2023-11-02T10:23:48-05:00 2022-12-31 521446779 JOHNSON LAMBERT LLP 4242 SIX FORKS ROAD SUITE 1500 RALEIGH NC 27609 990 2022-01-01 521131788 INTERNATIONAL LIFE SCIENCES INSTITUTE INTE 2026590074 740 15TH STREET NW 600 WASHINGTON DC 20005 STEPHANE VIDRY GLOBAL EXECUTIVE DIRECTOR 2026590074 2023-10-31 1 STEPHANE VIDRY 999009999 0 J CALVIN MARKS P01226973 9197196400 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z ILSI STEPHANE VIDRY 740 15TH STREET NW 600 WASHINGTON DC 20005 4018488 0 X WWW.ILSI.ORG X 1978 DC ILSI IS A GLOBAL, NONPROFIT FEDERATION DEDICATED TO GENERATING AND ADVANCING EMERGING SCIENCE AND GROUNDBREAKING RESEARCH TO ENSURE FOODS ARE SAFE, NUTRITIOUS AND SUSTAINABLE, AND THAT THEY IMPROVE PLANETARY AND HUMAN HEALTH AND WELL-BEING IN THE 21ST CENTURY 8 8 10 75 0 0 169090 139536 1127351 1619058 302431 584499 14084 0 1612956 2343093 20000 23912 0 0 1370565 1588291 0 0 107145 512179 1319879 1902744 2932082 -289788 -588989 10642459 11874081 2399686 5964833 8242773 5909248 X ILSI IS A GLOBAL, NONPROFIT FEDERATION DEDICATED TO GENERATING AND ADVANCING EMERGING SCIENCE AND GROUNDBREAKING RESEARCH TO ENSURE FOODS ARE SAFE, NUTRITIOUS AND SUSTAINABLE, AND THAT THEY IMPROVE PLANETARY AND HUMAN HEALTH AND WELL-BEING IN THE 21ST CENTURY 0 0 1289691 1289691 NPO SERVICES - ILSI PROVIDES THE STAFF AND SERVICES TO SUPPORT THE OPERATIONAL ACTIVITIES INCLUDING FINANCIAL AND ACCOUNTING, HUMAN RESOURCES, LEGAL, INFORMATION TECHNOLOGY AND GENERAL BUSINESS SERVICES FOR THE NON-PROFIT SCIENTIFIC ORGANIZATIONS CO-LOCATED IN THE WASHINGTON DC OFFICE. BY CENTRALIZING THESE SERVICES, THE NON-PROFIT ORGANIZATIONS ARE ABLE TO FOCUS ON THEIR MISSIONS TO PROVIDE SCIENCE THAT IMPROVES HUMAN HEALTH AND WELL-BEING AND SAFEGUARDS THE ENVIRONMENT, AND TO MAXIMIZE THEIR FINANCIAL RESOURCES BY SHARING SPACE AND SERVICES. 538812 ILSI GLOBAL RESEARCH PROGRAM - ILSI HAS ESTABLISHED A GLOBAL RESEARCH PROGRAM TO SUPPORT THE SCIENTIFIC RESEARCH AND EDUCATIONAL ACTIVITIES OF ILSI AND ITS FEDERATION. THE PROGRAM WAS INITIATED IN 2021 TO INVESTIGATE MATTERS AND SPONSOR RESEARCH PROGRAMS RELATED TO PUBLIC HEALTH OR SAFETY. IN 2022, A SCIENCE SYMPOSIUM, "TOWARD A GLOBAL COMMUNITY TO ACHIEVE A SAFE AND SUSTAINABLE DIET", WAS HELD IN BRUSSELS, BELGIUM. THIS EVENT FEATURED SCIENTIFIC SESSIONS ADDRESSING MANY IMPORTANT TOPICS, INCLUDING MANAGING FOOD SAFETY IN THE POST-COVID ERA, SUSTAINABILITY PRACTICES TO HELP COMBAT CLIMATE CHANGE, NEW TECHNOLOGIES TO BOLSTER FOOD SAFETY AND HEALTH, AS WELL AS GLOBAL INITIATIVES FROM EUROPE, ASIA, LATIN AMERICA, AND NORTH AMERICA TO IMPROVE PUBLIC HEALTH AND NUTRITION SCIENCE OVER THE NEXT DECADE. 