHNOLOGY, FINANCING, AND INSURANCE. THE AIM OF THE SERIES IS TO PROMOTE PUBLIC-PRIVATE COOPERATION, INCREASE AWARENESS OF MEDICAL TECHNOLOGIES AND INNOVATION, ENCOURAGE REGULATORY HARMONIZATION AND COLLABORATION, AND SHARE BEST PRACTICES IN HEALTH FINANCING. IN 2023, THE ANTI-CORRUPTION WORKING GROUP LAUNCHED THE FIFTH EDITION OF THE CAPACITY TO COMBAT CORRUPTION (CCC) INDEX. THE CCC INDEX WAS LAUNCHED IN 2019 TO ASSESS LATIN AMERICAN COUNTRIES' ABILITY TO DETECT, PUNISH, AND PREVENT CORRUPTION. THE FIFTH EDITION OF THE CCC INDEX COVERED 15 LATIN AMERICAN COUNTRIES, PROVIDING YEAR-ON-YEAR COMPARISONS IN ALL CASES. COUNTRIES WITH A HIGHER SCORE ARE DEEMED MORE LIKELY TO SEE CORRUPT ACTORS PROSECUTED AND PUNISHED. |
| FORM 990, PART VI, SECTION A, LINE 2 | CHAIRMAN EMERITUS JOHN D. NEGROPONTE AND DIRECTOR THOMAS F. MCLARTY III, HAVE A BUSINESS RELATIONSHIP. |
| FORM 990, PART VI, SECTION A, LINE 5 | IN JULY OF 2023, THE SOCIETY EXPERIENCED A DATA SECURITY INCIDENT. UPON DISCOVERY, MANAGEMENT TOOK IMMEDIATE RECOVERY AND REMEDIATION ACTIONS. COSTS RELATED TO THIS EVENT HAVE BEEN REPORTED ON THE 2023 STATEMENT OF ACTIVITIES AS OTHER NONOPERATING COSTS TOTALING $433,944. AS A RESULT, THE SOCIETY HAS WORKED DILIGENTLY TO IMPROVE SECURITY MEASURES, RESTRUCTURE INFORMATION TECHNOLOGY SYSTEMS AND CONTROLS AND RELATED GOVERNANCE. |
| FORM 990, PART VI, SECTION B, LINE 11B | MEETINGS ARE HELD BETWEEN MANAGEMENT, AUDITORS AND THE MEMBERS OF THE AUDIT COMMITTEE TO REVIEW SIGNIFICANT CHANGES TO FORM 990 AND INFORMATION REQUIRED FOR THE RETURN- INCLUDING SUPPLEMENTAL INFORMATION, NARRATIVES AND GOVERNANCE POLICIES. FINANCE DEPARTMENT PREPARES FINANCIAL SUMMARIES, SUPPORTING SCHEDULES AND RELATED INFORMATION AND COORDINATES WITH OTHER DEPARTMENTS WITHIN THE ORGANIZATION TO PREPARE ANY OTHER NECESSARY INFORMATION. ALL COMPLETED TAX RETURN INFORMATION IS SUBMITTED TO THE ORGANIZATION'S AUDITORS IN ORDER TO PREPARE AN ACCURATE AND COMPLETE RETURN. UPON COMPLETION OF THE TAX RETURN BY THE AUDITORS, MANAGEMENT REVIEWS THE TAX RETURN IN DETAIL FOR ANY FINAL CHANGES. A COPY OF FORM 990 IS PROVIDED ELECTRONICALLY TO ALL BOARD MEMBERS FOR REVIEW AND COMMENTS. ANY FINAL CHANGES ARE MADE TO FORM 990 AND THE RETURN IS FILED TIMELY. |
| FORM 990, PART VI, SECTION B, LINE 12C | BOARD MEMBERS, OFFICERS, KEY PERSONS AND EMPLOYEES MUST EXERCISE THEIR RESPONSIBILITIES WITH LOYALTY AND CARE TO THE SOCIETY AND SHALL NOT USE THEIR POSITIONS FOR PERSONAL ADVANTAGE OR FOR THE ADVANTAGE OF THEIR FAMILIES. TO SERVE LOYALLY, EACH INTERESTED PERSON SHALL IDENTIFY AND BE CONSCIOUS OF CONFLICTS BETWEEN THE SOCIETY'S INTERESTS AND SUCH PERSON'S PERSONAL INTERESTS OR ANY INTEREST, DIRECT OR INDIRECT, WHICH MIGHT AFFECT, OR MIGHT REASONABLY BE THOUGHT TO AFFECT, A PERSONS' JUDGMENT OR THE CONDUCT OF SUCH PERSON. EACH INTERESTED PERSON SHALL ACT WITH CANDOR AND CARE IN DISCLOSING AND RESOLVING SUCH CONFLICTS