INTERNAL REVENUE SERVICE P. 0. BOX 2508 CINCINNATI, OH 45201 Date: JUNZ5 2014 AMERICA NEXT INC C/O WILEY REIN LLP ROBERT D BENTON 1776 K STREET NW WASHINGTON, DC 20006 DEPARTMENT OF THE TREASURY Employer Identification Number: 46- 3681383 DLN: 17053017333034 Contact Person: CUSTOMER SERVICE ID4 31954 Contact Telephone Number: (877) 829-5500 Accounting Period Ending: July 31 Form 990 Required: Yes Effective Date of Exemption: August 22, 2013 Contribution Deductibility: Yes Addendum Applies: No Dear Applicant: We are pleased to inform you that upon review of your application for taxexempt status we have determined that you are exempt from Federal income tax under section 501(c) (4) of the Internal Revenue Code. Because this letter could help resolve any questions regarding your exempt status, you should keep it in your permanent records. Please see enclosed Publication 4221-NC, Compliance Guide for Tax-Exempt Organizations (Other than 501(c) (3) Public Charities and Private Foundations), for some helpful information about your responsibilities as an exempt organization. We have sent a copy of this letter to your representative as indicated in your power of attorney. Sincerely, Director, Exempt Organizations Enclosure: Publication 4221-NC Letter 948 INTERNAL REVENUE SERVICE P. 0. BOX 2508 CINCINNATI, OH 45201 Date: JUM252014 AMERICA NEXT INC P0 BOX 320966 ALEXANDRIA, VA 22320 DEPARTMENT OF THE TREASURY Employer Identification Number: 46-3681383 DLN: 17053017333034 Contact Person: CUSTOMER SERVICE ID# 31954 Contact Telephone Number: (877) 829-5500 Accounting Period Ending: July 31 Form 990 Required: Yes Effective Date of Exemption: August 22, 2013 Contribution Deductibility: Yes Addendum Applies: No Dear Applicant: we are pleased to inform you that upon review of your application for taxexempt status we have determined that you are exempt from Federal income tax under section 501(c) (4) of the Internal Revenue Code. Because this letter could help resolve any questions regarding your exempt status, you should keep it in your permanent records. Please see enclosed Publication 4221-NC, Compliance Guide for Tax-Exempt Organizations (Other than 501(c) (3) Public Charities and Private Foundations), for some helpful information about your responsibilities as an exempt organization. We have sent a copy of this letter to your representative as indicated in your power of attorney. Sincerely, Director, Exempt Organizations Enclosure: Publication 4221-NC Letter 948 INTERNAL REVENUE SERVICE P. O. BOX 2508 CINCINNATI, OH 45201 Date: DEPARTMENT OF THE TREASURY Employer Identification Number: 46-•3681383 JUN25 2014 DLN: 17053017333034 Contact Person: CUSTOMER SERVICE ID# 31954 Contact Telephone Number: (877) 829-5500 Accounting Period Ending: July 31 Form 990 Required: Yes Effective Date of Exemption: August 22, 2013 Contribution Deductibility: Yes Addendum Applies: No AMERICA NEXT INC C/O WILEY REIN LLP BRANDIS L ZEHR 1776 K STREET NW WASHINGTON, DC 20006 Dear Applicant: We are pleased to inform you that upon review of your application for taxexempt status we have determined that you are exempt from Federal income tax under section 501(c)(4) of the Internal Revenue Code. Because this letter could help resolve any questions regarding your exempt status, you should keep it in your permanent records. Please see enclosed Publication 4221-NC, Compliance Guide for Tax-Exempt Organizations (Other than 501(c)(3) Public Charities and Private Foundations), for some helpful information about your responsibilities as an exempt organization. We have sent a copy of this letter to your representative as indicated in your power of attorney. sincerely, Director, Exempt Organizations Enclosure: Publication 4221-NC Letter 948 Form 2848 OMB No. 1545.0150 Power of Attorney and Declaration of Representative (Rev. March 2012) Department of the Treasury Internal Revenue Se-co Type or print. For IRS Use Only Received by: Seethe separate instructions. Name Power of Attorney Telephone Caution: A separate Form, 2848 should be completed for each taxpayer. Form 2848 will not be honored for any purpose other than representation before the IRS. Function Date 1 Taxpayer Information Taxpayer must sign and date this form on page 2 lino 7 Taxpayer identification number(s) Taxpayer name and address America Next, Inc. P.O. Box 320966 Alexandria, VA 22320 Daytime telephone hereby appoints the following representative(s) as attorney(s)-in-fact: 2 Representative(s) must sign and date this form on page 2, Part II. Check if to be sent notices and communications PTIN 202-719-7142 Telephone No. tZl Fax No. Check if new: Address 202-719-7049 0 Telephone No. 0 Fax No. E Fax No. 0 Fax No. El --327701R CAF No, Name and address Brandis L Zehr Wiley Rein LIP 1776 K Street NW, Washington, DC 20006 Check if to be sent notices and communications 0309 21698R CAF No Name and address Robert D. Benton Wiley Rein LLP 1776 K Street NW, Washington, DC 20006 PTIN 1 Telephone No. R1 Fax No. Check if new: Address 202-719-7049 LI - Telephone No. CAF No. Name and address PuN Telephone No. Fax No. Check if new: Address U Telephone No. fl to represent the taxpayer before the Internal Revenue Service for the following matters: 3 Matters Description of Matter Qricome, Employment, Payroll, Excise, Estate, Gift, Whistleblower, PracthionerDisdpline, PLR, FOl& Civil Penalty, etc) (see instructions for line 3) Application for Recognition of Exemption Under 501(a) Tax Form Number (1040, 941. 720, etc.) (f applicable) Year(s) or Period(s) (if applicable) (see instructions for line 3) Form 1024 4 Specific use not recorded on Centralized Authorization File (CAF). If the power of attorney is for a specific use not recorded on CAF, check this box. See the instructions for Line 4. Specific Uses Not Recorded on CAF 5 Acts authorized. Unless otherwise provided below, the representatives generally are authorized to receive and inspect confidential tax information and to perform any and all acts that I can perform with respect to the tax matters described on line 3, for example, the authority to sign any agreements, consents, or other documents. The representative(s), however, is (are) not authorized to receive or negotiate any amounts paid to the client in connection with this representation (including refunds by either electronic means or paper checks). Additionally, unless the appropriate box(es) below are checked, the representative(s) is (are) not authorized to execute a request for disclosure of tax returns or return information to a third party, substitute another representative or add additional representatives, or sign certain tax returns. 0 Disclosure to third parties: Li Substitute or add representative(s); Li 0 Signing a return; 0 Other acts authorized: (see instructions for more Information) Exceptions. An unenrolled return preparer cannot sign any document for a taxpayer and may only represent taxpayers in limited Situations. An enrolled actuary may only represent taxpayers to the extent provided in section 10.3(d) of Treasury Department Circular No. 230 (Circular 230). An enrolled retirement plan agent may only represent taxpayers to the extent provided in section 10.3(e) of Circular 230. A registered tax return preparer may only represent taxpayers to the extent provided in section 10.3(f) of Circular 230. See the line 5 instructions for restrictions on tax matters partners. In most cases, the student practitioner's (level k) authority is limited (for example, they may only practice under the supervision of another practitioner). List any specific deletions to the acts otherwise authorized in this power of attorney: For Privacy Act and Paperwork Reduction Act Notice, see the instructions. Cat. No, 11 980J Form 2848 (Rev. 3-2012) Form 2848 (Rev. 3-2012) 6 Page Retention/revocation of prior power(s) of attorney. The tiling of this power of attorney automatically revokes all earlier power(s) of attorney on file with the Internal Revenue Service for the same matters and years or periods covered by this document. If you do not want to revoke a prior power of attorney, check here .......................... 110. 2 0 YOU MUST ATTACH A COPY OF ANY POWER OF ATTORNEY YOU WANT TO REMAIN IN EFFECT. 7 Signature of taxpayer. If a tax matter concerns a year in which a joint return was tiled, the husband and wife must each file a separate power of attorney even if the same representative(s) is (are) being appointed. If signed by a corporate officer, partner, guardian, tax matters partner, executor, receiver, administrator, or trustee on behalf of the taxpayer, I certify that I have the authority to execute this form on behalf of the taxpayer. P IF N T SIGNED AND DATED, THIS POWER OF ATTORNEY WILL BE RETURNED TO THE TAXPAYER. 