lefile GRAPHIC print - DO NOT PROCESS 990 I As Filed Data - I DLN: 934930470124961 OMB No 1545-0047 Return of Organization Exempt From Income Tax Form 201 4 Under section 501 (c), 527, or 4947 ( a)(1) of the Internal Revenue Code ( except private foundations) Do not enter social security numbers on this form as it may be made public 1-Information about Form 990 and its instructions is at www.IRS.gov/form990 Department of the Treasury Internal Revenue Service A For the 2014 calendar year, or tax year beginning 04-01-2014 , and ending 03-31-2015 C Name of organization GSMA Limited 0/0 B Check if applicable F Address change D Employer identification number 20-4991061 % OONAGH STEIN Doing business as F Name change 1 Initial return E Telephone number Final fl return/terminated Number and street (or P 0 box if mail is not delivered to street address) Room/suite 1000 ABERNATHY ROAD SUITE 450 1 Amended return City or town, state or province, country, and ZIP or foreign postal code ATLANTA, GA 30328 1 (678) 281-6600 G Gross receipts $ 183,253,543 Application pending F Name and address of principal officer John Hoffman 1000 ABERNATHY ROAD SUITE 450 Atlanta,GA 30328 I Tax-exempt status J Website : - N/A fl 501(c)(3) F 501(c) ( 6 I (insert no ) H(a) Is this a group return for subordinates? fl Yes F No H(b) Are all subordinates included? (- 4947(a)(1) or F_ 527 1 Yes (- No If "No," attach a list (see instructions) H(c) K Form of organization F Corporation 1 Trust F_ Association (- Other 0- Group exemption number 0- L Year of formation 2006 M State of legal domicile GA Summary 1 Briefly describe the organization's mission or most significant activities GSMA LIMITED PROMOTES THE COMMON INTEREST OF GSMA'S MEMBERS IN VARIOUS ofGSMA'S members in various manners GSMA Limited's primary activity is sponsoring international trade shows w of :2 2 Check this box Of- if the organization discontinued its operations or disposed of more than 25% of its net assets 3 Number of voting members of the governing body (Part VI, line la) 4 N umber of independent voting members of the governing body (Part VI, line 1 b) . . . . 5 Total number of individuals employed in calendar year 2014 (Part V, line 2a) . . . . . . 3 . . 6 Total number of volunteers (estimate if necessary) 7a Total unrelated business revenue from Part VIII, column (C), line 12 b Net unrelated business taxable income from Form 990-T, line 34 . . . . . . . . . 4 2 5 58 6 0 7a 3,385,974 7b 948,482 Prior Year 8 Contributions and grants (Part VIII, line 1h) Current Year 0 0 . . . 161,800,402 182,456,965 . . . 674,971 766,997 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 1,569,297 57,747 12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line 12) . . . . . . . . . . . . . . . . . . 164,044,670 183,281,709 38,150,400 56,451,500 0 0 20,424,675 25,599,997 0 0 69,868,189 69,882,148 128,443,264 151,933,645 35,601,406 31,348,064 9 N 8 Program service revenue (Part V I I I , l i n e 2g) 10 . . . . . Investment income (Part VIII, column (A), lines 3, 4, and 7d ) 13 Grants and similar amounts paid (Part IX, column (A), lines 1-3 ) . . 14 Benefits paid to or for members (Part IX, column (A), line 4) 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) 16a Professional fundraising fees (Part IX, column (A), line 11e) b . Total fundraising expenses (Part IX, column (D), line 25) 0- 0 LLJ 17 Other expenses (Part IX, column (A), lines 11a-11d, 11f-24e) . . . . 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 19 Revenue less expenses Subtract line 18 from line 12 . Beginning of Current Year M %TS ZLL 20 Total assets (Part X, line 16) 21 Total liabilities (Part X, line 26) 22 Net assets or fund balances Subtract line 21 from line 20 lijaW . . . . . . . . . . . . . . . . . . . Signature Block Under penalties of perjury, I declare that I have examined this return, includin my knowledge and belief, it is true, correct, and complete Declaration of preps preparer has any knowledge Sign Here Signature of officer LOUISE EASTERBROOK BOARD MEMBER Type or print name and title Print/Type preparer's name MARC AZAR Paid Pre pare r Use Only Firm's name Preparers signature MARC AZAR 1- SMITH & HOWARD PC Firm's address -271 17TH STREET SUITE 1600 ATLANTA, GA 30363 May the IRS discuss this return with the preparer shown above? (see instructs For Paperwork Reduction Act Notice, see the separate instructions. . . . . . End of Year 189,504,650 206,284,254 27,458,544 28,842,310 162 046 106 177 441 944 Form 990 (2014) Page 2 Statement of Program Service Accomplishments Check if Schedule 0 contains a response or note to any line in this Part III 1 .(- Briefly describe the organization's mission GSMA Limited promotes the common interest of GSMA'S members in various manners GSMA Limited's primary activity is sponsoring international trade shows including Mobile World Congress and Mobile World Congress Shanghai (formerly Mobile Asia Expo) 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ? . . . . . . . . . . . . . . . . . . . . . . fl Yes F No . . F Yes F7 No If "Yes," describe these new services on Schedule 0 3 Did the organization cease conducting, or make significant changes in how it conducts, any program services? . . . . . . . . . . . . . . . . . . . . . . . . . . If "Yes," describe these changes on Schedule 0 4 4a Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported (Code ) (Expenses $ including grants of $ ) (Revenue $ including grants of $ ) (Revenue $ including grants of $ ) (Revenue $ Mobile World Congress held in Barcelona, Spain in March 2015 4b (Code ) (Expenses $ Mobile Asia Expo held in Shanghai, China in June 2014 4c (Code ) (Expenses $ Other Ancillary events 4d Other program services (Describe in Schedule 0 (Expenses $ 4e including grants of $ ) (Revenue $ Total program service expenses 1Form 990 (2014) Form 990 (2014) Page 3 Checklist of Required Schedules Yes 1 No Is the organization described in section 501(c)(3) or4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A . . . . . . . . . . . . . . . . . . . . . . . 