Exempt Organizations Annual Reporting Requirements - Governance (Form 990, Part VI)

The questions below relate to Part VI (Governance, Management, and Disclosure) of Form 990, Return of Organization Exempt From Income Tax.

  1. Are all organizations required to complete Part VI and answer all of its questions regarding an organization’s governance structure, policies, and practices?
  2. Are all the policies and practices described in Part VI required by the Internal Revenue Code? If not, what happens if an organization reports that it does not have such policies in place?
  3. If an organization adopted a policy or practice after the close of its tax year but before it filed the Form 990 for such year, may it report that it had such policy or practice in place for purposes of answering Part VI?
  4. Can our organization answer Yes to a question about having a policy if a committee of the board, rather than the board itself, adopted the policy, and was authorized to do so?
  5. Part VI asks for information regarding an organization’s members, if any, and any local chapters, branches or affiliates. Why is the IRS concerned about an organization’s members and local units?
  6. Is an organization required by federal tax law to provide a copy of Form 990 to its board or governing body, or have its board or governing body review the form, before it is filed with the IRS?
  7. Question 1b asks for the number of independent voting members of the governing body. May an organization use its own definition of independence to answer this question?
  8. How hard do we have to look for the information requested in Questions 1 and 2 of Form 990, Part VI regarding independent directors and business and family relationships among Board members, officers, and key employees? What if we are unable to obtain and report all the reportable information?
  9. Does the IRS intend to provide model or sample policies (e.g., joint venture policy) that organizations could adopt in order to answer yes to the questions in Part VI regarding such policies or practices?
  10. Must the filing organization provide governance information regarding its related organizations?
  11. If the filing organization is controlled by an organization with a conflicts of interest policy, whistleblower policy, and document retention and destruction policy, should the filing organization answer yes or no to Part VI, Questions 12a, 13 and 14?
  12. What are the governance reporting requirements for organizations that file Form 990-EZ?
  13. Why do you ask whether the board reviewed Form 990 before it was filed?