2012-04-30T12:35:23-05:00 2011-06-30 CROSS FERNANDEZ & RILEY LLP 201 S ORANGE AVE SUITE 800 ORLANDO FL 328013421 990 2010-07-01 237440836 AMIKIDS INC (PARENT) AMIK 8138873300 5915 BENJAMIN CENTER DRIVE TAMPA FL 336345239 WILLIAM L GRIFFIN 8138873300 2012-04-30 1 MELANIE FERNANDEZ 4078416930 2010 2016-02-24 21:20:13Z OB STANDER PRESIDENT A 5315 BENJAMIN CTR DR TAMPA FL 336345239 63472776 0 X WWW.AMIKIDS.ORG X 1974 FL AMIKIDS, INC (AMIKIDS) IS AN ENTITY AFFILIATED WITH 74 CHARITABLE ORGANIZATIONS THAT REHABILITATE JUVENILE DELINQUENTS AND TROUBLED YOUTH AROUND THE COUNTRY AND 11 SUPPORTING FUNDRAISING AND PROPERTY HOLDING ORGANIZATIONS. AMIKIDS'S MOST SIGNIFICANT ACTIVITY IS TO FURTHER THE CHARITABLE PURPOSES OF THESE CHARITABLE ORGANIZATIONS BY PROVIDING UNIFIED LEADERSHIP, MANAGEMENT AND DIRECTION. FOR EXAMPLE, AMIKIDS, INC. SETS COMPREHENSIVE PAY PLAN POLICIES WHICH ARE ADHERED TO BY EACH OF THE RELATED CHARITABLE ORGANIZATIONS, ADMINISTERS THE CONFLICT OF INTEREST POLICY AND SETS COMPETITIVE BID PROCESSES FOR EACH OF THE RELATED CHARITABLE ORGANIZATIONS. 15 15 85 100 -3855474 -4114666 55933905 55676875 827324 955475 527560 404167 -2775394 -3851361 54513395 53185156 0 0 0 0 5685761 6486671 0 0 550746 48211526 45956616 53897287 52443287 616108 741869 34561096 35558693 14082021 14122053 20479075 21436640 X AMIKIDS IS DEDICATED TO PROVIDING SERVICES TO THE 74 CHARITABLE ORGANIZATIONS WITH WHICH IT IS AFFILIATED BY DEVELOPING AND IMPLEMENTING POLICIES AND PROGRAMS TO ACCOMPLISH THE FOLLOWING PURPOSES: (A) REHABILITATING DEPENDENT AND DELINQUENT YOUTH BY PROVIDING EDUCATION, TRAINING, DISCIPLINE AND PRODUCTIVE WORK; AND (B) CONDUCTING MARINE, WILDERNESS AND OTHER ENVIRONMENTAL, EDUCATION AND REHABILITATION PROGRAMS FOR DEPENDENT, DELINQUENT AND OTHER PROBLEM YOUTH. 0 0 24232051 RESIDENTIAL BOYSAS AN ALTERNATIVE TO INSTITUTIONS, AMIKIDS' RESIDENTIAL PROGRAMS COMBINE EDUCATION, COUNSELING AND COMMUNITY SERVICE PROJECTS. BECAUSE JUVENILE OFFENDERS HAVE STRAYED BEYOND SCHOOL DISRUPTIVENESS INTO CRIMINAL BEHAVIOR, AMIKIDS STRIVES TO HELP THEM RECOVER THEIR LIVES AND FIND NEW DIRECTION, PROVIDING EFFECTIVE TREATMENT AS WELL AS COMMUNITY SAFETY. RESIDENTIAL PROGRAMS PROVIDE MORE INTENSIVE GUIDANCE AND ROUND-THE-CLOCK STAFF-SECURE SUPERVISION, ATTENTION AND CARE. THE AVERAGE LENGTH OF STAY IS SIX MONTHS, ALTHOUGH SOME STUDENTS STAY UP TO ONE YEAR, DEPENDING ON HIS SUCCESS. 3358065 RESIDENTIAL GIRLS-WINGS (WOMEN IN NEED OF GREATER STRENGTH)TROUBLED TEENAGE GIRLS FACE DESPERATE, LIFELONG CONSEQUENCES WHEN POOR CHOICES ARE MADE AND THEY FACE ADJUDICATION. A PREGNANT TEENAGE GIRL WHO FACES INCARCERATION ALSO FACES THE POSSIBILITY THAT HER CHILD WILL BE PLACED IN CARE OUTSIDE THE FAMILY THROUGH THE FOSTER SYSTEM - NOT A PROMISING START FOR AN INNOCENT YOUNGSTER. AMIKIDS IS ONE OF ONLY A FEW PROGRAMS NATIONWIDE THAT PROVIDE PROGRAMS FOR GIRLS, EXPECTANT GIRLS, AND TEEN MOTHERS AND THEIR BABIES. 