1 2 Is the organization required to complete Schedule B, Schedule of Contributors (see instructions )? 2 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes,"complete Schedule C, Part I . . . . . . . . . . 3 4 Section 501 ( c)(3) organizations . Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes,"complete Schedule C, Part II . . . . . . . . 4 5 Is the organization a section 501 (c)(4), 501 (c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes,"complete Schedule D, Part I . . . . . . . . . . . . . . . . . . . . . . 6 Did the organization receive or hold a conservation easement, including easements to preserve open space, . the environment, historic land areas, or historic structures? If "Yes,"complete Schedule D, Part IIS . 7 No Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III . . . . . . . . . . . . . . . . . . . . 8 No Did the organization report an amount in Part X, line 21 for escrow or custodial account liability, serve as a custodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IV . . . . . . . . . . . . 9 No 10 No 6 7 8 9 . 10 Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes,"complete Schedule D, Part V . 11 If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable a b c d Did the organization report an amount for land, buildings, and equipment in Part X, line 10? If "Yes," complete Schedule D, Part VI. . . . . . . . . . . . . . . . . . . lla Did the organization report an amount for investments-program related in Part X, line 13 that is 5% or more of . its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII . . . . . llc No Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets . . reported in Part X, line 16? If "Yes," complete Schedule D, Part IX' . . . . . . . . . . lid No Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes," complete Schedule D, Parts XI and XII . . . . . . . . . . . . . . . . lle . b Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional IN 13 Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," completeScheduleE 14a Did the organization maintain an office, employees, or agents outside of the United States? . Yes llf No 12a No 12b . Yes 13 . No 14a Yes Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments 14b . valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV . . . . . . . Yes Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If "Yes," complete Schedule F, Parts II and IV 95 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other . assistance to or for foreign individuals? If "Yes," complete Schedule F, Parts III and IV . 17 Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and Ile? If "Yes," complete Schedule G, Part I (see instructions) . . . . 18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II . . . . . . . . . . . . 19 Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III . . . . . . . . . . . . . . . . . . . 20a Did the organization operate one or more hospital facilities? If "Yes,"completeSchedul eH . b Yes No Did the organization's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X. . . . . . . . . . . . . . . . . . . . . . . . . . 16 No llb f 15 No Did the organization report an amount for investments-other securities in Part X, line 12 that is 5% or more of . its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIS . . . . . Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X b No No . e 12a No . If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return? 1 15 Yes 16 No 17 No 18 No 19 No 20a No 20b Form 990 (2014) Form 990 (2014) Page 4 Checklist of Required Schedules (continued) 21 Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If "Yes," complete Schedule I, Parts I and II . . 21 No 22 Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2? If "Yes," complete Schedule I, Parts I and III . 22 No 23 Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization's current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J . . . . . . . . . . . . . . . . . . . . . . 23 24a b Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If"Yes," answer lines 24b through 24d and complete Schedule K. If "No,"go to line 25a . . . . . . . . . . . . . . . Yes No 24a Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? 24b c d 25a b Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? . 24c Did the organization act as an 24d on behalf of issuer for bonds outstanding at any time during the year? . Section 501(c )( 3), 501(c)(4), and 501 ( c)(29) organizations . Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes,"complete Schedule L, Part I . . . 25a Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I . . . . . . . . . . . . . . . . . . . 25b Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If "Yes," complete Schedule L, Part II . . . . . . . . . . . . . . . . 26 No Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III . . . . . . . . . 27 No 28a No 28b No A n entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes,"complete Schedule L, Part IV . . 28c No 29 Did the organization receive more than $25,000 in non-cash contributions? If "Yes,"completeScheduleM 29 No 30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified . conservation contributions? If "Yes," complete Schedule M . . . . . . . . . . . 30 No Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 No Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes, " complete Schedule N, Part II . . . . . . . . . . . . . . . . . . . . . 32 No Did the organization own 100% of an entity disregarded as separate from the organization under Regulations . sections 301 7701-2 and 301 7701-3? If "Yes," complete Schedule R, PartI . . . . . . 33 Yes Was the organization related to any tax-exempt or taxable entity? If "Yes,"complete Schedule R, Part II, III, orIV, and Part V, line l . . . . . . . . . . . . . . . . . . . . . . . 