AND ACKNOWLEDGE AND DISCHARGE HIS OR HER DUTY TO DISCLOSE ACTUAL AND POTENTIAL CONFLICTS OF INTEREST. THIS CONFLICT OF INTEREST POLICY APPLIES WHENEVER THERE IS ANY PROPOSED TRANSACTION, INVESTMENT, ARRANGEMENT, GRANT, PROGRAM, OR OTHER ACTIVITY IN WHICH (A) THE SOCIETY WOULD BE A PARTICIPANT AND ONE OR MORE INTERESTED PERSONS OR RELATED PARTIES, AS DEFINED BELOW, WOULD HAVE A FINANCIAL INTEREST OR (B) THERE COULD BE AN ACTUAL OR PERCEIVED CONFLICT OF INTEREST FOR SOME OTHER REASON, INCLUDING ANY TRANSACTION, INVESTMENT, ARRANGEMENT, GRANT, PROGRAM, OR OTHER ACTIVITY IN WHICH THE INTERESTS OF AN INTERESTED PERSON OR RELATED PARTY COULD BE SEEN AS COMPETING WITH THE INTERESTS OF THE SOCIETY. INTERESTED PERSONS MUST FOLLOW THE BELOW PROCEDURES WITH RESPECT TO CONFLICTS OF INTEREST: 1. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST WITH RESPECT TO AN INTERESTED PERSON OR ANY OF HIS OR HER RELATED PARTIES, THE INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE CONFLICT OF INTEREST AND ALL MATERIAL FACTS RELATED TO THE UNDERLYING PROPOSED TRANSACTION OR ARRANGEMENT TO THE BOARD OR AN AUTHORIZED COMMITTEE OF THE BOARD FOR CONSIDERATION OF THE PROPOSED TRANSACTION OR ARRANGEMENT. IN ADDITION, AN INTERESTED PERSON SHALL DISCLOSE TO THE BOARD OR AN AUTHORIZED COMMITTEE OF THE BOARD ANY PROFESSIONAL OR PERSONAL RELATIONSHIP WITH ANY VENDOR, FUNDER, OR DONOR OF THE SOCIETY THAT SUCH INTERESTED PERSON OR ANY OF HIS OR HER RELATED PARTIES MAY HAVE. 2. ANY INTERESTED PERSON OR RELATED PARTY HAVING AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST SHALL REFRAIN FROM PARTICIPATING IN OR ATTEMPTING TO INFLUENCE ANY DECISIONS OR VOTES REGARDING THE PROPOSED TRANSACTION OR ARRANGEMENT UNDER CONSIDERATION, AND SHALL RETIRE FROM THE MEETING DURING ANY DELIBERATIONS AND VOTES ON SUCH TRANSACTION OR ARRANGEMENT. AT THE REQUEST OF THE BOARD OR AUTHORIZED COMMITTEE OF THE BOARD, SUCH PERSON MAY PRESENT BACKGROUND INFORMATION OR ANSWER QUESTIONS PRIOR TO THE DELIBERATIONS OR VOTE ON SUCH TRANSACTION OR ARRANGEMENT. 3. ANY PROPOSED TRANSACTION OR ARRANGEMENT IN WHICH AN INTERESTED PERSON OR RELATED PARTY HAS A CONFLICT OF INTEREST MUST BE APPROVED BY A MAJORITY OF THE MEMBERS OF THE BOARD OR AUTHORIZED COMMITTEE OF THE BOARD, NOT INCLUDING THE INTERESTED INDIVIDUAL. IN APPROVING ANY ARRANGEMENT, THE BOARD OR AUTHORIZED COMMITTEE OF THE BOARD MUST MAKE A DETERMINATION THAT THE ARRANGEMENT IS FAIR, REASONABLE, AND IN THE SOCIETY'S BEST INTEREST. IF AN INTERESTED PERSON OR RELATED PARTY HAS A SUBSTANTIAL FINANCIAL INTEREST IN SUCH ARRANGEMENT, THE BOARD OR AUTHORIZED COMMITTEE OF THE BOARD MUST CONSIDER ALTERNATIVE TRANSACTIONS TO THE EXTENT AVAILABLE. 