Goodwillfinds Ecommerce Inc

“Goodwillfinds has only one class of members who are defined as "goodwillmembers." to be a member, goodwill entities must satisfy a number of conditions with key being (a) be affiliated with goodwill industries international, inc. And be a qualified charitable organization, (b) signed a membership agreement with goodwillfinds.”

“Goodwill members vote on the appointment of the board of directors and are convened once a year for an annual meeting of the members. Each member is entitled to one vote. Additionally, goodwill members of the organization who are also debt holders of loans with the organization, have additional votes as debt holders, as part of the consideration for their loans made to the goodwillfinds. The debt holders shall each have the number of votes as represented by taking their proportionate share of the outstanding debt to the total outstanding debt represented by the debt holders.”

“Amendments to the organization's bylaws require the approval of the organization's members. Additionally, goodwill members of the organization who are also debt holders of loans with the organization, have certain approval rights that were granted as part of the consideration for their loans made to goodwillfinds. The following actions must be initially approved by the debt holders : (1) approval of the slate of directors put forth by nominating committee prior to such being presented to the members for a vote; (2) approve any merger, acquisition, joint ventures, or sales of significant assets of the organization; (3) liquidation or dissolution of the organization; (4) approve any substantial change of business purpose or line of business of the organization; and (5) approve any amendment, repeal, replacement or other material changes to the bylaws or certificate of incorporation.”

“The finance department, with the help of the hr coordinator and outsourced accounting firm, will review the return. The return will be distributed to governing body before the return is filed with the irs.”

“At each board meeting, there is a conflict of interest declaration. Each interested person (e.g. Director, principal officer, or member of the governing board) must disclose the existence of any actual or possible conflict of interest to the directors and members of the governing board. After disclosure of conflict and all material facts, the interested person shall leave the meeting while the determination of a conflict of interest is discussed and voted upon. The chairperson of the governing board or committee shall, if appropriate, appoint a qualified person or committee containing qualified persons to investigate alternatives to the proposed transaction or arrangement. If the governing board or committee has reasonable cause to believe an interested person failed to disclose actual or possible conflicts of interest, they shall inform the interested person of the basis for such belief and afford the individual an opportunity to explain the alleged failure to disclose. If, after further investigation, the governing board or committee determines the interested person failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“THE BOARD OF DIRECTORS REVIEWed THE COMPENSATION FOR THE chief EXECUTIVE officer BY COMPARING HIS COMPENSATION TO THE COMPENSATION OF INDIVIDUALS IN LIKE POSITIONS, IN COMPARABLE ORGANIZATIONS USING FORMS 990, COMPENSATION STUDIES, AND OTHER AVAILABLE DATA. THE BOARD THEN APPROVEd ANY CHANGES IN COMPENSATION BASED ON THIS INFORMATION. A formal compensation evaluation and review for the position of ceo was last conducted by an outside organizational consulting firm in 2022, during the search for the ceo position. The outside consulting firm documented the comparative compensation for the ceo position based on other similar non-profit and foundations' compensation packages, the extent and duration of the search process for the ceo position, and the review and approval by the board (2022).”

“The governing documents, conflict of interest policy, and financial statements are available upon request.”

“the following officer received a non-discretionary bonus for 2024 paid in 2025: Matt Kaness, CEO: $173,750.”

“EMPLOYER PAID BENEFITS AND PROFORMA FORM W2 WAGES WERE ESTIMATED BASED ON THE INFORMATION AVAILABLE AT THE TIME FILING FOR THE OFFICERS COMPENSATED during THE final, PARTIAL YEAR ENDING JUNE 17, 2025.”

“The DIRECTORS OF GOODWILLFINDS ARE OFFICERS OF the goodwill member organizations. The goodwill members are considered related organizations, per the irs definition of a related organization. AS SUCH, the compensation each director of goodwillfinds received from the goodwill-member he or she was employed as an employee-officer with, is required to be reported on the Form 990, Part vii, column (e)and (f) as reportable compensation from a related organization. The related organization compensation is unaVAILABLe AT THE TIME OF this tax return fILING, BUT CAN BE REFERENCED VIA PUBLIC INSPECTION cOPIES OF THE goodwill MEMBER ORGANIZATIONS' form 990s.”

“Goodwillfinds ecommerce inc. Ceased all business operations in early 2025, and dissolved as as of june 17, 2025.”

“Other adjustment: $19,011,650 dissolution of organization. GoodwillFinds Ecommerce dissolved as of June 17, 2025 and all remaining contingent liabilities to outside third parties and related, goodwill-member organizations are anticipanted to be more-likely-than-not discharged and forgiven in full. All steps were taken to discharge or pay all the organization's liabilities according to State law. The $19,011,650 other adjustment to net assets includeS: -$3,001,375 of prepaid member-subscriptions, $ 3,251,500 of payments to outside parties, and $18,761,525 of loans from goodwill-member organizations.”