34 Yes 26 27 28 Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions) a A current or former officer, director, trustee, or key employee? If "Yes,"complete Schedule L, Part IV . . . . . . . . . . . . . . . . . . . . . . . . . b A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV . . . . . . . . . . . . . . . . . . c 31 32 33 34 35a b . . . Did the organization have a controlled entity within the meaning of section 512(b)(13)7 If'Yes'to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512 (b)(13 )? If "Yes,"complete Schedule R, Part V, line 2 . . . 35a 35b 36 Section 501(c )( 3) organizations . Did the organization make any transfers to an exempt non-charitable related organization? If "Yes,"complete Schedule R, Part V, line 2 . . . . . . . . . . . . 36 37 Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI IN 37 Did the organization complete Schedule 0 and provide explanations in Schedule 0 for Part VI, lines 1 lb and 19? Note . All Form 990 filers are required to complete Schedule 0 . . . . . . . . . . . 38 38 No No Yes Form 990 (2014) Form 990 (2014) Page 5 Regarding Other IRS Filings and Tax Compliance MEW - Statements Check if Schedule 0 contains a res p onse or note to an y line in this Part V .F Yes la Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable . la 14 b Enter the number of Forms W-2G included in line la Enter-0- if not applicable lb 0 c Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? . . . . . . . . . . . . . . . . . 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or within the year covered by this return . . . . . . . . . . . . . . . . . b 1c 58 2a If at least one is reported on line 2a, did the organization file all required federal employment tax returns? Note . If the sum of lines la and 2a is greater than 250 , you may be required to e-file (see instructions) 3a Did the organization have unrelated business gross income of $1,000 or more during the year? b . . If "Yes," has it filed a Form 990-T for this year? If 'No" to line 3b, provide an explanation in Schedule O . 4a At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? . . . . . . . . . . . . . . . . . . . . . . . . . b No 2b Yes 3a Yes 3b Yes 4a Yes If "Yes," enter the name of the foreign country . UK, SP ,CH , HK See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBA R) 5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? c If "Yes," to line 5a or 5b, did the organization file Form 8886-T? 5a No 5b No 5c 6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? . . b 7 6a If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? . 6b Organizations that may receive deductible contributions under section 170(c). a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? . 7a 7b b If "Yes," did the organization notify the donor of the value of the goods or services provided? c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 82827 . . . . . . . . . . . . . . . . . . . . . . . . . . d If "Yes," indicate the number of Forms 8282 filed during the year e Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? . . . . . . . . . . . . . . . . . . . . . . . . . f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? g If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? . 7g If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? . 7h Sponsoring organizations maintaining donor advised funds. Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? . . . . . . . . . . . . . . . . . . . . . . . . . 8 h 8 . b . 7c 7d 9a Did the sponsoring organization make any taxable distributions under section 4966? 10 No . . . 7e . . . . 7f 9a Did the sponsoring organization make a distribution to a donor, donor advisor, or related person? 9b Section 501(c )( 7) organizations. Enter a Initiation fees and capital contributions included on Part VIII, line 12 b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities 11 . 10a 10b Section 501(c )( 12) organizations. Enter a Gross income from members or shareholders b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them ) . . . . . . . . . 12a b 13 . . . . . . . . 11a 11b Section 4947( a)(1) non -exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041? If "Yes," enter the amount of tax-exempt interest received or accrued during the year . . . . . . . . . . . . . . . . . . . 12a 12b Section 501(c )( 29) qualified nonprofit health insurance issuers. a Is the organization licensed to issue qualified health plans in more than one state? Note . See the instructions for additional information the organization must report on Schedule 0 b Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans 13b Enter the amount of reserves on hand 13c c 14a b Did the organization receive any payments for indoor tanning services during the tax year? . If "Yes," has it filed a Form 720 to report these payments? If "No,"provide an explanation in Schedule 0 13a . 14a No 14b Form 990 (2014) Form 990 (2014) Page 6 Governance , Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 1Ob below, describe the circumstances, processes, or changes in Schedule 0. See instructions. Check if Schedule 0 contains a response or note to any line in this Part VI .F Section A . Governing Body and Management Yes la Enter the number of voting members of the governing body at the end of the tax year la 8 lb 2 No If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule 0 b Enter the number of voting members included in line la, above, who are independent . . . . . . . . . . . . . . . . . . 2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? 3 Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? 4 Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Yes 3 No 4 No 5 Did the organization become aware during the year of a significant diversion of the organization 's assets? 5 6 Did the organization have members or stockholders? 