15865521 CO-ED DAY TREATMENT STUDENTS ARE REFERRED TO THE PROGRAM THROUGH SCHOOL DISTRICTS, JUVENILE JUSTICE OR DIRECTLY BY THE COURTS. KIDS RESIDE AT HOME WHILE IN THE PROGRAM, ALLOWING STAFF TO ADDRESS CURRENT ISSUES IN BOTH THEIR RESIDENCE AND NEIGHBORHOOD. 43455637 1 0 0 1 0 0 0 0 0 1 1 0 1 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 1 1 1 0 0 0 0 1 0 0 0 0 1 151 0 1 85 1 1 1 0 0 0 0 0 1 3 0 0 1 0 X 15 15 0 0 0 0 0 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 0 FL GA SC IL VA X X BILL GRIFFIN 8138873300 5915 BENJAMIN CENTER DRIVE TAMPA FL 336345239 MARJORIE ARRINGTON 4.00 X 0 0 0 BRENDON BARBER 4.00 X 0 0 0 HANK BRUSER 4.00 X 0 0 0 CURTIS A CALLOWAY 4.00 X 0 0 0 MARK J CRISER 4.00 X 0 0 0 WALTER JOHNSON 4.00 X 0 0 0 JERRAULD C JONES 4.00 X 0 0 0 NANCY LOEHR 4.00 X 0 0 0 JAMES R LOOKER 4.00 X 0 0 0 DONNA M MAYEAUX 4.00 X 0 0 0 MICHAEL O'FARRELL 4.00 X 0 0 0 JESSE W RIGBY 8.00 X 0 0 0 DANIEL J THOMPSON 4.00 X 0 0 0 CHARLES B WEISSMAN 4.00 X 0 0 0 DUANE WHITLEY 4.00 X 0 0 0 OTIS B STANDER 40.00 X 234583 0 150154 WILLIAM L GRIFFIN 40.00 X 194995 0 65673 JUDY ESTREN 40.00 X 138505 0 72231 HEYWARD D GOLDEN 40.00 X 124126 0 62037 MELINDA COATS 40.00 X 112031 0 45750 NICHOLAS MILLAR 40.00 X 105549 0 53406 DUDLEY SAVAGE 40.00 X 130784 0 29780 DAVID BENDER 40.00 X 127706 0 57257 1168279 0 536288 8 0 1 0 CROSS FERNANDEZ & RILEY LLP 201 S ORANGE AVENUE STE 800 ORLANDO FL 32801 EXTERNAL AUDITOR 146722 SHS RESORT LLC 105 N BAYSHORE DRIVE SAFETY HARBOR FL 34695 CONFERENCE MTG ROOMS/LODGING 141108 CW HOOD YACHT YARD 130 BELLEVUE AVE UNIT 2 NEWPORT RI 02840 BOAT MAINT. PARTS & LABOR 135167 DELL MARKETING LP PO BOX 534118 ATLANTA GA 30353 COMPUTER SUPPLIER 130888 4 48990649 6686226 6563225 55676875 ADMINISTRATIVE FEES 900099 955475 955475 955475 393145 393145 4273539 8129013 -3855474 -3855474 -3855474 2169629 2157314 1293 12315 -1293 11022 11022 OTHER MISCELLANEOUS 900099 4113 4113 4113 53185156 959588 -3855474 404167 783061 783061 3792490 3490482 302008 477633 453627 24006 1125783 1125783 307704 285383 22321 28553 28553 14926 14926 375129 326752 48377 463549 422554 40995 85394 61249 24145 273794 267381 6413 522580 462780 59800 154112 133871 20241 96249 96249 41573859 41573859 211284 211284 64987 64987 SCHOOL CLOSURE AND OTHR 2092200 1881778 207982 2440 52443287 43455637 8436904 550746 5873162 5919087 5090372 3740434 321315 251476 3301015 2129608 1298015 1171407 1526062 50000 50000 11622587 12739063 10305645 10161164 34561096 35558693 10244887 10263665 13221 1082212 784784 2741701 3073604 14082021 14122053 X 20384565 21342128 44510 44512 50000 50000 20479075 