4. THE MINUTES OF THE MEETING OF THE BOARD OR AUTHORIZED COMMITTEE OF THE BOARD SHALL REFLECT THAT THE CONFLICT OF INTEREST WAS DISCLOSED, THE RESOLUTION OF THE CONFLICT OF INTEREST AND DETERMINATIONS MADE, AND THAT THE INTERESTED INDIVIDUAL DID NOT VOTE AND WAS NOT PRESENT DURING DELIBERATIONS AND VOTE. IF ALTERNATIVE TRANSACTIONS WERE REQUIRED TO BE CONSIDERED DUE TO THE PRESENCE OF A SUBSTANTIAL FINANCIAL INTEREST, THE MINUTES SHALL DOCUMENT SUCH CONSIDERATION AS WELL. IN ADDITION TO THE ABOVE CONFLICT PROCEDURES, INTERESTED PERSONS MAY NOT RECEIVE PAYMENTS, COMMERCIAL BENEFITS, OR GIFTS IN EXCESS OF $500 ANNUALLY FROM ANY ENTITY OR PERSON PROVIDING SERVICES OR PRODUCTS OR SEEKING TO PROVIDE SERVICES OR PRODUCTS TO THE SOCIETY UNLESS APPROVED BY THE BOARD OR AN AUTHORIZED COMMITTEE OF THE BOARD, WITHOUT PARTICIPATION FROM THE INTERESTED PERSON WHO MAY RECEIVE SUCH REMUNERATION. TO ENSURE COMPLIANCE WITH THIS CONFLICT OF INTEREST POLICY, EACH DIRECTOR, OFFICER, AND KEY EMPLOYEE SHALL AGREE TO COMPLY WITH THIS POLICY, AND COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT PRIOR TO HIS OR HER INITIAL ELECTION OR HIRING AND ANNUALLY THEREAFTER. DISCLOSURE STATEMENTS SHALL BE SUBMITTED TO THE CORPORATE SECRETARY OF THE SOCIETY OR A DESIGNATED COMPLIANCE OFFICER. THE BOARD OR AN AUTHORIZED COMMITTEE OF THE BOARD WILL HAVE THE RESPONSIBILITY FOR ENSURING COMPLIANCE WITH THIS POLICY, ADMINISTERING THE ANNUAL DISCLOSURE STATEMENT AND MAKING DECISIONS AS REQUIRED TO AVOID CONFLICTS OF INTEREST. THE BOARD WILL ALSO REVIEW AND REVISE THIS POLICY AS NEEDED. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE AMERICAS SOCIETY WORKS IN CONJUNCTION WITH THE COUNCIL OF THE AMERICAS IN DETERMINING THE COMPENSATION OF THE PRESIDENT / CEO AND OTHER STAFF. THE ORGANIZATION'S EXECUTIVE & FINANCE COMMITTEE IS RESPONSIBLE FOR REVIEWING AND APPROVING THE COMPENSATION OF THE PRESIDENT/CEO. THE PRESIDENT/CEO IS A MEMBER OF THE EXECUTIVE COMMITTEE BUT IS NOT INVOLVED IN THIS COMPENSATION PROCESS IN ORDER TO AVOID ANY POSSIBLE CONFLICTS OF INTEREST. THE PRESIDENT/CEO'S COMPENSATION WAS LAST ADJUSTED AFTER REVIEW BY THE EXECUTIVE COMMITTEE IN DECEMBER 2014. THE PRESIDENT/CEO'S COMPENSATION WAS REVIEWED BY THE FINANCE COMMITTEE AND CHAIRMAN IN DECEMBER 2022 AND REMAINED UNCHANGED. AS PART OF EACH REVIEW, THE SALARY OF THE PRESIDENT/CEO WAS COMPARED TO OTHER CONTEMPORANEOUS, OUTSIDE INDEPENDENT COMPENSATION DATA COVERING COMPARABLE POSITIONS AT OTHER INSTITUTIONS. AT THE END OF EACH YEAR, THE FINANCE COMMITTEE EVALUATES THE PRESIDENT'S ANNUAL PERFORMANCE ALONG WITH ANY RELATED BONUS FOR THE PRESIDENT AS WELL AS ANY BONUS POOL FOR STAFF. THE PRESIDENT/CEO'S BONUS FOR FY2021 WHICH WAS REVIEWED AND APPROVED BY THE TREASURER AND CHAIRMAN ON 12/8/2021 WITHOUT PARTICIPATION FROM THE PRESIDENT/CEO. THIS BONUS WAS PAID OUT IN JANUARY 2022. THERE WAS NO BONUS IN FY22 OR FY23. THE PROCESS FOR DETERMINING COMPENSATION AND RELATED BONUS IS DOCUMENTED IN THE MINUTES OF THE FINANCE COMMITTEE. THE ORGANIZATION'S MANAGEMENT IS RESPONSIBLE FOR PREPARING AND PERIODICALLY UPDATING THE ORGANIZATION'S REPORT