6 Yes 7a Yes 7b Yes 7a Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? . . . . . . . . . . . . . . . . . . . b Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? 8 No Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following a The governing body? 8a Yes b Each committee with authority to act on behalf of the governing body? 8b Yes Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? If "Yes,"provide the names and addresses in Schedule 0 . . . . . . 9 9 . . . . . . . . . . . . . . . . . . . . . . . . No Section B. Policies ( This Section B re q uests information about p olicies not re q uired b y the Internal Revenue Code.) Yes 10a b 11a b 12a Did the organization have local chapters, branches, or affiliates? 10a If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? 10b Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? . . . . . . . . . . . . . . . . . . . . . . . . . . . 11a No Describe in Schedule 0 the process, if any, used by the organization to review this Form 990 12a Yes Did the organization have a written conflict of interest policy? If "No,"go to line 13 . 12b Yes Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule 0 how this was done . 12c Yes 13 Did the organization have a written whistleblower policy? 13 Yes 14 Did the organization have a written document retention and destruction policy? 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision? b Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? . . . . . . . . . . . . . . . . . . . . . . . . . c No No . 14 No a The organization's CEO, Executive Director, or top management official 15a Yes b Other officers or key employees of the organization 15b Yes Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? 16a Yes If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization's exempt status with respect to such arrangements? 16b If "Yes" to line 15a or 15b, describe the process in Schedule 0 (see instructions) 16a b No Section C. Disclosure 17 List the States with which a copy of this Form 990 is required to be filed- CA , GA 18 Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable ), 990, and 990 -T (501(c) (3 )s only) available for public inspection Indicate how you made these available Check all that apply fl Own website fl Another' s website F Upon request fl Other ( explain in Schedule O ) Describe in Schedule 0 whether ( and if so, how ) the organization made its governing documents , conflict of interest policy , and financial statements available to the public during the tax year 19 20 State the name, address , and telephone number of the person who possesses the organization's books and records -OONAGH STEIN 2ND FLOOR 25 WALBROOK LONDON EC4N 8AF UK (207) 356-0600 Form 990 (2014) Form 990 (2014) Page 7 Compensation of Officers , Directors , Trustees, Key Employees , Highest Compensated Employees , and Independent Contractors Check if Schedule 0 contains a response or note to any line in this Part VII .F Section A. Officers, Directors, Trustees, Kev Employees, and Highest Compensated Employees la Complete this table for all persons required to be listed Report compensation for the calendar year ending with or within the organization's tax year * List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation Enter-0- in columns (D), (E), and (F) if no compensation was paid * List all of the organization's current key employees, if any See instructions for definition of "key employee " * List the organization's five current highest compensated employees (other than an officer, director, trustee or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations * List all of the organization's former officers, key employees, or highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations * List all of the organization's former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations List persons in the following order individual trustees or directors, institutional trustees, officers, key employees, highest compensated employees, and former such persons 1 Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee (A) Name and Title (B) Average hours per week (list any hours for related organizations below dotted line) (C) Position (do not check more than one box, unless person is both an officer and a director/trustee) 5 0 = T :1 2 fD ado a CL m (D art, _ u S - - (D) Reportable compensation from the organization (W- 2/1099MISC) (E) Reportable compensation from related organizations (W- 2/1099MISC) (F) Estimated amount of other compensation from the organization and related organizations c (1) JOHN HOFFMAN ........................................................................ CEO & DIRECTOR 38 0 ....................... 2 0 X (2) LOUISE EASTERBROOK ........................................................................ BOARD MEMBER 20 0 ....................... 22 0 (3) BILL HAGUE ........................................................................ BOARD MEMBER X 920,414 0 10,200 X 0 71,013 5,129 2 0 ....................... 0 0 X 0 0 0 (4) CRAIG EHRLICH ........................................................................ BOARD MEMBER 2 0 ....................... 0 0 X 50,000 0 0 (5) MOHAN GYANI ........................................................................ BOARD MEMBER 2 0 ....................... 0 0 X 50,000 0 0 (6) CHRISTIAN SALBAING ........................................................................ BOARD MEMBER 2 0 ....................... 0 0 X 0 0 0 (7) ANNE BOUVEROT ........................................................................ BOARD MEMBER 14 0 ....................... 28 0 X 0 692,200 284,940 (8) FRANCO BERNABE ........................................................................ BOARD MEMBER 2 0 ....................... 0 0 X 50,000 0 0 (9) DAVID FROLTO ........................................................................ SECRETARY 10 0 ....................... 