406227 23912 14482 GLOBAL PROGRAMS - ILSI IS A GLOBAL, NONPROFIT FEDERATION COMMITTED TO IMPROVING PUBLIC AND PLANETARY HEALTH WORLDWIDE BY CONVENING REPRESENTATIVES FROM THE ACADEMIC, PUBLIC, AND PRIVATE SECTORS TO ADVANCE EVIDENCE-BASED SCIENTIFIC RESEARCH. ILSI COORDINATES AN INTERNATIONAL NETWORK OF 10 REGIONAL OR COUNTRY-SPECIFIC ENTITIES THAT WORK TOGETHER TO PROVIDE A FLEXIBLE MECHANISM FOR IDENTIFYING EMERGING ISSUES, FOSTERING A HARMONIZED USE OF SCIENCE, AND BUILDING SCIENTIFIC CAPACITY AT THE LOCAL LEVEL. THE ENTITIES OPERATE IN BRAZIL, EUROPE, INDIA, JAPAN, KOREA, MESOAMERICA, NORTH AMERICA & CANADA, NORTH ANDEAN, SOUTHEAST ASIA REGION, AND TAIWAN. ILSI MAINTAINS A WEBSITE FOR THE ENTITIES; CONDUCTS AN ANNUAL SCIENTIFIC MEETING; AND PROVIDES COMMUNICATIONS AND OTHER SUPPORT TO FOSTER A BALANCED APPROACH TO SOLVING HEALTH AND ENVIRONMENTAL PROBLEMS OF COMMON GLOBAL CONCERN. 338858 314885 PRESS, NORTH AMERICA AND CANADA. 338858 314885 2573588 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 1 1 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 10 0 1 10 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 8 0 0 1 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 0 0 DC X BETH-ELLEN BERRY 2026590502 740 15TH STREET NW 600 WASHINGTON DC 20005 DR STEPHANE VIDRY GLOBAL EXECUTIVE DIRECTOR 40.00 X 265745 0 30650 MS BETH-ELLEN BERRY CPA CFO/COO 10.00 X 209155 0 15579 MR SHAWN SULLIVAN GENERAL COUNSEL 10.00 X 142671 0 41684 MR STEVEN PARKER IT DIRECTOR 10.00 X 127101 0 21719 DR HELENE TOURNU SR SCIENTIFIC PROGRAM MANAGER 40.00 X 117882 0 10639 DR KERR DOW CO-CHAIR 2.00 X X 0 0 0 DR LOUISE DYE CO-CHAIR 2.00 X X 0 0 0 DR SUSHILA CHANG TREASURER 2.00 X X 0 0 0 DR SARA VALDES SECRETARY 2.00 X X 0 0 0 DR ALAN R BOOBIS TRUSTEE 2.00 X 0 0 0 DR CRISTINA NERIN TRUSTEE 2.00 X 0 0 0 DR JIMMY TSAI TRUSTEE 2.00 X 0 0 0 DR AMAN WIRAKARTAKUSUMAH TRUSTEE 2.00 X 0 0 0 862554 0 120271 5 0 1 0 0 139536 139536 SHARED SERVICES AGREEMENT 900099 799557 799557 SUBLEASE TO AFFILIATES 900099 490134 490134 SCIENTIFIC PUBLICATION 900099 314885 314885 MEETING REGISTRATIONS 900099 14482 14482 1619058 195392 195392 2064502 1675395 389107 389107 389107 2343093 1619058 0 584499 23912 23912 521129 461849 29640 29640 836635 743207 52128 41300 47763 29168 18595 87999 62891 25108 94765 46692 48073 31222 31222 24192 24192 12708 12708 95604 95573 31 109623 101066 8557 65147 63781 1366 661554 630280 13549 17725 96858 96720 138 7071 7071 105632 105234 398 4119 3167 952 44589 34652 9937 PUBLICATIONS 61560 61560 SHARED SERVICES ALLOCAT 0 -114967 108823 6144 BENEFITS ALLOCATION 0 97540 -109876 12336 2932082 2573588 251349 107145 670922 528879 2602 138760 216933 42185 1020 570 1331073 643037 786987 688036 8308271 6119301 655724 4356350 10642459 11874081 168816 171606 280754 284180 