0/d-4 _~_.4iginaiufreW Executive Director Title (if applicable) - Jill Neunaber America Next, Inc. ELLE Print Name I1iIII PIN Number Print name of taxpayer from line 1 if other than individual Declaration of Representative Under penalties of perjury, I declare that: • I am not currently under suspension or disbarment from practice before the Internal Revenue Service; • lam aware of regulations contained In Circular 230 (31 CFR, Part 10), as amended, concerning practice before the Internal Revenue Service; • I am authorized to represent the taxpayer identified in Part I for the matter(s) specified there; and • I am one of the following: a Attorney—a member in good standing of the bar of the highest court of the jurisdiction shown below. b Certified Public Accountant—duly qualified to practice as a certified public accountant in the jurisdiction Shown below. c Enrolled Agent—enrolled as an agent under the requirements of Circular 230. d Officer—a bona tide officer of the taxpayer's organization. e Full-Time Employee—a full-time employee of the taxpayer. I Family Member—a member of the taxpayers immediate family (for example, spouse, parent, child, grandparent, grandchild, step-parent, stepchild, brother, or sister). g Enrolled Actuary— enrolled as an actuary by the Joint Board for the Enrollment of Actuaries under 29 U.S.C. 1242 (the authority to practice before the Internal Revenue Service is limited by section 10.3(d) of Circular 20). h Urtenrolled Return Preparer—Your authority to practice before the Internal Revenue Service Is limited. You must have been eligible to sign the return under examination and have signed the return. See Notice 2011-6 and Special rules for registered tax return preparers and unenrofled return preparers in the instructions. I Registered Tax Return Preparer— registered as a tax return preparer under the requirements of section 10.4 of Circular 230. Your authority to practice before the Internal Revenue Service is limited. You must have been eligible to sign the return under examination and have signed the return. See Notice 2011-6 and Special rules for registered tax return preparers and unenrolled return preparers in the instructions. k Student Attorney or CPA—receives permission to practice before the IRS by virtue of his/her status as a law, business, or accounting student working in LITC or STCP under section 10.7(d) of Circular 230. See instructions for Part II for additional Information and requirements. Enrolled Retirement Plan Agent—enrolled as a retirement plan agent under the requirements of Circular 230 (the authority to practice before the Internal Revenue Service is limited by section 10.3(e)). IF THIS DECLARATION OF REPRESENTATIVE IS NOT SIGNED AND DATED, THE POWER OF ATTORNEY WILL BE RETURNED. REPRESENTATIVES MUST SIGN IN THE ORDER LISTED IN LINE 2 ABOVE. See the instructions for Part II. Note: For designations d-f. enter your title, position, or relationship to the taxpayer in the Licensing jurisdiction column. See the instructions for Part II for more information. Designation— Insert above fetter (a-i-) Licensing jurisdiction tat or other licensing authority (if applicable) Bar, license, certification, registration, or enrollment number (if applicable), S instructions for Part II for more Information. Date Signature I; 490608, a a DC, NY, TX DC, VA 3003423, 24040510 996202,79250 \ l3Ac*44dZ4o ~ . hti) g Ili! tO I Form 2848 (Rev. 3-2012) V \c' Form Application for Recognition of Exemption Under Sectiorl()3 333 I 1024 (Rev. September 1998) Department or the Treasury Internal Revenue Service I I Read the instructions for each Part carefully. If I 03 OMB No. 1545.0057 4,ezempt,tetu application is approved, ix will be open icr public inspection.. A User Fee must be attached to this application. the required information and appropriate documents are not submitted along with Form 8718 (with payment of the appropriate user lee), the application may be returned to the organization. Complete the Procedural Checklist on page 6 of the instructions. Part I. Identification of Applicant (Must be completed by all applicants; also complete appropriate schedule.) Submit only the schedule that applies to your organization. Do not submit blank schedules, Check the appropriate box below to indicate the section under which the organization is applying: a Section 501 (c)(2)—Title holding corporations (Schedule A. page 7) b Section 501 (c)(4)—Civic leagues, social welfare organizations (including certain war veterans' oriè'UARKlocal associ31VED cE Section 501 (c)(5)—Labor, agricultural, or horticultural organizations (Schedule C. page 9) d Section 501(c)(6)—Business leagues, chambers of commerce. etc. (Schedule C, page 9) e Section 501(c)(7)—Social clubs (Schedule 0, page 11) rE Section 501(c)(8)—Fraternal beneficiary societies, etc., providing life, sick, accident, or other benefits to g Section 501(c)(9)—Voluntary employees' beneficiary associations (Parts I through IV and Schedule F, pai employees (Schedule B. page 8) In I E 0 0 0 I 0 m0 in 0 k 011520,14 f 11 6 214 13) Section 501(c)(10)—Domestic fraternal societies, orders. etc., not providing life, sick, accident, or other benefits (Schedule ;ago 13) Section 501 (c)(1 2)—Benevolont life insurance associations, mutual ditch or irrigation companies, mutual or cooperative telephone companies, or like organizations (Schedule G, page 15) Section 501(c)(13)—Cemeteries, crematoria, and like corporations (Schedule H, page 16) Section 501(c)(15)—Mutual insurance companies or associations, other than life or marine (Schedule I. page 17) Section 501 (c)(1 7)—Trusts providing for the payment of supplemental unemployment compensation benefits (Parts I through IV and Schedule J, page 18) Section 501(c)(19}--A post. organization, auxiliary unit, etc., of past or present members of the Armed Forces of the united States (Schedule K. page 19) Section 501 (c)(25)—Title holding corporations or trusts (Schedule A. page 7) 2 Employer identification number (EIN) (it la Full name of organization (as shown in organizing document) none, see Specific Instructions on page 2) 46 3681383 America Next, Inc. lb 3 Name and telephone number of person to be contacted if additional information is needed do Name (if applicable) Room/Suite ic Address (number and street) P.O. Box 320966 id City, town or post office, state, and ZIP 4 Robert D. Benton If you have a foreign address, see Specific Instructions for Part I, page 2. Alexandria, VA 22320 ( 202 ) 719-7142 le Web site address 4 Month the annual accounting period ends S Date incorporated or formed August 22, 2013 July www.americanext.org 6 Did the organization previously apply for recognition of exemption under this Code section or under any other section of the Code? If "Yes," attach an explanation. 1 Has the organization filed Federal income tax returns or exempt organization information returns" If "Yes,' state the form numbers, years filed, and Internal Revenue office where filed. 0 Yes ONo .......0 Yes IZ No 8 Check the box for the type of organization. ATTACH A CONFORMED COPY OF THE CORRESPONDING ORGANIZING DOCUMENTS TO THE APPLICATION BEFORE MAILING. Corporation— Attach a copy of the Articles of Incorporation (including amendments and restatements) showing approval by the appropriate state official; also attach a copy of the bylaws. a b C 0 0 Trust— Attach a copy of the Trust Indenture or Agreement, including all appropriate signatures and dates. Association— Attach a copy or the Articles of Association. Constitution, or other creating document, With a declaration (see instructions) or other evidence that the organization was formed by adoption of the document by more than one person. Also include a copy of the bylaws. If this is a corporation or an unincorporated association that has not yet adopted bylaws. check here ..... 0 I declare under the penalties of perjury that I am autnorized to sign this application on behalf of the above organization, and that I have examined this appIicotioniclucT')he accompanying schedules and attachments, and to the best of my knowledge it is true, correct, and complete. PLEASE HERE For Paperw rk 'ji1 ductiori Act Notice, see page 5 of the instructions. Cat. No. 12343K 17152014017001 Form 1024 (Rev. 9-98) Page Part II. Activities and Operational Information (Must be completed by all applicants) Provide a detailed narrative description of all the activities or the organization—past, present, and planned. Do not merely refer to or repeat the language in the organizational document. List each activity separately in the order of importance based on the relative time and other resources devoted to the activity. Indicate the percentage of time for each activity. Each description Should include, as a minimum. the Following: (a) a detailed description of the activity including its purpose and how each activity furthers your exempt purpose; (b) when the activity was or will be initiated; and (c) where and by whom the activity will be conducted. Please see Exhibit C. 2 List the organization's present and future sources of financial support, beginning with the largest source first. The Organization's primary source of support is from donations from individuals and corporations, which are the result of face-to-face solicitations and the organization's online donation page. The organization may solicit donations through direct mail and fundraising events in the future. 2 Form 1024 (Rev. 9.98) Page 3 Part II. Activities and Operational Information (continued) Board of Directors 3 Give the following information about the organization's governing body: 4 11 the organization is the outgrowth or continuation of any form of predecessor, state the name of each predecessor. the period during which it was in existence, and the reasons for its termination. Submit copies of all papers by which any transfer of assets was effected. NIA 5 If the applicant organization is now, or plans to be. connected in any way with any other organization, describe the other organization and explain the relationship (e.g., financial support on a continuing basis: shared facilities or employees: same officers, directors, or trustees). Please see Exhibit D. If the organization has capital stock issued and outstanding, state: (1) class or classes of the stock: (2) number and par value of the shares: (3) consideration for which they were issued; and (4) if any dividends have been paid or whether your organization's creating instrument authorizes dividend payments on any class of capital stock. N/A 7 State the qualifications necessary for membership in the organization: the classes of membership (with the number of members in each class); and the voting rights and privileges received. If any group or class of persons is required to join, describe the requirement and explain the relationship between those members and members who join voluntarily. Submit copies of any membership solicitation material. Attach sample copies of all types of membership certificates issued. America Next does not have any members. 