30 0 X 649,942 0 25,299 (10) JONATHAN ATKINS ........................................................................ GROUP FINANCE DIRECTOR 20 0 ....................... 20 0 X 0 421,156 48,779 (11) JEREMY SEWELL ........................................................................ CHIEF FINANCIAL OFFICER 20 0 ....................... 20 0 X 0 3,564,214 48,387 (12) ROBERT PUGLIELLI ........................................................................ GENERAL MANAGER, EVENTS 40 0 ....................... 0 0 X 499,378 0 12,374 (13) MARY KING ........................................................................ OPERATIONS DIRECTOR 40 0 ....................... 0 0 X 241,604 0 19,009 (14) STEVEN RUSS ........................................................................ VP, Product Management 40 0 ....................... 0 0 X 346,757 0 7,408 Form 990 (2014) Form 990 (2014) Page 8 Section A. Officers, Directors , Trustees , Key Employees, and Highest Compensated Employees (continued) (A) Name and Title (B) Average hours per week (list any hours for related organizations below dotted line ) (C) Position (do not check more than one box, unless person is both an officer and a director/trustee) 0 ;rl M = T - EL ^] (o 5 Q r m a, 0 a, C: T! fD 0 SL (D =71 (D) Reportable compensation from the organization (W- 2/1099MISC ) ( E) Reportable compensation from related organizations (W- 2/1099MISC) (F) Estimated amount of other compensation from the organization and related organizations _0 J. (15) MICHAEL O'HARA ........................................................................ Chief Marketing Officer 20 0 ....................... 20 0 X 730,418 0 0 (16) RICHARD COSTELLO ........................................................................ GENERAL MANAGER, MEDIA 40 0 ....................... 0 0 X 246,991 0 15,290 (17) LAURENCE MOURASSE ........................................................................ DIR, GLOBAL PROGRAMME STRATEGY 40 0 ....................... 0 0 X 244,126 0 5,324 (18) SARAH WIGGIN ........................................................................ CHIEF SALES OFFICER 40 0 ....................... 0 0 X 283,643 0 9,506 (19) ADRIAN DODD ........................................................................ SR DIRECTOR, MANAGED SERVICES 40 0 ....................... 0 0 X 221,803 0 15,487 (20) EULALIA RIPOLL ........................................................................ EVENT DIRECTOR 40 0 ....................... 0 0 X 209,722 0 9,053 (21) ROBIN LAYLIN ........................................................................ DIRECTOR OF MEDIA 40 0 ....................... 0 0 X 320,667 0 10,250 (22) IRENE LI MING NG ........................................................................ HEAD OF ASIA 40 0 ....................... 0 0 X 329,756 0 0 (23) LELAND JEFFERY LAI ........................................................................ DIRECTOR, ASIA 40 0 ....................... 0 0 X 299,107 0 0 (24) DAVID WALSH ........................................................................ GENERAL COUNSEL 40 0 ....................... 0 0 X 276,780 0 10,183 (25) JULIAN BISHOP ........................................................................ VP, NEW PRODUCT DEVELOPMENT 40 0 ....................... 0 0 X 271,028 0 10,841 lb Sub -Total . . . . . . . . . . . . c Total from continuation sheets to Part VII, Section A d Total ( add lines lb and 1c ) . . . . . . . . . . . . . . . . 0- . 0- . . . 0- 6,242,136 4,748,583 547,459 Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization-37 No Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line la? If "Yes," complete ScheduleJforsuch individual . . . . . . . . . . . . . 4 For any individual listed on line la, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,0007 If "Yes," complete Schedule -7 for such individual . . . . . . . . . . . . . . . . . . . . . . . . . . 3 No 5 No . Did any person listed on line la receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule Jfor such person . . . . . . . Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization Report compensation for the calendar year ending with or within the organization's tax year (A) Name and business address (B) Description of services (C) Compensation WILLIS LIMITED, LAS CASHIER FRIARS STREET IPSWICH, SUFFOLK UK INSURANCE 1,347,781 PROJECT PEOPLE, WHITEFRIARS LEWINS MEAD BRISTOL, 0 BS1 2NT UK RECRUITING SERVICES 1,530,897 FIRA BARCELONA, AVDA REINA M CRISTINA BARCELONA, 0 08004 SP EVENT ORGANISATION B NETWORK BARCELONA MANAGEMENT SL, ARAGO 314101A BARCELONA, 0 08009 SP EXHIB HOTEL MGMT 1,025,898 BLU ANT LIMITED, NUMBER 3 THE SHIPYARD UPPER BRENT UK EXHIBITION SIGNAGE 878,482 2 22,162,336 Total number of independent contractors (including but not limited to those listed above ) who received more than $100,000 of compensation from the organization 0-35 Form 990 (2014) Form 990 (2014) Page 9 Statement of Revenue Check if Schedule 0 contains a response or note to any line in this Part VIII (A) Total revenue r 6- Z la Federated campaigns . = b Membership dues . c Fundraising events d Related organizations E e Government grants (contributions) le V ^ f All other contributions, gifts, grants, and similar amounts not included above if g Noncash contributions included in lines la-If $ h Total . Add lines la-1f . (B) Related or exempt function revenue (C) Unrelated business revenue F (D) Revenue excluded from tax under sections 512-514 la . . lb 0 0 E . . . . 1c . ld tJ' 0 Business Code 2a CONFERENCE ACTIVITES 900099 178,422,566 a2 b MOBILE WORLD LIVE 541800 1,897,514 S a c SHOW DAILY PROGRAM 541800 2,136,885 178,422,566 1,897,514 648,425 1,488,460 d e f All other program service revenue g Total . Add lines 2a-2f . 3 . . . . . . 0- 182,456,965 • 0- 795,163 • 0- 0 0- 0 Investment income (including dividends, interest, and other similar amounts) . 