1950116 5509047 2399686 5964833 X 7945156 5655883 297617 253365 8242773 5909248 10642459 11874081 X -588989 -1631603 -112933 X 0 1 X 1 0 X 801455 697527 481894 169090 139536 2289502 801455 697527 481894 169090 139536 2289502 628725 1660777 36386 41415 142328 314594 195392 730115 1500 14084 15584 3035201 7983946 0.54720 0.64460 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1149092 461056 688036 181981 181981 0 688036 RIGHT OF USE ASSET - OPERATING LEASE 3701115 RENT RECEIVABLE, SHARED SERVICES AGREEMENT 497956 DUE UNDER SHARED SERVICES AGREEMENT 103727 DEPOSITS 53552 4356350 OPERATING LEASE LIABILITY 5262906 DEPOSITS 246141 5509047 X 208648 -1631603 -1631603 1840251 12708 490134 502842 2343093 2542173 -377201 -377201 2919374 12708 12708 2932082 PART X, LINE 2: ILSI DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS THAT ARE MATERIAL TO THE FINANCIAL STATEMENTS AS OF DECEMBER 31, 2022 AND 2021. PART XI, LINE 4B - OTHER ADJUSTMENTS: SUBLEASE TO AFFILIATES 490,134. PART XII, LINE 2D - OTHER ADJUSTMENTS: SUBLEASE TO AFFILIATES -490,134. BAD DEBT 112,933. 1 EUROPE 0 0 PROGRAM SERVICES GLOBAL RESEARCH PROGRAM 153000 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES GLOBAL PROGRAMS 31000 CENTRAL AMERICA AND THE CARIBBEAN 0 0 GRANTMAKING GLOBAL PROGRAMS 18912 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES GLOBAL PROGRAMS 3000 0 0 0 0 0 0 205912 0 205912 CENTRAL AMERICA AND THE CARIBBEAN MANAGEMENT TEAM CHAIR STIPEND AND TRAVEL GRANT 18912 WIRE 0 1 0 0 0 0 0 0 0 PART I, LINE 2: ILSI REQUIRES SIGNED AGREEMENTS THAT SPECIFY COMPLIANCE REPORTING OR OTHER COMMUNICATION REQUIREMENTS. STAFF MONITOR PROJECTS TO ENSURE FUNDS ARE USED FOR THE INTENDED PURPOSE. PART III ACCOUNTING METHOD: X X X X 0 0 0 0 0 0 0 0 0 DR STEPHANE VIDRY GLOBAL EXECUTIVE DIRECTOR 260007 0 0 0 5738 0 18419 0 12231 0 296395 0 0 0 MS BETH-ELLEN BERRY CPA CFO/COO 203353 0 0 0 5802 0 14235 0 1344 0 224734 0 0 0 MR SHAWN SULLIVAN GENERAL COUNSEL 137175 0 0 0 5496 0 10427 0 31257 0 184355 0 0 0 FORM 990, PART VI, SECTION A, LINE 4 THE BYLAWS WERE AMENDED TO REFLECT THE FOLLOWING: THE ILSI U.S. AND CANADA DIVISION WAS CREATED. THIS DIVISION IS SUBJECT TO THE GENERAL OVERSIGHT OF THE ILSI GC BOARD OF TRUSTEES. THE U.S. AND CANADA GOVERNANCE COMMITTEE (UCGC) WAS ESTABLISHED TO PROVIDE CERTAIN OVERSIGHT TO THIS DIVISION, AND THE U.S. AND CANADA SCIENCE BOARD WAS ESTABLISHED TO OVERSEE THE SCIENTIFIC DIRECTION, RESEARCH, PROGRAMMATIC PLANNING AND EXECUTION OF THIS DIVISION. THE UCGC HAS THE RIGHT TO NOMINATE CANDIDATES TO FILL VACANCIES ON THE ILSI GC BOARD OF TRUSTEES ON THE SAME BASIS AS IF THE ILSI U.S. AND CANADA DIVISION WERE AN ILSI MEMBER ENTITY. THE ILSI U.S. AND CANADA DIVISION SHALL BE REPRESENTED