8 Explain how your organization's assets will be distributed on dissolution. In the event of dissolution or final liquidation of the Organization, the remaining assets of the Organization shall, after paying or making provision for the payment of all liabilities and obligations of the Organization, be distributed as the Board of Directors shall determine and in accordance with applicable law and regulations, Including Treasury Regulations. Form 1024 (Rev. 9-98) Page 4 Part ii. Activities and Operational information (continued) 9 Has the organization made or does it plan to make any distribution of its property or surplus funds to shareholders or members? .................................0 Yes W3 No 0 Yes 91 No 0 Yes I?] No ............. 0 Yes If "Yes." state the full details, including: (1) amounts or value: (2) source of funds or property distributed or to be distributed: and (3) basis of, and authority for, distribution or planned distribution. 10 Does, or will, any part of your organization's receipts represent payments for services performed or to be performed?. If "Yes," state in detail the amount received and the character of the services performed or to be performed. 11 Has the organization made, or does it plan to make, any payments to members or shareholders for services performed or to be performed" .............................. If "Yes." state in detail the amount paid. the character of the services, and to whom the payments have been, or will be. made. 12 Does the organization have any arrangement to provide insurance for members, their dependents, or others (including provisions for the payment of sick or death benefits, pensions, or annuities)" No If "Yes," describe and explain the arrangement's eligibility rules and attach a sample copy of each plan document and each type of policy issued, 13 Is the organization under the supervisory jurisdiction of any public regulatory body, such as a social welfare agency, etc." ................................... 0 Yes W1 No Yes 0 No If "Yes," submit copies of all administrative opinions or court decisions regarding this supervision, as well as copies of applications or requests for the opinions or decisions. 14 Does the organization now lease or does it plan to lease any property?...,.,,..., If "Yes," explain in detail. Include the amount of rent, a description of the property, and any relationship between the applicant organization and the Other party. Also, attach a copy of any rental or lease agreement. (If the organization is a party, as a lessor, to multiple leases of rental real property under similar lease agreements, please attach a single representative copy of the leases.) Please see Exhibit D. 15 Has the organization spent or does it plan to spend any money attempting to influence the selection, nomination, election, or appointment of any person to any Federal, state, or local public office or to an office in a political organization?. , 0 Yes No If "Yes," explain in detail and list the amounts spent or to be spent in each case. 16 Does the organization publish pamphlets. brochures, newsletters, journals, or similar printed material?,,.,, If "Yes," attach a recent copy of each. Please see Exhibit D. Yes 0 No Form 1024 (Rev. 9.98) Page 5 Part Ill. Financial Data (Must be completed by all applicants) Complete the financial statements for the current year and for each of the 3 years immediately before it. If in existence loss than 4 years, complete the statements for each year in existence, if in existence less than 1 year, also provide proposed budgets for the 2 years following the current year. A. Statement of Revenue and Fxnensec (a) Current Tax Year Revenue From To 7130/14 ___________ 1 Gross dues and assessments of members 2 Gross contributions, gifts, etc ........$1,750,000 3 Gross amounts derived from activities related to the organization's exempt purpose (attach schedule) (Include related cost of sales on line 9.) , 3 Prior Tax Years or Proposed Budget for Neat 2 Years 8122113 (b) ,F ...0 (cI $0 $2,000,000 _____________ ___________________ F'!'. 2(15 (d) $0 $2,000,000 (e) Total - . $0 $5,750,000 $0 $0 $0 $0 $0 $0 4 Gross amounts from unrelated business activities (attach schedule) 5 Gain from sale of assets, excluding inventory items $0 (attach schedule) ...........______________ $0 $0 $0 6 Investment income (see page 3 of the instructions) 7 Other revenue (attach schedule) 8 Total revenue (add lines 1 through 7) $0 $0 $1,750,000 $0 $0 $2,000,000 $0 $0 $2,000,000 $0 $0 $5,750,000 $1,333,500 $1,524,600 $1,524,600 $4,382,700 $0 $0 . , . . Expenses 9 Expenses attributable to activities related to the organization's exempt purposes 10 Expenses attributable to unrelated business activities ______________ $0 11 Contributions, gifts, grants, and similar amounts $0 paid (attach schedule) .......... _____________ $0 12 Disbusemenls to or for the benefit of members (attach schedule) 13 Compensation of officers, declors, and trustees (attach schedule) 14 Other salaries and wages . $0 $120,000 $52,500 15 Interest ............. $0 16 Occupancy ............ $40,000 $0 $181,250 $1,727,250 $0 $160,000 $63,000 $0 $48,000 $0 $209,000 $2,004,600 $22,750 ($4,600) . . . . . . . 17 Depreciation and depletion 18 Other expenses (attach schedule) 19 Total expenses (add lines 9 through 18) 20 Excess of revenue over expenses (line 8 minus line 19) ..... . . . $0 $0 $160,000 $63,000 $0 $48,000 $0 $209,000 $2,004,6001 $0 $0 $440,000 $178,500 $0 $136,000 $0 $599,250 $5,736,450 ($4,600) $13,550 at the end of the period Current Tax Year 16 asot..1. 213 .1.1.1. 3 . Assets 356,762 Cash ................................... 1 Accounts receivable, net ............................ Inventories ................................._.L Bonds and notes receivable (attach schedule) ......................-..... Corporate stocks (attach schedule) .......................... 5 Mortgage loans (attach schedule) ......................... Other investments (attach schedule) .........................7 Depreciable and depletable assets (attach schedule) .....................1.. Land ................................... Other assets (attach schedule) ...........................10 356,762 Total assets ...............................11 Liabilities Accounts payable ...............................J..L Contributions, gifts, grants, etc., payable ........................ _____________ Mortgages and notes payable (attach schedule) ......................J.i. 15 Other liabilities (attach schedule) ......................... 0 Total liabilities .............................. 17 18 Total fund balances or net assets .......................... 11 Total liabilities and fund balances or net assets (add line 16 and line 11) 18 1 2 3 4 5 6 1 8 9 10 11 12 13 14 15 Fund Balances or Net Assets 356,762 356,762 If there has been any substantial change in any aspect of the organization's financial activities since the end of the period shown above, check the box and attach a detailed explanation .......................... U Form 1024 (Rev. 9-98) 1mrs1 Page 8 Organizations Described in Section 501(c)(4) (Civic leagues, social welfare organizations (including posts, councils, etc., of veterans' organizations not qualifying or applying for exemption under section 501(c)(19)) or local associations of employees.) Has the Internal Revenue Service previously issued a ruling or determination letter recognizing the applicant organization (or any predecessor organization listed in question 4, Part If of the application) to be exempt under section 501 (c)(3) and later revoked that recognition of exemption on the basis that the applicant organization (or its predecessor) was carrying on propaganda or otherwise attempting to influence legislation or on the basis that it engaged in political activity? ..D Yes 17] No Yes 17] No lithe organization is claiming exemption as a homeowners' association, is access to any property or facilities it owns or maintains restricted in any way? ...........................Yes 171 No It "Yes." indicate the earliest tax year for which recognition of exemption under section 501(c)(3) was revoked and the IRS district office that issued the revocation, 2 Does the organization perform or plan to perform (for members, shareholders, or others) services, such as maintaining the common areas of a condominium; buying food or other items on a cooperative basis; or providing recreational facilities or transportation services, job placement, or other similar undertakings? ................ If "Yes," explain the activities in detail, including income realized and expenses incurred. Also, explain in detail the nature of the benefits to the general public from these activities. (If the answer to this question is explained in Part II of the application (pages 2. 3, and 4), enter the page and item number here.) 3 If "Yes," explain. 4 If the organization is claiming exemption as a local association of employees, state the name and address of each employer whose employees are eligible for membership in the association. If employees of more than one plant or office of the same employer are eligible for membership, give the address of each plant or office. NIA E Form 871 8 fRey. January 2010) Department of the Treasury Internal Revenue Service User Fee for Exempt Organization Determination Letter Request For Attach this form to determination letter application. (Form 8718 Is NOT a determination letter application.) Only IRS Use lit 0M8 No. 1545-1798 Conlial number . Amount paid User lee screuner 46 3681383 America Next, Inc. Caution. Do not attach Form 8718 to an application for a pension plan determination letter. Use Form 8717 instead. 