WHICH BENCHMARKS POSITIONS WITHIN THE ORGANIZATION. THE REPORT INCLUDES SALARY INFORMATION OBTAINED FROM OTHER INDEPENDENT SOURCES, INCLUDING FORM 990'S OF OTHER SIMILAR ORGANIZATIONS INFORMATION FROM DETAILED SALARY SURVEYS AND MANAGEMENT COMPENSATION REPORTS OBTAINED FROM INDEPENDENT THIRD-PARTIES RELATING TO NOT-FOR-PROFITS ORGANIZATIONS AND IS REVIEWED BY THE FINANCE COMMITTEE. THE PRESIDENT/CEO, WITH INPUT FROM SENIOR MANAGEMENT TEAM AS APPROPRIATE, IS RESPONSIBLE FOR DETERMINING THE SALARIES OF STAFF WITHIN THE GUIDELINES OF THE BENCHMARKING PARAMETERS. BENCHMARKING INFORMATION WAS LAST REVIEWED BY THE FINANCE COMMITTEE AT ITS OCTOBER 2022 MEETING AND DOCUMENTED IN THE MEETING MINUTES. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AUDITED FINANCIAL STATEMENTS AND FORM 990 ARE AVAILABLE FOR PUBLIC INSPECTION. THIS INFORMATION CAN BE OBTAINED BY CONTACTING THE CHIEF FINANCIAL OFFICER AT 212-277-8320. SUMMARIZED ANNUAL FINANCIAL STATEMENTS ARE ALSO PROVIDED IN THE ORGANIZATION'S WEBSITE AND GUIDESTAR.ORG. |
| FORM 990, PART VII, SECTION A, COLUMN (A): | THE ORGANIZATION HAS SHARED EMPLOYEE ARRANGEMENTS WITH COUNCIL OF THE AMERICAS, INC. THE FOLLOWING EMPLOYEES ARE PAID BY AMERICAS SOCIETY, BUT A PORTION OF THEIR COMPENSATION IS ALLOCATED AND CHARGED TO COUNCIL OF THE AMERICAS. SINCE W-2S ARE ISSUED BY AMERICAS SOCIETY, THE ENTIRE AMOUNT OF THEIR COMPENSATION IS REPORTED IN PART VII AND SCHEDULE J AS REPORTABLE COMPENSATION FROM THE ORGANIZATION. THE ALLOCATIONS ARE AS FOLLOWS: NAME: SUSAN L. SEGAL TITLE: PRESIDENT & CEO COMPENSATION ALLOCATED TO AMERICAS SOCIETY: $181,363 AVERAGE HOURS PER WEEK: 20 COMPENSATION ALLOCATED TO COUNCIL OF THE AMERICAS: $283,073 AVERAGE HOURS PER WEEK: 30 NAME: PETER J. REILLY TITLE: CFO/ VICE PRESIDENT/ CORPORATE SECRETARY COMPENSATION ALLOCATED TO AMERICAS SOCIETY: $119,098 AVERAGE HOURS PER WEEK: 18 COMPENSATION ALLOCATED TO COUNCIL OF THE AMERICAS: $185,889 AVERAGE HOURS PER WEEK: 27 NAME: CARIN ZISSIS TITLE: EDITOR-IN-CHIEF, AS/COA ONLINE COMPENSATION ALLOCATED TO AMERICAS SOCIETY: $74,784 AVERAGE HOURS PER WEEK: 18 COMPENSATION ALLOCATED TO COUNCIL OF THE AMERICAS: $116,725 AVERAGE HOURS PER WEEK: 27 NAME: GUILLERMO ZUBILLAGA TITLE: CHIEF INFORMATION OFFICER / SR. DIRECTOR PUBLIC POLICY PROGRAMS COMPENSATION ALLOCATED TO AMERICAS SOCIETY: $0 AVERAGE HOURS PER WEEK: 1 COMPENSATION ALLOCATED TO COUNCIL OF THE AMERICAS: $164,081 AVERAGE HOURS PER WEEK: 44 NAME: MARICELA CRESPI TITLE: ACCOUNTING SUPERVISOR COMPENSATION ALLOCATED TO AMERICAS SOCIETY: $49,895 AVERAGE HOURS PER WEEK: 18 COMPENSATION ALLOCATED TO COUNCIL OF THE AMERICAS: $77,875 AVERAGE HOURS PER WEEK: 27 |
| FORM 990, PART XI, LINE 9: | WRITE OFF OF UNCOLLECTIBLE PLEDGE -8,000. |
| FORM 990, PART XII, LINE 2C: | THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS DID NOT CHANGE FROM THE PRIOR YEAR. |
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