4 Income from investment of tax-exempt bond proceeds 5 Royalties 6a Gross rents b Less rental expenses Rental income or (loss) . . . . . . . . (i) Real c d . . 0 0 Net rental inco me or (loss) c Gross amount from sales of assets other than inventory Less cost or other basis and sales expenses Gain or (loss) d Net gain or (loss) b 8a W . (ii) Personal 0 lim- (i) Securities 7a • 795,163 (ii) Other 0 -28,166 28,166 . lim- -28,166 0- 0 .- 0 lim- 0 -28,166 Gross income from fundraising events (not including $ of contributions reported on line 1c) See Part IV, line 18 a b Less c Net income or (loss) from fundraising events s 9a direct expenses . b . Gross income from gaming activities See Part IV, line 19 . . a b Less c Net income or (loss) from gaming acti vities 10a . direct expenses . b . . Gross sales of inventory, less returns and allowances . a b Less c Net income or (loss) from sales of inventory cost of goods sold . b Miscellaneous Revenue 11a . Business Code 57,747 INTERCOMPANY INCOME 57,747 b C d All other revenue . e Total .Add lines 11a-11d . . 057,747 12 Total revenue . See Instructions 0- 1 183,281,709 179,070,991 3,385,974 824,744 Form 990 (2014) Form 990 (2014) Page 10 Statement of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations must complete all columns All other organizations must complete column (A) Check if Schedule 0 contains a response or note to any line in this Part IX 1 2 3 . . . Total expenses Grants and other assistance to domestic organizations and domestic governments See Part IV, line 21 . . . . 0 Grants and other assistance to domestic individuals See Part IV, line 22 . 0 Grants and other assistance to foreign organizations, foreign governments, and foreign individuals See Part IV, lines 15 and 16 . . . . . . . . . . . . 56,451,500 4 Benefits paid to or for members 5 Compensation of current officers, directors, trustees, and key employees . . . . 4,895,130 6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) . 0 Other salaries and wages 8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) . . . . . . . . . (C) Management and general expenses . . (D) Fundraising expenses 0 11,817,258 Other employee benefits . . 0 7 9 . (B) Program service expenses (A) Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII . 310,836 7,061,044 10 Payroll taxes 11 Fees for services (non-employees) . . . . . . . . 1,515,729 a Management b Legal . 0 c Accounting d Lobbying e Professional fundraising services See Part IV, line 17 0 f Investment management fees 0 g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) 68,087 . . . . . . . . . . 88,140 . 0 12 Advertising and promotion 13 Office expenses 14 Information technology . 8 ,474,228 878,813 . 530,818 290,545 15 Royalties 16 Occupancy . 17 Travel 18 Payments of travel or entertainment expenses for any federal, state, or local public officials 19 Conferences, conventions, and meetings 20 Interest . 0 21 Payments to affiliates 0 22 Depreciation, depletion, and amortization 23 Insurance 24 Other expenses Itemize expenses not covered above (List miscellaneous expenses in line 24e If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule 0 . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,434,839 . 4,084,516 0 45,792,758 613,365 . . . . . 896,280 a FOREIGN EXCHANGE EXPENSE 4,249,091 b UBIT EXPENSE 1,624,711 c BAD DEBT EXPENSE 668,128 d OTHER FINANCIAL EXPENSE 176,340 e All other expenses 25 Total functional expenses . Add lines 1 through 24e 26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation Check here - fl if following SOP 98-2 (ASC 958-720) 11,489 151,933,645 0 Form 990 (2014) Form 990 (2014) Page 11 Balance Sheet Check if Schedule 0 contains a response or note to any line in this Part X F (A) Beginning of year 'cc 1 Cash-non-interest-bearing 2 Savings and temporary cash investments . . . . . . . . 3 Pledges and grants receivable, net 4 Accounts receivable, net 5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees Complete Part II of Schedule L . . . . . . . . . . . . . . 6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L 7 Notes and loans receivable, net 8 Inventories for sale or use 9 Prepaid expenses and deferred charges 10a b . Land, buildings, and equipment cost or other basis Complete Part VI of Schedule D 10a 1,989,737 Less 10b 988,869 accumulated depreciation . (B) End of year 0 1 0 113,864,350 2 112,526,385 0 3 0 73,200,943 4 90,804,995 0 5 0 0 6 0 0 7 0 0 8 0 907,681 9 1,800,812 10c 1 ,000,868 1,212,429 0 11 0 Investments-other securities See Part IV, line 11 0 12 0 13 Investments-program-related See Part IV, line 11 0 13 0 14 Intangible assets 319,247 14 151,194 11 Investments-publicly traded securities 12 . . . . . . . . . . . . . . . 0 15 0 189,504,650 16 206,284,254 18,915,912 17 19,544,438 0 18 0 6,352,230 19 6,167,364 0 20 0 0 21 0 0 22 0 Secured mortgages and notes payable to unrelated third parties 0 23 0 24 Unsecured notes and loans payable to unrelated third parties 0 24 0 25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24) Complete Part X of Schedule 2,190,402 25 3,130,508 27,458,544 26 28,842,310 15 Other assets See Part IV, line 11 16 Total assets . Add lines 1 through 15 (must equal line 34) 17 Accounts payable and accrued expenses 18 Grants payable 19 Deferred revenue . . . . . . . . . . . . . . . . . . . D 26 . . . Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified . . . 22 . . . Escrow or custodial account liability Complete Part IV of Schedule D . . . 21 . . . Tax-exempt bond liabilities 23 . . 