3 Type of request a El ( 2 Employer Identification Number 1 Name of organization Fee Initial request for a determination letter for: • An exempt organization that has had annual gross receipts averaging not more than $10,000 during the preceding 4 years or • A new organization that anticipates gross receipts averaging not more than $10,000 during its first 4 years 0 , $400 Note. If you checked box 3a, you must complete the Certification below. Certification I certify that the annual gross receipts of name of organization have averaged (or are expected to average) not more than $10,000 during the preceding 4 (or the first 4) years of operation. Title Not Signature b 0 c 11 Initial request for a determination letter for: • An exempt organization that has had annual gross receipts averaging more than $10,000 during the preceding 4 years or • A new organization that anticipates gross receipts averaging more than $10,000 during its first 4 years Group exemption letters Instructions The law requires payment of a user fee with each application for a determination letter. The user fees are listed on line 3 above. For more information, see Rev. Proc. 2009-8; 2009-1 I.R.B. 229, or latest annual update. Check the box or boxes on line 3 for the type of application you are submitting. If you check box 3a, you must complete and sign the certification statement that appears under line 3a. Attach to Form 8718 a check or money order payable to the United States Treasury" for the full amount of the user fee. If you do not include the full amount, your application will be returned. Attach Form 8718 to your determination letter application. Generally, the user fee will be refunded only if the Internal Revenue Service declines to issue a determination. Where To File Send the determination letter application and Form 8718 to: Internal Revenue Service P.O. Box 12192 Covington, KY 41012-0192 Who Should File Organizations applying for federal income tax exemption, other than Form 1023 filers. Organizations submitting Form 1023 should refer to the instructions in that application package. Paperwork Reduction Act Notice. We ask for the information on this form to carry out the Internal Revenue laws of the United States. If you want your organization to be recognized as tax-exempt by the IRS, you are required to give us this information. We need it to determine whether the organization meets the legal requirements for tax-exempt status. You are not required to provide the information requested on a form that is subject to the Paperwork Reduction Act unless the form displays a valid OMB control number. Books or records relating Cat. No. 64728Z $850 $3,000 to a form or its instructions must be retained as long as their contents may become material in the administration of any Internal Revenue law, The rules governing the confidentiality of Form 8716 are covered in section 6104. The time needed to complete and file this form will vary depending on individual circumstances. The estimated average time is 5 minutes, If you have comments concerning the accuracy of this time estimate or suggestions for making this form simpler, we would be happy to hear from you. You can write to the Internal Revenue Service, Tax Products Coordinating Committee, SE:W:CAR:MP:T:T:SP, 1111 Constitution Ave. NW, IR-6526, Washington, DC 20224. Do not send this form to this address. Instead, see Where To File above. Form 1111111011111 li i LII 1111111 I HIl Hil HI IL 11111 HI 011111111111 8718 (1.2010) VYi 1175 K STREET NW WASHINGTON, DC 20005 Robert D. Benton January 15, 2014 PHONE 202. 719.7000 202.719.7142 rbeflt0n@wiIeyrein.com FAX 202.719.7049 7925 JONES BRANCH DRIVE McLEAN. VA 22102 VIA FEDERAL EXPRESS PHONE 703.905.2800 FAX 703.905.2820 www.wlleyrein.com Internal Revenue Service 201 West Rivercenter Blvd. Attn: Extracting Stop 312 Covington, KY 41011 Re: Form 1024 (Application for Recognition of Exemption) on behalf of America Next, Inc. (EIN: 46-368 1383) Dear Sir or Madam: On behalf of America Next, Inc., please find enclosed Form 1024 (Application for Recognition of Exemption) and its supporting materials. The following documents are enclosed as part of American Freedom Builders' application: 1. Form 8718 (User Fee for Exempt Organization Determination Letter Request) 2. $850 Check Payable to the U.S. Treasury 3. Form 2848 (Power of Attorney and Declaration of Representative) 4, Form 1024 (Application for Recognition of Exemption) 5. Exhibit A - Articles of Incorporation 6. Exhibit B - Bylaws 7. Exhibit C - Other Application Attachments Please do not hesitate to call me at 202-719-7142 if you have any questions or comments concerning the enclosed application. Sincerely, Robert D. Benton Enclosures COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION Cw Office of the Clerk August 22, 2013 BETH EPSTEIN UCC RETRIEVALS INC 7288 HANOVER GREEN DR MECHANICSVILLE, VA 23111 RECEIPT RE: America Next, Inc. ID: 0768304-8 DCN: 13-08-21-1215 Dear Customer This is your receipt for $75.00, to cover the fees for filing articles of incorporation with this office. This is also your receipt for $125.00 to cover the fee(s) for expedited service(s). The effective date of the certificate of incorporation is August 22, 2013. If you have any questions, please call (804) 371-9733 or toll-free in Virginia, 1-866-722-2551. Sincerely, t Joel H. Peck Clerk of the Commission CORPRCPT NEWCD C1S0368 P.O. Box 1197, Richmond, VA 23218.1197 Tyler Building, First Floor, 1300 East Main Street. Richmond. VA 232184630 Clark's Office (804) 371-9733 or (886) 722.2561 (tolWvvo In Virginia) www.acc,vir8inla.ØovIcIk Telecommunications Device for the Deaf-TDONOI;o: (804) 371-9208 O)f STATE CORPORATION COMMISSION cRjcfimond )lugust 22, 2013 This is to cert ify that the certificate of incorporation of America Next, Inc. was this Lay issued and admitted to record in this office and that the said corporation is authorized to transact its business subject to al( Virginia laws appaca6(e to the corporation anti its business. Effective Late: J4ugust 22, 2013 State Corporation Commission fittest: 0 jTlON tu Cqf the Commission Crer~ 903 C1S0368 .44 ARTICLES OF INCORPORATION OF AMERICA NEXT, INC. The undersigned, pursuant to the Virginia Nonstock Corporation Act (the 'Act"), hereby states as follows: The name of the corporation is America Next, Inc. (the "Corporation") The Corporation shall have no members. The directors shall be elected by an affirmative vote of a majority of the directors 3. then in office, and each shall continue in office for the term specified in the Bylaws of the Corporation and until such Director's successor is elected and qualified, or until such Director's earlier death, resignation or removal. 'he name of the initial registered agent of the Corporation is National Corporate 4. Research, Ltd.VThe registered agent is a domestic or foreign stock or nonstock corporation, limited liability company, or registered limited liability partnership authorized to transact business in Virginia. The Corporation's initial registered office address, which is identical to the 5. business office of the initial registered agent, is: 250 Browns Hill Court, Midlothian, Virginia, 23114. The registered office is located in the county of Chesterfield. The Corporation is organized as a social welfare organization within the meaning 6. of Section 501(c)(4) of the Internal Revenue Code of 1986, as now in effect or as hereafter may be amended (the "Code"). The purposes for which the Corporation is formed are to educate the public on, and advocate for, constitutional, conservative and free market policy solutions to problems facing society, and to engage in any lawful act or activity for which corporations may be organized under the Act, in furtherance thereof, the Corporation shall have all the general powers enumerated in Sections 13.1-826 and 13.1-827 of the Act. Except as otherwise provided by law, or in any Bylaw of the Corporation, the business of the Corporation shall be managed and all of the powers of the Corporation shall be exercised by the Board Of Directors of the Corporation. 7, The duration of the existence of the Corporation is perpetual. Provisions for the regulation of the internal affairs of the Corporation, including 8. provisions for distribution of assets on dissolution or final liquidation, are as follows: A. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, any director or officer of the Corporation or any other private individual, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered to or for the Corporation and to make payments and distributions in furtherance of the purposes Set forth in Article 6 hereof; B. Notwithstanding any other provisions of these Articles of Incorporation, the Corporation shall not directly or indirectly carry on any activity which would prevent it from obtaining exemption from Federal income taxation as a corporation described in Section 501(c)(4) of the Code, or cause it to lose such exempt status; and C. In the event of dissolution or final liquidation of the Corporation, the remaining assets of the Corporation shall, after paying or making provision for the payment of all of the liabilities and obligations of the Corporation, be distributed as the Board of Directors shall determine and in accordance with applicable law and regulations. To the fullest extent permitted by the Act, no officer or director of the 9. Corporation shall be personally liable for damages in any proceeding brought by or in the right of the Corporation, or in connection with any claim, action, suit or proceeding to which he or she may be or is made a party by reason of being or having been an officer or director of the Corporation. 10. The Corporation reserves the right to amend or repeal any provision contained in these Articles of Incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon directors herein are granted subject to this reservation. Dated: August 21. 