Nonprofits Assistance Fund

“Kate Barr, president of Nonprofits Assistance Fund, is a board member of Borealis Philanthropy, a nonprofit philanthropic intermediary organization whose executive director, Magui Rubalcava Shulman, is a board member of Nonprofits Assistance Fund.”

“Effective January 1, 2017, Nonprofits Assistance Fund (NAF) entered into a business combination with MAP for Nonprofits (MAP), another 501(c)(3) domiciled in the State of Minnesota. NAF remained the surviving entity, retaining its corporate standing and tax-exempt status. As part of the merger process, on December 8, 2016, NAF adopted resolutions of Approval of Merger and Public Charity Status Change. This approved the merger with MAP and approved the application to the IRS to reclassify NAF as an organization described in Section 170(b)(1)(A)(vi) of the Internal Revenue Code. This represents a change from NAF's previous status as a Type I Supporting Organization of The Minneapolis Foundation (TMF). Also as part of the merger, amended Articles of Incorporation were adopted and filed with the Minnesota Secretary of State effective January 1, 2017 that removed stipulations that NAF act as a supporting organization of TMF. The amended Articles of Incorporation also removed stipulations that members of NAF's Board of Directors must be elected by the Board of Trustees of TMF. However, the amended Articles of Incorporation refer the matter of the method and manner of electing the NAF Board of Directors to the Bylaws of NAF. In the bylaws, which were also amended as part of the merger process, TMF retains the right to elect the smallest number of directors necessary so that a majority of the directors of NAF shall have been elected by the Board of Trustees of TMF. Practically speaking, this maintains the parent-subsidiary relationship between NAF and TMF by allowing TMF to elect the bare majority of NAF's board directors. In practice, the NAF board has recruited and selected its board members and submitted them to TMF's Board of Trustees for approval. Another change to the Bylaws of NAF at the time of the merger was to create separate Secretary and Treasurer officer positions on the board. Previously the Secretary and Treasurer roles were combined into a single position. While no change was made to the Articles of Incorporation or Bylaws of NAF where it concerned the minimum number of board members required, at the time of the merger 8 board members of NAF were joined by 8 board members of MAP to form the initial board of directors of the newly merged entity.”

“As summarized from the Nonprofits Assistance Fund (NAF) Bylaws: The Board of Trustees of The Minneapolis Foundation (TMF) shall at all times have the right to elect the smallest number of directors of the NAF board as necessary so that a majority of all the directors have been elected by the Board of Trustees of TMF. All other directors of this corporation shall be elected by the Board of Directors of NAF. In practice, NAF recruits and selects its own board members and forwards the slate to the Board of Trustees of TMF for approval.”

“Summarized from the Nonprofits Assistance Fund (NAF) Bylaws: The Board of Directors of NAF may amend the Articles of Incorporation and these Bylaws; provided, however, that amendments that would affect the rights of The Minneapolis Foundation (TMF) to appoint directors of the corporation will not be effective unless such amendments have been approved by the Executive Committee of TMF.”

“The audited financial statements of the organization, on which the Form 990 financial information is based, are presented to the Finance Committee in June by the auditors. The 990 is prepared by the Chief Financial Officer of NAF based on the audited financial statements and additional information. The 990 is reviewed by the President, then distributed to the Board of Directors prior to its August board meeting, which is prior to the submission deadline for the 990. At its August meeting, the Board is asked to acknowledge its receipt and review of the 990 prior to submission to the IRS.”

“Nonprofits Assistance Fund's conflict of interest policy is reviewed annually by all employees and board members. Each staff member and board member is required to disclose any dualities of interest in writing. New employees and board members review the policy and disclose dualities of interest in writing upon first joining the staff or board. In the course of business, if and when a relevant duality of interest arises, the employee or board member discloses it verbally and is recused from any decision making role related to the dual interest.”

“The executive committee of the Nonprofits Assistance Fund board of directors is responsible for reviewing annually the performance and salary of the president and CEO. Based on the review, the committee determines compensation for the president and CEO. In its salary determination, the committee considers salaries of CEOs in peer organizations with comparable experience, consults survey data of nonprofit executives, and reviews the history of the CEO's compensation. The president and CEO's salary was last reviewed and increased in September 2016, effective to April 1, 2016, the start of the 2017 fiscal year. No changes to the president and CEO's salary have occurred since that time.”

“Nonprofits Assistance Fund makes its governing documents and conflict of interest policy available to anyone upon request. NAF governing documents include its articles of incorporation, bylaws, and IRS Form 1023. NAF financial statements, annual reports, and quarterly investor reports are available to the public via its website. NAF financial statements include its audited financial statements, single audit (when required), and IRS Form 990 including schedules and attachments.”

“Jean Adams, Chief Operating Officer of The Minneapolis Foundation (TMF), serves on the Nonprofits Assistance Fund (NAF) board of directors. Because TMF maintains the right to elect the bare majority of NAF's board, Ms. Adams' compensation is listed here as that of a related organization.”

“NAF regularly receives large, multi-year grants that appear as significant changes in contributions and grants from one year to the next. Because some of these grants are restricted by the donor to use in certain programs or to use at certain periods of time, these large, multi-year grants may also cause the total revenue less expenses or net income to appear negative one year, then positive the next, and back and forth. For a more complete picture of NAF's operating activity, please see our annual audited financial statements as made available at our website, www.nonprofitsassistancefund.org”

“NAF regularly receives large, multi-year grants that appear as significant changes in contributions and grants from one year to the next. Because some of these grants are restricted by the donor to use in certain programs or to use at certain periods of time, these large, multi-year grants may also cause the total revenue less expenses or net income to appear negative one year, then positive the next, and back and forth. For a more complete picture of NAF's operating activity, please see our annual audited financial statements as made available at our website, www.nonprofitsassistancefund.org”

“Effective January 1, 2017, NAF merged with MAP for Nonprofits, another 501(c)(3) nonprofit organization with a complementary mission. As a result of the merger, the combined organization offers a number of additional programs and services. We now offer strategic consulting services and outsourced accounting and financial services to nonprofits. We have added expanded training opportunities that now include board governance. We provide incorporation services for startup organizations. We also act as a fiscal sponsor to emerging projects, programs, and potential organizations as a pathway for charitable giving that can help develop innovative responses to unmet community needs.”

“Nonprofits Assistance Fund issues its own audited financial statements. However, as stated in the Bylaws of NAF, The Minneapolis Foundation (TMF) retains the right to elect a bare majority of NAF's board of directors. As a result of maintaining majority control of NAF, TMF consolidates NAF's financials in its audited financial statements.”

“While Nonprofits Assistance Fund did not change its method of accounting and maintains its books on an accrual basis, it did choose to become an early adopter of new FASB Accounting Standards Update 2016-14 Presentation of Financial Statements of Not-for-Profit Entities. This change in accounting principle affects NAF's audited financial statements, but does not affect the preparation or presentation of the IRS Form 990. Visit our website at www.nonprofitsassistancefund.org to see our FY2017 audited financial statements using these new accounting principles.”