21436640 34561096 35558693 X 741869 215696 X 1 1 1 X 1 1 X 2042357 7097495 60287314 55933905 55676875 181037946 2042357 7097495 60287314 55933905 55676875 181037946 181037946 720739 627654 512869 515020 393145 2769427 32489 33175 81440 4113 151217 183958590 20575467 0.98410 0.97670 X 1 1 1 1 1 0 1 132609 0 0 132609 0 50000 50000 50000 50000 50000 50000 1.00000 0 0 260250 260250 1418209 835684 582525 24573 24573 0 1382157 1070652 311505 215826 198699 17127 1171407 DUE FROM AFFILIATES 12739063 C 12739063 LEASED (OR AVAILABLE FOR LEASE) PROPERTY 10161164 10161164 SECURITY DEPOSITS 1692670 ACCRUED PENSION 1380934 3073604 53185156 52443287 741869 215696 215696 957565 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE ORGANIZATION ADOPTED THE ACCOUNTING STANDARD UNCERTAINTY IN INCOME TAXES ON JULY 1, 2009, WHICH PROVIDES GUIDANCE ON THE FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. THE ORGANIZATION HAS NOT RECOGNIZED A LIABILITY AS A RESULT OF THE IMPLEMENTATION OF THIS NEW STANDARD. A RECONCILIATION OF THE BEGINNING AND ENDING AMOUNT OF UNRECOGNIZED TAX BENEFITS HAS NOT BEEN PROVIDED SINCE THERE IS NO UNRECOGNIZED BENEFIT AS OF THE DATE OF ADOPTION. THE ORGANIZATION HAS NOT RECOGNIZED INTEREST EXPENSE OR PENALTIES AS A RESULT OF THE IMPLEMENTATION OF THIS NEW STANDARD. IF THERE WERE AN UNRECOGNIZED TAX BENEFIT, THE ORGANIZATION WOULD RECOGNIZE INTEREST ACCRUED RELATED TO UNRECOGNIZED TAX BENEFITS IN INTEREST EXPENSE AND PENALTIES IN OPERATING EXPENSES. X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 OTIS B STANDER 187797 0 46500 0 286 0 138566 0 11588 0 384737 0 0 0 WILLIAM L GRIFFIN 135068 0 20527 0 39400 0 65673 0 0 0 260668 0 0 0 JUDY ESTREN 125786 0 12719 0 0 0 62785 0 9446 0 210736 0 0 0 HEYWARD D GOLDEN 112051 0 12075 0 0 0 47103 0 14934 0 186163 0 0 0 MELINDA COATS 101557 0 10474 0 0 0 30816 0 14934 0 157781 0 0 0 NICHOLAS MILLAR 97674 0 7875 0 0 0 43201 0 10205 0 158955 0 0 0 DUDLEY SAVAGE 52281 0 78503 0 0 0 20087 0 9693 0 160564 0 0 0 DAVID BENDER 66127 0 61579 0 0 0 52311 0 4946 0 184963 0 0 0 PART I, LINE 1A AMIKID BOARD OF TRUSTEES MEETS ANNUALLY AND AMIKIDS PAYS THE TRAVEL EXPENSES OF ITS BOARD MEMBERS AND THEIR SPOUSES. AMIKIDS ENCOURAGES ATTENDANCE AT THE ANNUAL MEETING BY BOARD MEMBERS' SPOUSES AS THEIR PARTICIPATION IN AMIKIDS MEETINGS AND FUNCTIONS FURTHERS THE MISSION OF AMIKIDS AND ITS CHARITABLE PURPOSES. SPOUSES PARTICIPATE IN TWO FULL DAYS OF BUSINESS MEETINGS AND TRAINING IN THE AREAS OF COMMUNITY DEVELOPMENT AND FUNDRAISING. THE AGENDA FOR AMIKIDS ANNUAL BOARD MEETING IS DESIGNED TO FAMILIARIZE SPOUSES WITH AMIKIDS CHARITABLE PURPOSES AND TO INCLUDE THEM IN ITS MISSION. AMIKIDS HAS FOUND THAT SPOUSES OF AMIKIDS BOARD MEMBERS WHO ATTEND ANNUAL BOARD MEETINGS ARE SUPPORTIVE OF AMIKIDS