Sample questions - Selective questions for a successor to a for-profit organization (Schedule G)

 

Submitted Schedule G – Not all Questions Answered or Not Enough Detail Provided

  1. You did not respond or did not respond adequately to one or more questions on the Schedule G, Successors to Other Organizations. Provide a detailed response to the following questions on Schedule G [Select any questions that were not responded to or not adequately responded to on Schedule G]
  • List the name, last address, and EIN of your predecessor organization and describe its activities.
  • List the owners, partners, principal stockholders, officers, and governing board members of your predecessor organization. Include their names, addresses, and share/interest in the predecessor organization (if for-profit).
  • Are you a successor to a for-profit organization? If "Yes," explain your relationship with the predecessor organization that resulted in your creation and explain why you took over the activities or assets of a for-profit organization or converted from for-profit to nonprofit status.
  • Explain your relationship with the other organization that resulted in your creation and why you took over the activities or assets of another organization.
  • Do or will you maintain a working relationship with any predecessor owners, partners, principal stockholders, officers, or governing body members or with any for-profit organization in which these persons own more than a 35% interest? If "Yes," describe the relationship.
  • Were any assets transferred, whether by gift or sale, from the predecessor organization to you? If "Yes," provide a list of assets, indicate the value of each asset, explain how the value was determined, and attach an appraisal, if available. For each asset listed, also explain if the transfer was by gift, sale, or combination thereof and describe any restrictions that were placed on the use or sale of the assets.
  • Were any debts or liabilities transferred from the predecessor for-profit organization to you? If "Yes," provide a list of the debts or liabilities that were transferred to you, indicating the amount of each, how the amount was determined, and the name of the person to whom the debt or liability is owed.
  • Will you lease or rent any property or equipment to or from the predecessor organization or any predecessor owners, partners, principal stockholders, officers, or governing body members or a for-profit organization in which these persons own more than a 35% interest? If "Yes," describe the arrangement(s) including how the lease or rental value was determined.

Successor to For-Profit Organizations Involving Insiders

  1. Submit a copy of the sale or conversion agreement showing the terms of the sale or conversion between you and your predecessor organization, if any of your board members, officers or trustees (or entities in which your board members, officers or trustees own more than a 35% interest) are owners, partners, principal stockholders, officers, or governing board members of your predecessor organization.
  2. Submit a qualified appraisal of the fair market value of the predecessor organization (if any of the assets or liabilities of the predecessor organization were or will be transferred to you by sale, gift or a combination of both) prepared by a qualified appraiser, if the sale or conversion is between you and any predecessor owners, partners, principal stockholders, officers, or governing body members or with for-profit organizations in which these persons own more than a 35% interest.

Other For-Profit Successor Questions

  1. Submit a copy of the lease or rental agreement if any provisions of the lease or rental agreement indicate that the ownership rights to any updates or improvements made by you on the leased or rented property revert to that the predecessor organization or any predecessor owners, partners, principal stockholders, officers, or governing body members or a for-profit organization in which these persons own more than a 35% interest.
  2. Answer the following questions if there are loan agreement(s) between you and any predecessor owners, partners, principal stockholders, officers, or governing body members or a for-profit organization in which these persons own more than a 35% interest:

a. Explain in detail the reasons for the loan(s) between you and these individuals or entities.

b. Describe the terms of the loan agreement(s) and how the rate of interest was determined to be at, below or above fair market value? Explain in detail.

c. Submit a copy or sample copy of any loan agreement(s) you have with these individuals or entities.

6. Answer the following questions if you pay compensation to any predecessor owners, partners, principal stockholders, officers, or governing body members:

a. State the names, titles, and amounts of compensation you pay.

b. Describe the roles of responsibilities and total hours of work these individuals perform for you.

c. State how you determined the compensation you pay is at or below fair market value.

d. Explain in detail why you pay a higher level of compensation if the compensation you pay is greater than the compensation received by these individuals from the predecessor organization.

  1. Explain in detail how your activities and operations differ from that of your predecessor organization.
  2. Describe any activities that involve selling goods or services for a fee to the general public, to for-profit entities, to entities recognized as tax-exempt under IRC Section 501(c)(3) or to other non-profit entities, including:

a. The goods and services you sell

b. To whom you sell goods and services

c. The days of the week and hours of operation of your activities d. Who carries out the activities of your activities

e. The fees you charge for each of the goods and services you sell, and

f. An explanation of how the fees you charge for your goods and services are determined and whether the fees for each of the goods and services sold at fair market value, cost, substantially below your cost, etc.

  1. Describe how you make others aware of the goods and services that you sell. Submit sample copies of any of your advertising or promotional materials.
  2. What percentage, if any, of the goods and services that you sell are donated to you. Explain.
  3. What percentage, if any, of the activities are conducted by volunteers or donated labor. Explain.
  4. Explain in detail how your activities contribute importantly to the accomplishment of your tax-exempt purpose(s) under IRC 501(c)(3).
  5. You stated that you will you maintain a working relationship with any predecessor owners, partners, principal stockholders, officers, or governing body members or with for-profit organizations in which these persons own more than a 35% interest. Accordingly, describe any and all transactions/agreements you have or will have with any predecessor owners, partners, principal stockholders, officers, or governing body members or with for-profit organizations in which these persons own more than a 35% interest and answer the following if these individuals or entities provide goods or services to you in exchange for a fee:

a. Explain the selection process you used to select individuals or entities to provide goods and services to you and how these individuals or entities were selected to provide goods or services to you.

b. Was a bidding processed used to select these individuals or entities to provide goods or services to you? If not, explain why a bidding process was not used in the selection process.

c. State the fees you pay for each of the goods and services provided by these individuals and entities.

d. Describe how the fees you pay were determined to be at or below fair market value.

e. Submit a copy of the agreement(s) or contract(s) or sample copy of an agreement or contract you have, to provide goods and services to you, with any predecessor owners, partners, principal stockholders, officers, or governing body members or with for-profit organizations in which these persons own more than a 35% interest.