IN THE ILSI ASSEMBLY BY TWO DELEGATES, WHO SHALL BE SELECTED BY THE UCGC. THE ILSI GLOBAL RESEARCH PROGRAM WAS ESTABLISHED TO SUPPORT THE SCIENTIFIC RESEARCH AND EDUCATIONAL ACTIVITIES OF ILSI UNDER THE DIRECTION OF THE GLOBAL EXECUTIVE DIRECTOR. THE GLOBAL RESEARCH PROGRAM WILL PAY AN ASSESSMENT JUST LIKE ILSI ENTITIES DO, AND IT WILL BE ENTITLED TO REPRESENTATION IN THE ASSEMBLY. FORM 990, PART VI, SECTION A, LINE 6 THE MEMBERS OF ILSI SHALL BE THOSE ENTITIES THAT (I) POSSESS LEGAL EXISTENCE SEPARATE AND APART FROM ILSI GC; (II) ARE NOT ORGANIZED FOR THE PURPOSE OF MAKING A PROFIT; (III) ARE DEDICATED EXCLUSIVELY TO SCIENTIFIC, CHARITABLE, AND/OR EDUCATIONAL ACTIVITIES; (IV) HAVE THE PRIMARY PURPOSE OF WORKING IN THE PUBLIC INTEREST; (V) DO NOT ACCEPT FUNDS FROM, OR PERMIT THE PARTICIPATION IN ITS GOVERNANCE OR PROGRAMMATIC ACTIVITIES OF, ANY ENTITY OR ITS AFFILIATE WHICH ENGAGES IN THE MANUFACTURE, PRODUCTION, MARKETING, SALE, OR DISTRIBUTION OF TOBACCO PRODUCTS; AND (VI) HAVE ENTERED INTO CHARTER AGREEMENTS WITH ILSI, WHICH ALLOW THOSE ORGANIZATIONS TO USE ILSI'S NAME IN CONNECTION WITH THEIR OPERATIONS AND REQUIRE THEM TO COMPLY WITH POLICIES ESTABLISHED BY ILSI. FORM 990, PART VI, SECTION A, LINE 7A EACH MEMBER SHALL HAVE ONE VOTE FOR EACH ENTITY ELIGIBLE TO VOTE AT ALL MEETINGS OF THE ASSEMBLY OF MEMBERS. IN NOVEMBER OF EACH YEAR, THE ASSEMBLY OF MEMBERS WILL ELECT REPRESENTATIVES TO THE BOARD OF TRUSTEES. THE ASSEMBLY OF MEMBERS SHALL ALSO CONSIDER SUCH OTHER MATTERS AS ARE SUBMITTED TO IT BY THE BOARD OF TRUSTEES FOR CONSIDERATION OR ACTION AT THE ANNUAL MEETING. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING FUNCTIONS ARE RESERVED TO THE ILSI ASSEMBLY: ADOPTION OF STANDARDS OF SCIENTIFIC INTEGRITY AND MANDATORY POLICIES THAT MUST BE FOLLOWED BY ALL MEMBERS AS A CONDITION OF THEIR MEMBERSHIP IN THE ILSI FEDERATION; ADOPTION OF RULES AND PROCESSES FOR MONITORING AND ACTING ON NON-COMPLIANCE WITH STANDARDS AND MANDATORY POLICIES; ADOPTION OF CRITERIA OF ELIGIBILITY TO BECOME A MEMBER; APPROVAL OF THE ADMISSION OF NEW MEMBERS; AMENDMENT OF THE ARTICLES OF INCORPORATION AND BYLAWS; REVIEW AND APPROVAL OF THE STRATEGIC GOALS OF THE ILSI FEDERATION AS PROPOSED BY THE ILSI BOARD OF TRUSTEES; ELECTION OF THE BOARD OF TRUSTEES IN THE MANNER PRESCRIBED IN THE BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B THE CFO, GENERAL COUNSEL, AND EXECUTIVE DIRECTOR REVIEW THE RETURN AND ONCE IT IS IN ITS FINAL FORM, A COPY IS SENT ELECTRONICALLY TO THE BOARD OF TRUSTEES FOR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF TRUSTEES COMPLETES CONFLICT OF INTEREST FORMS ON AN ANNUAL BASIS. COMPLETED CONFLICT OF INTEREST FORMS ARE REVIEWED BY IN-HOUSE COUNSEL, WHOSE