MISSION AND FREQUENTLY CONTRIBUTE TO AMIKIDS PROGRAMS THROUGH VOLUNTEERING, MENTORING, SOLICITING CONTRIBUTIONS, AND OTHER ACTIONS THAT FURTHER AMIKIDS CHARITABLE PURPOSES. FOR EXAMPLE, TWO OF AMIKIDS LARGEST RECURRING MONETARY DONORS ARE A RESULT OF ATTENDANCE TO THE AMIKIDS ANNUAL BOARD OF TRUSTEES MEETING BY A SPOUSE AND GUEST OF THE ORGANIZATION. BOTH DONORS FUND DIFFERENT PROGRAMS THAT THEY WERE INFORMED ABOUT DURING AN EDUCATION SESSION AT THE ANNUAL BOARD OF TRUSTEES MEETING. THE AMIKIDS EXPERIENTIAL EDUCATION CURRICULUM IS FUNDED BY A BOARD MEMBER AND HIS SPOUSE, AND THE ANNUAL EXPERIENTIAL CHALLENGE EVENTS ARE FUNDED BY A DONOR THAT ATTENDS AS A GUEST OF AMIKIDS. ADDITIONALLY, ACTIVE PARTICIPATION BY BOARD MEMBER'S SPOUSES ENCOURAGES ACTIVE PARTICIPATION OF THE BOARD MEMBERS. PART I, LINE 7 A PORTION OF AMIKIDS'S CEO AND KEY EMPLOYEE COMPENSATION EACH YEAR IS VARIABLE. THE VARIABLE COMPENSATION FOR AMIKIDS'S CEO IS SET BY THE COMPENSATION COMMITTEE AND ALL OTHER KEY EMPLOYEE VARIABLE COMPENSATION IS SET BY THE CEO WITH THE BUDGETED DOLLARS REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE. AN EMPLOYEE'S VARIABLE COMPENSATION IS BASED ON PERFORMANCE CRITERIA INCLUDING (I) IMPACT TO AMIKIDS'S MISSION, (II) CUSTOMER SERVICE, (III) TEAM ENHANCEMENT AND (IV) CONTINUING EDUCATION. TOTAL VARIABLE COMPENSATION TO EMPLOYEES IS LIMITED BY AMIKIDS'S ABILITY TO PAY BONUSES IN A GIVEN YEAR. AMIKIDS BELIEVES THAT ITS VARIABLE COMPENSATION SYSTEM PROVIDES PROPER INCENTIVE TO ITS EMPLOYEES TO FURTHER AMIKIDS'S CHARITABLE PURPOSES. SUPPLEMENTAL INFORMATION PART III PART II, LINE (B)(III): OTHER REPORTABLE COMPENSATION INCLUDES VESTING FOR MULTIPLE PRIOR YEARS OF SERVICE IN A SUPPLEMENTAL MANAGEMENT PENSION PLAN. PART II, LINE (C): RETIREMENT AND OTHER DEFERRED COMPENSATION INCLUDES CHANGES IN THE VALUE INCLUDING GAINS AND LOSSES FROM THE SUPPLEMENTAL MANAGEMENT PENSION PLAN AS WELL AS CONTRIBUTIONS TO A DEFINED CONTRIBUTION PLAN COVERING ALL FULL TIME EMPLOYEES. CHRIS BEHNKE FRMR AFFIL BD MMBR 101113 SEE PART V - BEHNKE & COMPANY, INC. WON A COMPETITIVE ARMS LENGTH REQUEST FOR PROPOSAL PROCESS BY OFFERING THE LOWEST PRICES AND EXPANDED SERVICES. THIS PROPOSAL WAS WON PRIOR TO CHRIS BEHNKE BECOMING A BOARD MEMBER. THE FIRM PROVIDES RISK MANAGEMENT INSURANCE BROKERAGE SERVICES INCLUDING WORKER COMPENSATION, AUTO, PROPERTY, MARINE, ETC. 0 X 22 6563225 OPINION OF EXPERTS 23 0 1 1 FORM 990, PART VI, SECTION A, LINE 1 AMIKIDS' GOVERNING BODY CONSISTS OF 15 EXECUTIVE COMMITTEE MEMBERS. THE EXECUTIVE COMMITTEE MEETS QUARTERLY. IN ADDITION, AMIKIDS' BOARD OF TRUSTEES MEETS ONCE A YEAR AND CONSISTS OF 172 MEMBERS, 2 MEMBERS REPRESENTING EACH OF THE AFFILIATED CHARITABLE ORGANIZATIONS WHICH AMIKIDS SERVES, 11 AT-LARGE MEMBERS AS