2013 [SIGNATURE PAGE FOLLOWS] 1363036 1.2 SIGNATURE PAGE TO ARTICLES OF INCORPORATION OF AMERICA NEXT. INC. IN WITNESS WHEREOF, the undersigned has executed these Articles of Incorporation as of the date set forth above. ien D. Benton, incorporator COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION AT RICHMOND, AUGUST 22, 2013 The State Corporation Commission has found the accompanying articles submitted on behalf of America Next, Inc. to comply with the requirements of law, and confirms payment of all required fees. Therefore, it is ORDERED that this CERTIFICATE OF INCORPORATION be issued and admitted to record with the articles of incorporation in the Office of the Cleric of the Commission, effective August 22, 2013. The corporation is granted the authority conferred on it by law in accordance with the articles, subject to the conditions and restrictions imposed by law. STATE CORPORATION COMMISSION By ' James C. Dimitri Commissioner CORPACPT C1S0368 13-08-21-1215 $ta± I Certify rptrtfiuu (iumrniiun the Fo(thwing from the W§cords of the Commission: The foregoing is a true copy of all documents constituting the charter of America Next, Inc. on file in the Clerk's Office of the Commission. Nothing more is hereby certified. Signeianilsea(edat cRjchmonéon this (Date: f4ugust 23, 2013 (Peck C(ekoft 6 e Commission 1 CISDJD 903 IRS Form 1024 Exhibit America Next, Inc. EIN: 46- 3681383 Part I Line 8 a BYLAWS BYLAWS Of AMERICA NEXT, INC. (Formed under the Virginia Nonstock Corporation Act) (Adopted September 11, 2013) ARTICLE I Name and Location Section 1.01 Name. The name of the corporation is America Next, Inc. (the "Corporation"). Section 1.02 Location. The principal office of the Corporation shall be located at 815 Slaters Lane, 1st Floor, Alexandria, Virginia, 22314, or at any other place approved by the Board of Directors. Section 1.03 Registered Office and Agent. The Corporation shall continuously maintain a registered office and agent within the Commonwealth of Virginia at such place as may be designated by the Board of Directors. The Corporation's initial registered office and agent are set forth in the Articles of Incorporation. ARTICLE If Purposes The purposes for which the Corporation is formed are to educate the public on, and advocate for, constitutional, conservative and free market policy solutions to problems facing society, and to engage in any lawful act or activity for which corporations may be organized under the Act. In furtherance thereof, the Corporation shall have all the general powers enumerated in Sections 13.1-826 and 13.1-827 of the Virginia Nonstock Corporation Act (the "Act"). ARTICLE III Board of Directors Section 3.01 Power of Board of Directors. The business and affairs of the Corporation shall be managed by the Board of Directors. Section 3.02 Number of Directors. The number of directors of the Corporation is no fewer than three (3), but no more than five (5), and consists of the directors named in the Action by the Sole Incorporator dated September 6, 2013. The number of directors may be increased or decreased from time to time by action of the Board of Directors. Section 3.03 Election and Term of Directors. The initial Board of Directors shall consist of those directors named in the Articles of Incorporation and shall serve until their successors are elected and qualified. Thereafter, directors shall be elected at an annual meeting of the Board of Directors by an affirmative vote of a majority of the directors then in office, and each shall continue in office until his or her successor is elected or qualified (unless the Board of Directors, at the annual meeting, determines that there is to be no such immediate successor), or until his or her death, resignation or removal. The tenure of incumbent members of the Board of Directors shall not be affected by an increase or decrease in the number of directors. Section 3.04 Vacancies and Newly-Created Directorships. Vacancies and newlycreated directorships, resulting from any increase in the authorized number of directors, may be filled by a majority vote of the directors then in office although less than a quorum, or by a sole remaining director. A director elected to fill a vacancy or newly-created directorship shall hold office until the next annual meeting of the Board of Directors and until his or her successor is elected and qualified. Section 3.05 Removal. Any director may be removed with or without cause at any time by action of the Board. A director may be removed only at a meeting called for that purpose (together with other purposes, if any). Section 3.06 Resignations. Any director may resign at any time upon written notice to the Corporation. Unless otherwise specified in the written notice, the resignation shall be effective upon delivery to the Corporation. Section 3.07 Quorum of the Board of Directors and Action of the Board of Directors. Unless a greater proportion is required by law or by these Bylaws for adoption of a particular action, a majority of the directors shall constitute a quorum for the transaction of business and, except as otherwise provided by law or by the Articles of Incorporation or these Bylaws, the vote of a majority of the directors present at the meeting at which a quorum is present shall be the act of the Board of Directors. Section 3.08 Meetings of the Board of Directors. An annual meeting of the Board of Directors shall be held each year at such time and place as shall he fixed by the Board of Directors, for the election of officers and directors and for the transaction of such other business as may properly come before the meeting. Regular meetings of the Board of Directors shall be held at such times as may be fixed by the Board of Directors. Special meetings of the Board of Directors may be held at any time whenever called by a majority of the directors then in office. Notice of all special meetings shall be delivered in writing to all directors and shall specify the matters to be addressed at such meeting. Meetings of the Board of Directors may be held at such places within or without the Commonwealth of Virginia as may be fixed by the Board of Directors for annual and regular meetings and in the notice of meeting for special meetings. Section 3.09 Informal Action by the Board of Directors. Unless otherwise restricted by the Articles of Incorporation or these Bylaws, any action required or permitted to be taken by the Board of Directors may be taken without a meeting if all directors consent in writing to the adoption of a resolution authorizing the action. The resolution and the written consents thereto by the directors shall be filed with the minutes of proceedings of the Board of Directors. A -2- written consent and the signing thereof may be accomplished by one or more electronic transmissions, including a signed email message from the applicable director. Section 3.10 Meetings by Conference Telephone. Any one or more members of the Board of Directors may participate in a meeting of such Board of Directors by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can communicate with one another. Participation in a meeting by such means shall constitute presence in person at the meeting. The Corporation may not pay any Section 3.11 Compensation of Directors. compensation to directors for services rendered, except that directors may be reimbursed for expenses incurred in the performance of their duties to the Corporation, in reasonable amounts as approved by a majority of the entire Board of Directors. ARTICLE IV Committees Section 4.01 General Provisions. A majority of the Board of Directors may create one or more committees and appoint members of the Board of Directors to serve on them. To the extent specified by the Board of Directors, each committee may exercise the authority of the Board of Directors, except that a committee may not exercise authority prohibited by law. Section 4.02 Committee Rules. Requirements for the Board of Directors set forth herein or, if applicable, in Sections 13.1-864 through 13.1-868 of the Act as now in effect or as may hereafter be amended, or any other statutory provision, governing meetings, action without meetings, notice and waiver of notice, quorum and voting requirements shall apply to committees and their members as well. ARTICLE V Qfficers, Agents and Employees Section 5.01 Officers. The Board of Directors shall elect or appoint a Chairman. Executive Director, Secretary, and Treasurer, and it may, if it so determines, elect or appoint one or more Vice Chairmen, Assistant Vice Chairmen, Assistant Secretaries, Assistant Treasurers, and other officers and may give any of them such further designation or alternate titles as it considers desirable. The same individual may simultaneously hold more than one office in the Corporation. Section 5.02 Term of Office. Vacancies and Removal. Each officer shall hold office for the term for which he or she is elected or appointed and until his or her successor is elected or appointed and qualified, or until his or her earlier death, resignation or removal. All officers shall be elected or appointed at the annual meeting of the Board of Directors, except in the case of initial officers and vacancies resulting from any resignation or removal, which may be filled by the Board of Directors as needed. An officer appointed or elected to fill a vacancy shall hold office for the unexpired term of his or her predecessor in office, and until his or her successor is elected and qualified. Any officer may be removed by the Board of Directors with or without cause at any time. -3- Section 5.03 Resignation. Any officer may resign at any time by giving written notice to the Corporation. Unless otherwise specified in the written notice, the resignation shall be effective upon delivery to the Corporation. Section 5.04 Powers and Duties of Officers. Subject to the control of the Board of Directors, all officers as between themselves and the Corporation shall have such authority and perform such duties in the