OBSERVATIONS ARE SHARED WITH THE ILSI CO-CHAIRS AND BOARD OF TRUSTEES. IN THE EVENT THAT A CONFLICT SHOULD ARISE, THE DISINTERESTED MEMBERS OF THE BOARD OF TRUSTEES WILL COMMUNICATE WITH THE INTERESTED TRUSTEE TO DETERMINE THE NATURE OF THE CONFLICT AND WHETHER THE TRUSTEE SHOULD ABSTAIN FROM DECIDING ON MATTERS AFFECTED BY THE INTEREST. THE BOARD OF TRUSTEES HAS THE AUTHORITY TO REMOVE THE TRUSTEE WITH THE INTEREST FROM CONSIDERATION OF THE MATTER TO WHICH THE INTEREST PERTAINS. FORM 990, PART VI, SECTION B, LINE 15A THE ILSI BYLAWS ESTABLISH A FORMAL PROCESS FOR SETTING EXECUTIVE COMPENSATION IN ACCORDANCE WITH THE INTERNAL REVENUE SERVICE SAFE HARBOR REGULATION REGARDING EXCESS BENEFITS. UNDER THIS PROCEDURE, THE CO-CHAIRS OF THE ILSI BOARD OF TRUSTEES APPOINTS A COMPENSATION COMMITTEE COMPOSED OF THREE INDEPENDENT TRUSTEES. THE COMPENSATION COMMITTEE ANNUALLY REVIEWS THE COMPENSATION OF THE ILSI EXECUTIVE DIRECTOR. THE REVIEW INCLUDES CONSIDERATION OF COMPARABILITY DATA. THE COMPENSATION COMMITTEE ESTABLISHES A RANGE OF COMPENSATION THAT THE COMMITTEE DEEMS REASONABLE. THE COMPENSATION COMMITTEE RECORDS ITS DECISION IN CONTEMPORANEOUS WRITTEN MINUTES. IN ACCORDANCE WITH THE IRS SAFE HARBOR REGULATION, WITH REGARD TO EXCESS BENEFITS, THE COMPENSATION COMMITTEE IS ONLY REQUIRED TO PERFORM THE COMPENSATION REVIEW DESCRIBED ABOVE WITH REGARD TO COMPENSATION OF THE EXECUTIVE DIRECTOR. HOWEVER, THE COMMITTEE HAS THE DISCRETION TO PERFORM SUCH A REVIEW WITH REGARD TO ANY ILSI EMPLOYEE AS IT DETERMINES APPROPRIATE. IF THE COMPENSATION OF AN ILSI EMPLOYEE, OTHER THAN THE EXECUTIVE DIRECTOR, IS NOT DETERMINED IN ACCORDANCE WITH THE PROCEDURE DESCRIBED ABOVE, HIS/HER COMPENSATION IS SET BY THE EXECUTIVE DIRECTOR IN ACCORDANCE WITH HIGH-TO-LOW RANGES ESTABLISHED BY THE DIRECTOR OF HUMAN RESOURCES IN COOPERATION WITH THE EXECUTIVE DIRECTOR. THE COMPENSATION REVIEW FOR THE EXECUTIVE DIRECTOR, AND ANY OTHER ILSI EMPLOYEE SUBJECTED TO NOMINATIONS AND GOVERNANCE COMMITTEE REVIEW, DOES INCLUDE A REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. COMPENSATION OF EMPLOYEES THAT IS NOT SUBJECT TO SUCH A REVIEW IS ESTABLISHED BY THE EXECUTIVE DIRECTOR, WHO IS INDEPENDENT OF THE EMPLOYEES, AND IT IS NORMALLY BASED ON AN INFORMAL REVIEW OF COMPARABLE COMPENSATION IN NONPROFIT CORPORATIONS OF THE SAME SIZE IN THE WASHINGTON, DC AREA. THE PROCESS BY WHICH COMPENSATION IS SET IS DOCUMENTED IN WRITING, BUT THIS IS NOT DONE IN THE SAME FORMAL MANNER AS REVIEW BY THE NOMINATIONS AND GOVERNANCE COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 ARTICLES OF INCORPORATION, BY LAWS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS ARE POSTED ON WEBSITE. FORM 990, PART XI, LINE 9: BAD DEBT -112,933.