WELL AS THE 15 MEMBER EXECUTIVE COMMITTEE. THE REPRESENTATIVES OF EACH OF THE AFFILIATED ENTITIES THAT ATTEND THE ANNUAL MEETING ARE GENERALLY THE CHAIRMAN OF THE BOARD OF EACH AFFILIATED ENTITY AND ONE ADDITIONAL BOARD MEMBER FROM EACH ENTITY, SELECTED BY THE AFFILIATED ENTITY. THE PRIMARY PURPOSE OF THE ANNUAL MEETING OF AMIKIDS' BOARD OF TRUSTEES IS TO UNIFY THE LEADERSHIP AND DIRECTION OF THE 74 AFFILIATED ENTITIES. A MAJORITY VOTE OF THE BOARD OF TRUSTEES IS REQUIRED TO AMEND AMIKIDS' ARTICLES OF INCORPORATION OR BYLAWS AND TO OVERTURN THE REMOVAL OF AN AFFILIATED ENTITY'S BOARD MEMBER THAT WAS REMOVED DURING THE YEAR BY THE EXECUTIVE COMMITTEE. ALL OTHER POWERS ARE VESTED IN THE EXECUTIVE COMMITTEE. FORM 990, PART VI, SECTION A, LINE 7A AMIKIDS IS AFFILIATED WITH 74 CHARITABLE ORGANIZATIONS. EACH AFFILIATED CHARITABLE ORGANIZATION BOARD IS ENTITLED TO APPOINT 2 MEMBERS TO AMIKIDS'S BOARD OF TRUSTEES WHO ATTEND THE ANNUAL BOARD MEETING, PLUS 2 MEMBERS FROM THE AMIKIDS FOUNDATION, THE CHAIRMAN AND AT-LARGE MEMBERS (THERE ARE CURRENTLY 11 AT-LARGE MEMBERS). THE BOARD OF TRUSTEES ELECTS THE CHAIRMAN OF THE EXECUTIVE COMMITTEE, WHO IS A MEMBER OF AMIKIDS'S GOVERNING BODY. THE CHAIRMAN SELECTS ALL OTHER MEMBERS OF THE EXECUTIVE COMMITTEE. FORM 990, PART VI, SECTION A, LINE 7B AMIKIDS'S GOVERNING BODY, CONSISTING OF THE 15 MEMBER EXECUTIVE COMMITTEE, HAS THE POWER TO REMOVE AND REPLACE BOARD MEMBERS IN 73 OF ITS 74 AFFILIATED ENTITIES. AT THE ANNUAL MEETING OF THE 172 MEMBER BOARD OF TRUSTEES, A MAJORITY VOTE OF THE BOARD OF TRUSTEES IS REQUIRED TO OVERTURN THE REMOVAL OF AN AFFILIATED ENTITY'S BOARD MEMBER. IN ADDITION, FROM TIME TO TIME THE EXECUTIVE COMMITTEE MAY PROPOSE CHANGES TO AMIKIDS'S ARTICLES OF INCORPORATION OR BYLAWS, AND A MAJORITY VOTE OF THE BOARD OF TRUSTEES IS REQUIRED TO APPROVE THE CHANGES. FORM 990, PART VI, SECTION B, LINE 11 AMIKIDS'S VOLUNTEER GENERAL COUNSEL, WHO IS A TAX ATTORNEY WITH A BACKGROUND AND EXPERTISE IN TAX EXEMPT ORGANIZATIONS, REVIEWS THE DRAFT FORM 990 AND DISCUSSES IT IN DETAIL WITH AMIKIDS'S CFO AND ACCOUNTANTS. AMIKIDS'S COMPENSATION COMMITTEE ALSO REVIEWS THE FULL FORM 990 AND ADDRESSES ANY RELEVANT CONCERNS WITH THE GENERAL COUNSEL, CFO AND ACCOUNTANTS AND THEN ONCE SATISFIED RECOMMENDS THE FORM 990 TO THE EXECUTIVE COMMITTEE FOR REVIEW. THE GENERAL COUNSEL THEN PRESENTS AND DISCUSSES RELEVANT PORTIONS OF THE FORM 990 WITH THE EXECUTIVE COMMITTEE. FINALLY, THE FORM 990 IS POSTED ON AMIKIDS'S WEBSITE FOR REVIEW AND FEEDBACK BY ALL MEMBERS OF THE EXECUTIVE COMMITTEE BEFORE IT IS SUBMITTED. FORM 990, PART VI, SECTION B, LINE 12C AMIKIDS'S EXECUTIVE COMMITTEE MEMBERS, AUDIT COMMITTEE, OFFICERS AND MANAGERS ARE REQUIRED TO COMPLETE AND SUBMIT A CONFLICTS OF INTEREST QUESTIONNAIRE