20 persons Complete Part II of Schedule L . . . . . . . . . . Total liabilities . Add lines 17 through 25 . Organizations that follow SFAS 117 ( ASC 958), check here 1 F-and complete lines 27 through 29, and lines 33 and 34. gu 27 Unrestricted net assets 27 M ca 28 Temporarily restricted net assets 28 Permanently restricted net assets 29 r _ 29 Organizations that do not follow SFAS 117 (ASC 958 ), check here 1- F and complete lines 30 through 34. W_ 4T 30 Capital stock or trust principal, or current funds 0 30 0 31 Paid-in or capital surplus, or land, building or equipment fund 0 31 0 32 Retained earnings, endowment, accumulated income, or other funds 162,046,106 32 177,441,944 33 Total net assets or fund balances 162,046,106 33 177,441,944 34 Total liabilities and net assets/fund balances 189,504,650 34 . . . . . . . 206,284,254 Form 990 (2014) Form 990 (2014) « Page 12 Reconcilliation of Net Assets Check if Schedule 0 contains a response or note to any line in this Part XI 1 Total revenue (must equal Part VIII, column (A), line 12) 2 Total expenses (must equal Part IX, column (A), line 25) 3 Revenue less expenses Subtract line 2 from line 1 4 Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) 5 . . F . . 1 183,281,709 2 151,933,645 3 31,348,064 4 162,046,106 . Net unrealized gains (losses) on investments 5 6 Donated services and use of facilities 6 7 Investment expenses . . 7 8 Prior period adjustments . . 8 9 Other changes in net assets or fund balances (explain in Schedule 0) 10 Net assets or fund balances at end of year Combine lines 3 through 9 (must equal Part X, line 33, column (B)) 9 -15,952,226 10 177,441,944 Financial Statements and Reporting Check if Schedule 0 contains a response or note to any line in this Part XII F Yes 1 No HISTORICAL Accounting method used to prepare the Form 990 fl Cash fl Accrual ROther COST If the organization changed its method of accounting from a prior year or checked " Other," explain in Schedule 0 2a Were the organization 's financial statements compiled or reviewed by an independent accountant? 2a No If'Yes,'check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both fl Separate basis fl Consolidated basis fl Both consolidated and separate basis b Were the organization 's financial statements audited by an independent accountant? 2b Yes 2c Yes If'Yes,'check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both fl Separate basis c F Consolidated basis fl Both consolidated and separate basis If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review , or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule 0 3a As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? . . . . . . . . . . . . . . . . b If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule 0 and describe any steps taken to undergo such audits 3a No 3b Form 990 (2014) lefile GRAPHIC print - DO NOT PROCESS SCHEDULE D As Filed Data - DLN: 93493047012496 OMB No 1545-0047 Supplemental Financial Statements (Form 990) 2014 0- Complete if the organization answered " Yes," to Form 990, Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d , 11e, 11f , 12a, or 12b. Department of the Treasury Internal Revenue Service 0- Attach to Form 990. Information about Schedule D (Form 990) and its instructions is at www.irs.gov /form990 . Name of the organization GSMA Limited • . - Employer identification number 20-4991061 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts . Complete if the or g anization answered "Yes" to Form 990 , Part IV , line 6. (a) Donor advised funds 1 Total number at end of year 2 Aggregate value of contributions to (during year) (b) Funds and other accounts 3 Aggregate value of grants from (during year) 4 Aggregate value at end of year 5 Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization's property, subject to the organization's exclusive legal control? F Yes I No Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? fl Yes fl No 6 MRSTIConservation Easements . Complete if the organization answered "Yes" to Form 990, Part IV, line 7. 1 Purpose(s) of conservation easements held by the organization (check all that apply) 1 Preservation of land for public use (e g , recreation or education) 1 Preservation of an historically important land area 1 Protection of natural habitat 1 Preservation of a certified historic structure fl Preservation of open space 2 Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year Held at the End of the Year a Total number of conservation easements 2a b Total acreage restricted by conservation easements 2b c Number of conservation easements on a certified historic structure included in (a) 2c d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register 2d 3 N umber of conservation easements modified, transferred, released, extinguished , or terminated by the organization during the tax year 0- 4 N umber of states where property subject to conservation easement is located 0- 5 Does the organization have a written policy regarding the periodic monitoring , inspection , handling of violations, and enforcement of the conservation easements it holds? 6 Staff and volunteer hours devoted to monitoring , inspecting , and enforcing conservation easements during the year 7 Amount of expenses incurred in monitoring , inspecting, and enforcing conservation easements during the year fl Yes fl No F Yes 1 No 0- 0- $ 8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? 