management of the Corporation as may be provided by the Board of Directors arid, to the extent not so provided, as generally pertain to their respective offices. Chairman. The Chairman of the Board shall preside at all meetings of the Board of Directors. Executive Director. The Executive Director shall serve as the chief executive officer of the Corporation and be considered the "president" for purposes of the Act. The Executive Director shall supervise and control all of the affairs of the Corporation and oversee the management of the Corporation in accordance with policies and directives approved by the Board of Directors, including appointing assistants and hiring employees as necessary to ensure orderly operations. Secretary. The Secretary shall be responsible for the keeping of an accurate record of the proceedings of all meetings of the Board of Directors, shall give or cause to be given all notices in accordance with these Bylaws or as required by law, and shall perform all duties customary to the office of Secretary. Treasurer. The Treasurer shall have the custody of, and be responsible for, all funds and securities of the Corporation. He or she shall keep or cause to be kept complete and accurate accounts of receipts and disbursements of the Corporation, and shall deposit all monies and other valuable property of the Corporation in the name and to the credit of the Corporation in such banks or depositories as the Board of Directors may designate. Whenever required by the Board of Directors, the Treasurer shall render a statement of accounts. He or she shall at all reasonable times exhibit the books and accounts to any officer or director of the Corporation, and shall perform all duties incident to the office of Treasurer, subject to the supervision of the Board of Directors, and such other duties as shall from time to time be assigned by the Board of Directors. Section 5.05 Agents and Employees. The Board of Directors may appoint agents and employees who shall have such authority and perform such duties as may be prescribed by the Board of Directors. The Board of Directors may remove any agent or employee at any time with or without cause. Removal without cause shall be without prejudice to such person's contract rights, if any, and the appointment of such person shall not itself create contract rights. Section 5.06 Compensation of Officers, Agents and Employees. The Corporation may pay compensation to officers for services rendered to the Corporation in their capacity as officers, and officers may be reimbursed for expenses incurred in the performance of their duties to the Corporation, in reasonable amounts as approved by a majority of the entire Board of Directors. The Corporation may pay compensation in reasonable amounts to agents and employees for services rendered, such amounts to be fixed by the Board of Directors or, if the -4- Board of Directors delegates power to any officer or officers, then by such officer or officers. The Board of Directors may require officers, agents or employees to give security for the faithful performance of their duties. ARTICLE VI Miscellaneous Section 6.01 Fiscal Year. The fiscal year of the Corporation shall be August 1M through July 31', or such other period as may be fixed by the Board of Directors. Section 6.02 Corporate Seal. The corporate seal, if any, shall be circular in form, shall have the name of the Corporation inscribed thereon and shall contain the words "Corporate Seal" and "Virginia" and the year the Corporation was formed in the center, or shall be in such form as may be approved from time to time by the Board of Directors. Section 6.03 Checks, Notes, Contracts. The Board of Directors shall determine who shall be authorized from time to time on the Corporation's behalf to (A) sign checks, drafts, or other orders for payment of money, which shall initially be the Treasurer; (B) to sign acceptances, notes, or other evidences of indebtedness, which shall initially be the Executive Director or Treasurer; (C) to enter into contracts, which shall initially be the Executive Director; and (D) to execute and deliver other documents and instruments. Section 6.04 Books and Records. The Corporation shall keep correct and complete books and records of account, the activities and transactions of the Corporation, minutes of the proceedings of the Board of Directors and any committee of the Corporation, a current list of the directors and officers of the Corporation, their business addresses and the Corporation's most recent annual report. Any of the books, minutes and records of the Corporation may be in written form or in any other form capable of being converted into written form within a reasonable time. Section 6.05 Amendment of Articles of Incorporation and Bylaws. The Articles of Incorporation or Bylaws of the Corporation may be amended in whole or in part by a majority vote of the directors then in office and upon the taking of any other actions required under the Act. Section 6.06 Indemnification and Insurance. The Corporation shall indemnify any director, any former director, any person who while a director of the Corporation may have served at its request as a director, officer, partner, trustee, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, and may, by resolution of the Board of Directors, indemnify any officer, employee or agent against any and all expenses and liabilities actually and necessarily incurred by him or her or imposed on him or her in connection with any claim, action, suit, or proceeding (whether actual or threatened, civil, criminal, administrative, or investigative, including appeals) to which he or she may be or is made a party by reason of being or having been such director, officer, employee or agent; subject to the limitation, however, that there shall be no indemnification in relation to matters unless such person: (1) conducted himself or herself in good faith; (2) believed in the case of conduct in his or her official capacity with the Corporation that his or her -5- conduct was in the best interest of the Corporation; and in all other cases that his or her conduct was at least not opposed to the best interests of the Corporation; or (3) in the case of any criminal proceeding, he or she had no reasonable cause to believe that his or her conduct was unlawful. Further, there shall be no indemnification in connection with a proceeding (A) by or in the right of the Corporation in which the director, officer, employee or agent was judged liable to the Corporation, or (B) in which improper personal benefit is charged. The Corporation shall upon order of a court of competent jurisdiction indemnify a director who entirely prevails in the defense of any proceeding to which he or she was a party because he or she is or was a director of the Corporation, for reasonable expenses incurred by him or her in connection with the proceeding. Amounts paid in indemnification of expenses and liabilities may include, but shall not be limited to, counsel fees and other fees; costs and disbursements; judgments, fines, and penalties against, and amounts paid in settlement by, such director, officer, employee or agent. The Corporation may pay for or reimburse the reasonable expenses in advance of final disposition of the proceeding provided that the provisions of Section 13 1-878 of the Act are met. The provisions of this Article shall be applicable to claims, actions, suits, or proceedings made or commenced after the adoption hereof, whether arising from acts or omissions to act occurring before or after adoption hereof. The indemnification provided by this Article shall not be deemed exclusive of any other rights to which such director, officer, or employee may be entitled under any statute, bylaw, agreement, vote of the Board of Directors, or otherwise and shall not restrict the power of the Corporation to make any indemnification permitted by law. The Board of Directors may authorize the purchase of and maintain insurance on behalf of any director, officer, employee or agent of the Corporation against any liability asserted against or incurred by him or her which arises out of such person's status in such capacity or who is or was serving at the request of the Corporation as a director, officer, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust, employee benefit plan or otherwise, or out of acts taken in such capacity, whether or not the Corporation would have the power to indemnify the person against that liability under law. If any part of this Section shall be found in any action, suit or proceeding to be invalid or ineffective, the validity and the effectiveness of the remaining parts shall not be affected. Section 6.07 Dissolution. The Corporation may be dissolved at any time by majority vote of the directors then in office and upon the taking of any other actions required under the Act. Upon the dissolution of the Corporation, the assets of the Corporation available therefor shall be distributed in accordance with the Articles of Incorporation, Section 13.1-907 of the Act and all applicable provisions of the Code. 13630411.1 -6- IRS Form 1024 - Exhibit C America Next, Inc. EIN: 46- 3681383 Part H, Line I NARRATIVE DESCRIPTION OF ORGANIZATION'S ACTIVITIES I. Introduction America Next, Inc. is a non-profit social welfare organization organized and operated exclusively for social welfare purposes within the meaning of Section 501(c)(4) of the Internal Revenue Code ("IRC"). America Next was formed for the purpose of educating the public on and advocating for conservative and free market solutions to policy problems facing society. Based out of Alexandria, Virginia, America Next intends to engage with the public on a national scale. America Next intends to conduct its activities through employees, consultants and volunteers. Presently, America Next has hired an Executive Director and Policy Director, and may hire 2-3 additional employees within the next several months. America Next also has entered into contracts for policy and fundraising consulting, accounting services, and legal services, and anticipates engaging additional consultants and vendors to perform program-related services as necessary. America Next intends to select such consultants and vendors based on their knowledge, experience, geographic location, and fees. America Next's Board of Directors has the sole discretion to determine how and where the organization's funds are expended. II. Past and Present Activities Although America Next has been principally engaged in organizational matters and fundraising since its formation, the organization recently created and published a website. America Next's website (www.americanext.org ) will be a key tool for the organization's public education and issue advocacy activities, which are explained in detail below. 