ANNUALLY. QUESTIONNAIRES ARE REVIEWED ANNUALLY BY EXTERNAL AUDITORS. IN ADDITION, AMIKIDS'S INTERNAL AUDIT DEPARTMENT, AUDITS REPORTED TRANSACTIONS IN DEPTH AND REPORTS NON-COMPLIANCE WITH THE CONFLICTS OF INTEREST POLICY TO MANAGEMENT AND THE AUDIT COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15 LINE 15A: THE COMPENSATION COMMITTEE REVIEWS THE CEO'S PERFORMANCE ANNUALLY AND AFTER REVIEW OF COMPARABILITY AND OTHER RELEVANT DATA SETS THE CEO'S COMPENSATION ACCORDINGLY. LINE 15B: THE CEO REVIEWS EACH OFFICER OR KEY EMPLOYEE'S PERFORMANCE ANNUALLY AND AFTER REVIEW OF COMPARABILITY AND OTHER RELEVANT DATA SETS EACH OFFICER OR KEY EMPLOYEE'S COMPENSATION ACCORDINGLY. THE COMPENSATION COMMITTEE REVIEWS THE COMPENSATION SET BY THE CEO. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY,AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART VI, LINE 9: IT IS ADMINISTRATIVELY INFEASIBLE TO INCLUDE ALL BOARD MEMBER ADDRESSES. HOWEVER, ALL BOARD MEMBERS CAN ULTIMATELY BE REACHED THROUGH THE CENTRAL OFFICE ADDRESS. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 215,696. IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS SCHEDULE R, PART II AMIKIDS IS THE SOLE MEMBER OF 73 OF 74 RELATED ORGANIZATIONS, ALL OF WHICH ARE COVERED UNDER GROUP EXEMPTION NUMBER 8529. AMIKIDS CONTROLS 73 OF THE RELATED ORGANIZATIONS BY VIRTUE OF ITS POWER TO REMOVE AND REPLACE ANY OR ALL OF THOSE ORGANIZATIONS' BOARD MEMBERS. SEE SCHEDULE O FL 0 1 0 1 1 0 1 1 0 1 0 1 1 1 1 1 1 1 1 SEE SUPPLEMENTAL INFORMATION AT PART VII CONTROLLED ENTITY WITHIN THE MEANING OF SEC. 512(B)(13) FORM 990, PART IV, LINE 35: AMIKIDS CONTROLS 73 OF 74 RELATED CHARITABLE ENTITIES ORGANIZED ON A NON-STOCK BASIS AND HAS THE POWER TO REMOVE AND REPLACE ANY DIRECTOR OF THESE RELATED ENTITIES. HOWEVER, THE PURPOSE OF SECTION 512(B)(13) IS TO MODIFY THE GENERAL RULE UNDER SECTION 512 FOR DETERMINING UNRELATED BUSINESS TAXABLE INCOME BY PROVIDING THAT A CONTROLLING ENTITY MUST RECOGNIZE AS UNRELATED BUSINESS TAXABLE INCOME, INCOME RECEIVED FROM A CONTROLLED ENTITY THAT WAS DERIVED FROM AN UNRELATED TRADE OR BUSINESS. IN THIS CASE, NONE OF THE 73 RELATED CHARITABLE ENTITIES OPERATES AN UNRELATED TRADE OR BUSINESS. ALTHOUGH THE 73 RELATED ORGANIZATIONS ARE CONTROLLED ENTITIES AS DEFINED IN 512(B)(13), NONE OF THE RELATED ORGANIZATIONS ARE CONTROLLED ENTITIES WITHIN THE MEANING OF 512(B)(13) AS THERE IS NO UNRELATED TRADE OR BUSINESS INCOME TO BE PASSED-THROUGH FROM THE CONTROLLED ORGANIZATIONS TO AMIKIDS. ACCORDINGLY, THE DETAILED TRANSACTION DESCRIPTIONS REQUIRED BY SCHEDULE R, PART V, LINE 2 HAVE BEEN OMITTED BECAUSE REPORTING OF THESE TRANSACTIONS, WHICH ARE LEGION AND DAILY, WOULD PROVIDE NO USEFUL INFORMATION AND WOULD IMPOSE AN UNDUE BURDEN ON THE ORGANIZATION.