111. Planned Activities A. Research and Policy Development (30%) America Next intends to conduct independent research and analysis of various public policy issues, which will then be used to develop innovative public policy solutions that are based on conservative, free market principles. For example, America Next is planning to initially focus its research and policy development activities on four key policy areas: K-12 education, higher education, energy, and healthcare. America Next's research and policy development activities in these areas will culminate with publishing "issue papers" on each topic, which are discussed further below, on a rolling basis over the next 18-24 months. As part of its research and policy development activities, America Next is planning to retain policy experts in these four areas to conduct research, formulate public policy solutions, and assist with writing issue papers. America Next also anticipates conducting opinion research (e.g., polling) to assess the public's knowledge and opinion of the four policy areas and gauge the public's opinion, support and knowledge of various proposals in these areas. C-I IRS Form 1024 - Exhibit C America Next, Inc. EIN: 46- 3681383 America Next's research and policy development activities will promote social welfare because they will form the foundation of America Next's public education and issue advocacy programs, which are discussed in detail below. The IRS has recognized that conducting research and analysis, particularly when coupled with public education or issue advocacy activities, promotes social welfare. See, e.g., Rev. Rul. 64-313, 1964-2 C.B. 146 (granting exemption under 501(c)(4) to an organization created to (I) study and develop methods of achieving simplicity and dignity in funeral and memorial services, and (2) educate and inform its members and the public as to the results of such study). B. Public Education (50%) America Next intends to educate the public about important policy issues and America Next's proposed conservative, free market solutions to these issues. America Next anticipates disseminating its educational communications through press releases, press conferences, letters to the editor, the organization's website, email, social media, Internet advertising, direct mail, and policy conferences and events. As mentioned above, America Next plans to release a series of "issue papers" on a rolling basis over the next 18-24 months focusing on K-12 education, higher education, energy, and healthcare policies. These issue papers will explain, in layman's terms, the difficulties that our country is facing in these four key policy areas and introduce America Next's proposed solutions to these policy issues. America Next may collaborate with well-known academic scholars or public officials to promote the issue papers. Each issue paper will be made publicly available on America Next's website, and America Next anticipates using many of the communication methods listed above to further promote each issue paper. In addition, America Next plans to organize periodic policy conferences focusing on important policy issues. America Next anticipates inviting public officials, academic scholars, business leaders, journalists, students, as well as the general public, to participate in these conferences. At America Next's policy conferences, participants will have the opportunity to discuss policy issues and exchange ideas with top policy experts. Although the underlying purpose of these policy conferences will be to promote the organization's conservative, free market public policy solutions, America Next recognizes the importance and value of wellrounded discussions with varying perspectives. Accordingly, America Next intends to structure its policy conferences so that the speakers and panelists represent viewpoints from across the ideological spectrum. America Next's public education activities will promote social welfare by providing useful information to the public. The IRS has consistently recognized that "inform[ing] the public by educational methods on a subject of public interest and concern" promotes social welfare. Rev. Rut. 68-656, 1968-2 C.B. 216. "The education of the public on such a subject is deemed beneficial to the community because society benefits from an informed citizenry." id. Moreover, even if an "organization advocates the adoption of a particular position, its activities nevertheless are designed to increase the knowledge and understanding of the public on the C-2 IRS Form 1024 - Exhibit C America Next, Inc. EIN: 46- 3681383 entire subject." Rev. Rul. 76-81, 1976-1 C.B. 156. Such educational activities "promot[e} in some way the common good and general welfare of the people of the community. . . ." Id C. Issue Advocacy and Grassroots Lobbying Activities (20%) America Next intends to engage in a limited amount of issue advocacy and grassroots lobbying activities to promote and urge the public to support the organization's positions on certain public policy issues. For example, America Next may disseminate its issue advocacy communications through its website, emails, social media, Internet advertising, phone banking, direct mail, and radio/television advertising. These public communications will likely focus on generating support for America Next's position on a current legislative or public policy debate. Some of these communications may contain a "call to action" and urge the public to contact their legislators about certain public policy issues, and other communications may ask the public to sign an online petition. America Next's issue advocacy and grassroots lobbying activities promote social welfare because "[t}he seeking of legislation germane to the organization's programs is recognized . . . a a permissible means of attaining social welfare purposes." Rev. Ru!. 68-656. On numerous occasions, the IRS has concluded that organizations primarily engaged in advocating a particular point of view on an issue of public concern, through lobbying and public education, qualify for exemption under Section 501(c)(4). See, e.g., Rev. Rul, 67-293, 1967-2 C.B. 185 (organization substantially engaged in promoting legislation to protect or otherwise benefit animals is exempt under Section 501(c)(4)); Rev. Rul. 71-530, 1971-2 C.B. 237 (organization formed to represent the public interest at legislative and administrative hearings on tax matters is exempt under Section 501(c)(4)). C-3 IRS Form 1024— Exhibit D America Next, Inc. EIN: 46-3681383 Part H Line 3 BOARD OF DIRECTORS AND OFFICERS (a) Names, addresses, and titles of officers, directors, trustees, etc. (b) Annual compensation Jefferson Angers, Director P.O. Box 320966, Alexandria, VA 22320 None. Jimmy Faircloth, Jr., Director P.O. Box 320966, Alexandria, VA 22320 None. Rolfe McCollister, Jr., Director and Chairman/Secretary/Treasurer P.O. Box 320966, Alexandria, VA 22320 None. James Moore, Director P.O. Box 320966, Alexandria, VA 22320 None. Dawn Vick, Director P.O. Box 320966, Alexandria, VA 22320 None. Jill Neunaber, Executive Director P.O. Box 320966, Alexandria, VA 22320 $160,000 D-1 IRS Form 1024 - Exhibit D America Next, Inc. EIN: 46- 3681383 Part H Line 5 RELATIONSHIP WITH OTHER ORGANIZATIONS At some point in 2014, America Next anticipates that it might share resources with a federal nonconnected political action committee not yet in existence (hereinafter referred to as the "Potential PAC"). America Next and the Potential PAC would not be formally related through their organizational documents. America Next expects that it and the Potential PAC would likely employ a limited number of common employees and retain several of the same consultants. Should this occur, America Next and the Potential PAC would have separate, independent employment arrangements and consulting contracts with any such employees and consultants. Should America Next and the Potential PAC also lease office space from the same landlord, America Next and the Potential PAC would expect to have separate, independent lease agreements. Finally, America Next and the Potential PAC would be financially independent of one another and neither organization would provide any financial support to the other. America Next intends to work closely with its legal counsel to ensure the proper use of and accounting for all office space, consultants, and other personnel. Part II, Line 14 LEASE OF PROPERTY America Next recently entered into a short-term lease agreement for office space from a for-profit business. The monthly rent is $2,250 for three offices and an additional $250 per cubicle for up to three cubicles. A copy of the lease agreement is attached. At the end of this short-term lease, America Next may either continue leasing the current office space or move to new office space depending on the organization's needs. Part II, Line 16 PRINTED MATERIALS Educational and other 'written" materials produced by America Next to date have all been distributed via the organization's website and not printed in hard copy except for the following: • "Our Mission," a letter from America Next's honorary chairman, Governor Bobby Jindal, describing America Next's mission to educate the public about new policy solutions. • Press Release, "Governor Jindal Announces Formation of America Next, Conservative Policy Group to Focus on Winning War of Idea," Oct. 17, 2013. • Contribution Form Examples of each of the documents listed above are attached. D-2 IRS Form 1024 - Exhibit D America Next, inc. EIN: 46- 3681383 Part Ill-A FINANCIAL DATA: STATEMENT OF REVENUE AND EXPENSES Line 13: Compensation to Officers, Directors, and Trustees Current Tax Year 8122/2013.-7/31/2014 Proposed Budget for Next 2 Years 8/1/2014-7/31/2015 8/1/2015-7/31/2016 Executive Director Salary (J. Neunaber, 40 hours/week) $120,000 $160,000 $160,000 Line 13 Subtotal $120,000 $160,000 $160,000 America Next has adopted a Compensation Review Policy to ensure that payments made to disqualified persons, such as officers or directors, or entities owned or controlled by officers or directors, are reasonable and do not constitute excess benefit transactions. America Next's Compensation Review Policy conforms to the Treasury Regulations' requirements for creating a rebuttable presumption that an excess benefit transaction has not occurred. See Treas. Reg. § 53.4958-6. The budgeted payments itemized on line 13 have and will continue to adhere to the organization's Compensation Review Policy. Line 18: Other Expenses Current Tax Year 8/22/2013-7/31/2014 Accounting Services Proposed Budget for Next 2 Years 8/1/2014-7/31/2015 8/1/2015-7/31/2016 S22,500 $36,000 $36,000 $100,000 $120,000 $120,000 $50,000 $40,000 $40,000 Office Supplies $5,250 $8,000 $8,000 Periodical Subscriptions $3,500 $5,000 $5,000 $181,250 $209,000 $209,000 Legal Fees Office Equipment Line 18 Subtotal I)-3 LEASE AGREEMENT TO; AMERICA NEXT FROM: ROBIN D. ROBERTS C/O NMRPP DECEMBER 1, 2013 Date: RE: OFFICE SPACE RENTAL This Is a lease agreement between America Next (Tenant) and National Media Research, Planning and Placement, ILCiLandlord) beginning November 15, 2013 and ending March 30, 2014. Tenant agrees to lease office space, as outlined below, on the second floor located at 817 Slaters Lane, Alexandria, VA 22314. Landlord will provide phone service, furniture, heating and cooling, and fob security 2417 access. Tenant will have access to all common areas in the building, including kitchen, conference room and lobby area. The rent is due on the 1' day of each month, and make payable to NMRPP, LLC Office U 1: December 1, 2013 - March 30, 2014: $750.00 per month. Office #2: January 1, 2014 - March 30, 2014: $750.00 per month Office #3: January 1, 2014 March 30, 2014: $750.00 per month Cubicles (up to three) January 1, 2014— March 30, 2014: $250 per month for each cubicle Written and enforceable in the Commonwealth of Virginia, the Parties below set their names: For: National Media Research, Planning and Placement, LLC By: Robin D. Roberts Date For: America Next -/ -a'3 Date JkWrnöEXJ Y V"1']TA A i 1 I''V 'A i ;9i OUR MISSION Conservatives and Republicans are very adept at explaining and detailing the failings of Liberals, Democrats, Obamacrats, Progressives, and the like. Conservatives are good at running attack ads.. .as are Liberals. Conservatives are good at raising money for political campaigns., .as are Liberals. But here's the truth- Conservatives have failed to articulate and sell a national policy agenda to the country, a vision of what conservative policies can accomplish when put into practice. We've detailed the awful things the Obama Administration has done, all the failings of the left, and we've pledged to undo as much of that as we can. That's good, it needs to be done. But conservatives must be willing to demonstrate that we have the courage of our convictions by going on offense in the war of ideas. That is where AMERICA NEXT conies in. The political consultant class warns officeholders with this admonition -. "just attack your opponent, and never give your enemy the rope to hang you with." By that they mean - don't espouse any ideas or plans, don't give any specifics that your opponent can use against you, just attack the other side. The American public demands more than that, and they should. There is a great sense in this country that the leftwing Obama experiment has been a failure. Some are not quite ready to say that out loud, but you know they are thinking it. It's coming. A rebellion is brewing outside the Washington beltway. If we believe in the principles we espouse, then we should have no fear of putting them into practice, and we should have no fear of articulating for the American people exactly what a conservative policy agenda will do. We've said what we are against. But shame on us if we don't put pen to paper and begin selling the American public on a new policy direction for this country. Many historians call the 20th century the American century, and they see this century as something different. Many of our politicians act as if our best days are behind us. I disagree. I believe America is a forever young country, and that we can usher in a new era of growth, of freedom, of unprecedented success and greatness. Freedom is never an old idea. However, I also believe that if we don't develop and enact a new policy agenda in Washington very soon, our country will decline. I believe the hour is late. It's up to us. Each generation must affirm the promise and the Dream of America for themselves. My generation has thus far failed to do so. There will be no change in our country or in Washington, without building, championing, and selling the ideas that can unleash great opportunities for an American future. Margaret Thatcher famously contended that first we must win the war of ideas, after that we can win the election. AMERICA NEXT is not focused on elections. We are not one of those groups that merely pretend to be focused on policy, but are actually focused on campaigns. No, winning the war of ideas - that is what AMERICA NEXT intends to do, and that is what America needs. Governor Bobby Jindal Honorary Chairman FOR IMMEDIATE RELEASE October 17, 2013 Contact: Curt Anderson curt(ãonmessaqeinc.com ri. Al A& A Governor Jindal Announces Formation of AMERICA NEXT, Conservative Policy Group to Focus on Winning War of Ideas www.AmericaNxt.org Baton Rouge, LA - Today, Governor Bobby Jindal announced the formation of AMERICA NEXT (www. America Nxt.org ), a new organization designed to develop and promote conservative policy solutions to the most pressing issues facing the nation. Governor Jindal said, 'Conservatives have failed to articulate and sell a national policy agenda to the country, a vision of what conservative policies can accomplish when put into practice. We've detailed the awful things the Obarna Administration has done, all the failings of The Left, and we've pledged to undo as much of that as we can. However, the American people demand more than that, and they should. "Conservatives must be willing to demonstrate that we have the courage of our convictions by going on offense in the war of ideas. That is what AMERICA NEXT will do." AMERICA NEXT will begin work immediately on developing conservative policy plans that can succeed in the real world. The organization's initial policy focus will be in the areas of health care, education and energy policy. Governor Jindal will serve as Honorary Chairman for AMERICA NEXT, but many other thought leaders from business and academia will help produce new conservative policy solutions. Governor Jindal added, "There is a growing belief outside the beltway that the policies of The Left have been a failure and the federal government is too vast and out of control. A rebellion is brewing in the states. The American people know that the policies coming out of Washington are leading us to a dead end. "I believe America is a forever young country, and that we can usher in a new era of growth, freedom, unprecedented success and greatness. Freedom is never an old idea. Each generation must affirm the promise and the dream of America for themselves. Its time for us to build and sell the ideas that can unleash new opportunities for a new American future." Jill E. Neunaber will serve as the group's Executive Director. Neunaber most recently served as Campaign Manager for U.S. Senate candidate Gabriel Gomez (MA). In the 2012 cycle, Neunaber served as Iowa State Manager for the Romney-Ryan general election campaign and as Deputy New Hampshire State Manager for Governor Romney during the primary season. Curt Anderson, a longtime confidant of Governor Jindl and co-author of his book Leadership and Crisis, will serve as an advisor for AMERICA NEXT. AMERICANEXI* Please make checks payable and send to: America Next 42 Lafayette St. Suite E Baton Rouge, LA 70801 CONTRIBUTOR INFORMATION Name: - Address: - City, State, Zip: Work Phone: Home Phone: Email: Fax: Occupation: Employer: CREDIT CARD: If you wish to contribute via credit card, please provide the following information: Type of credit card: [ ] Master Card [ ] VISA [ ] American Express [ ] Discover Amount: $____________________ Expiration Date: Card #: Name (as appears on card): Address (associated with card): City, State, Zip: Signature: Contact: Phone 225-571-8354 1 Fax 504-910-957 1 Email bautsch@gmail.com Donations to America Next are not deductible as charitable contributions for federal income tax purposes. America Next has not and will not provide any benefit in exchange for this donation. America Next anticipates that 100% of the donation= will be allocable to direct or grassroots lobbying activities (as defined in Section 162(e) of the IRC) during the current year. 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