9 In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describes the organization's accounting for conservation easements Organizations Maintaining Collections of Art, Historical Treasures , or Other Similar Assets. Complete if the oraanization answered "Yes" to Form 990. Part IV. line 8. la If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items b If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items (i) Revenue included in Form 990, Part VIII, line 1 $ (ii)Assets included in Form 990, Part X 2 $ If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the following amounts required to be reported under SFAS 116 (ASC 958) relating to these items a Revenue included in Form 990, Part VIII, line 1 b Assets included in Form 990, Part X For Paperwork Reduction Act Notice, see the Instructions for Form 990. $ $ Cat No 52283D Schedule D ( Form 990) 2014 Schedule D (Form 990) 2014 r:FTnFW 3 Page 2 Organizations Maintaining Collections of Art, Historical Treasures , or Other Similar Assets (continued) Using the organization's acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply) a F_ Public exhibition d fl Loan or exchange programs b 1 Scholarly research e (- Other c F Preservation for future generations 4 Provide a description of the organization's collections and explain how they further the organization's exempt purpose in Part XIII 5 During the year, did the organization solicit or receive donations of art, historical treasures or other similar 1 Yes assets to be sold to raise funds rather than to be maintained as part of the organization's collection? Escrow and Custodial Arrangements . Complete if the organization answered "Yes" to Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. la Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not included on Form 990, Part X7 b If "Yes," explain the arrangement in Part XIII and complete the following table c Beginning balance 1c d Additions during the year ld e Distributions during the year le f Ending balance if 1 Yes 1 No F No A mount 2a b Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? If "Yes," explain the arrangement in Part XIII Check here if the explanation has been provided in Part XIII 1 Yes . . . . . . . 1 No 1 MITIT-Endowment Funds . Com p lete If the or g anization answered "Yes" to Form 990, Part IV , line 10. (a)Current year la Beginning of year balance b Contributions c Net investment earnings, gains, and losses d Grants or scholarships e Other expenditures for facilities and programs f Administrative expenses g End of year balance 2 b (c)Two years back (d)Three years back (e)Four years back . Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as a Board designated or quasi-endowment 0- b Permanent endowment 0- c Temporarily restricted endowment 0The percentages in lines 2a, 2b, and 2c should equal 100% 3a Are there endowment funds not in the possession of the organization that are held and administered for the organization by (i) unrelated organizations b 4 (b)Prior year . . . . . . . . . . . . . . . . . . (ii) related organizations . . . . . . . . . . . . . . . . . If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? . . . . . . . . . . Yes . . No 3a(i) 3a(ii) . . I 3b Describe in Part XIII the intended uses of the organization's endowment funds Land , Buildings , and Equipment . Complete if the organization answered 'Yes' to Form 990, Part IV, line 1 1 a See Form 990 Part X line 1(l Description of property ( a) Cost or other basis ( investment ) ( b)Cost or other basis ( other) ( c) Accumulated depreciation (d) Book value la Land b Buildings c Leasehold improvements d Equipment 1,027,394 505,620 521,774 962,342 483,248 479,094 e Other Total . Add lines 1a through 1 e (Column (d) must equal Form 990, Part X, column (B), line 10(c).) . . 0- 1,000,868 Schedule D (Form 990) 2014 Schedule D (Form 990) 2014 Page 3 Investments - Other Securities . Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990 , Part X line 12. (a) Description of security or category (including name of security) (b)Book value (c) Method of valuation Cost or end-of-year market value (1 )Financial derivatives (2)Closely-held equity interests Other Total . (Column ( b) must equa l Form 990, Part X, col (B) line 12 ) 11. Investments - Program Related . Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. Caa Form QQ(1 Fnrm QQn Dart X Part Y lino 1 -^ lino 7S 2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization ' s liability for uncertain tax positions under FIN 48 (ASC 740 ) Check here if the text of the footnote has been provided in Part XIII F Schedule D ( Form 990) 2014 Schedule D (Form 990) 2014 Page 4 Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the or g anization answered 'Yes' to Form 990 , Part IV line 12a. 1 Total revenue, gains, and other support per audited financial statements 2 . 1 Amounts included on line 1 but not on Form 990, Part VIII, line 12 a Net unrealized gains (losses) on investments 2a b Donated services and use of facilities 2b c Recoveries of prior year grants d Other (Describe in Part XIII ) e Add lines 2a through 2d 3 2c 2d . . Subtract line 2e from line 1 . 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2e . . . . . . 3 . . . . . . 4c Amounts included on Form 990, Part VIII, line 12, but not on line 1 a Investment expenses not included on Form 990, Part VIII, line 7b b Other (Describe in Part XIII ) . . . . . . . . . . c Add lines 4a and 4b . . . . . . . . . . . 5 . . . 4a 4b . . . Total revenue Add lines 3 and 4c. (This must equal Form 990, Part I, line 12 ) « . . . . . 5 Reconciliation of Expenses per Audited Financial Statements With Expenses per Return . Complete if the org anization answered 'Yes' to Form 990 , Part IV line 12a. 1 Total expenses and losses per audited financial statements 2 . . . . . . . . . 1 Amounts included on line 1 but not on Form 990, Part IX, line 25 a Donated services and use of facilities b Prior year adjustments c Other losses . . . . Other (Describe in Part XIII ) e Add lines 2a through 2d . . . . Subtract line 2e from line 1 . 4 . 2a 2b . d 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2c . . . 2d . . . . . . . . . . . . . 2e . . . . . 3 . . . . . 4c Amounts included on Form 990, Part IX, line 25, but not on line 1: a 5 . Investment expenses not included on Form 990, Part VIII, line 7b 4a b Other (Describe in Part XIII ) . . . . . . . . . . . c Add lines 4a and 4b . . . . . . . . . . . . . . 4b . . . Total expenses Add lines 3 and 4c. (This must equal Form 990, Part I, line 18 ) UT1174M . . . . . 5 Su pp lemental Information Provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines la and 4, Part IV, lines lb and 2b, Part V, line 4, Part X, line 2, Part XI, lines 2d and 4b, and Part XII, lines 2d and 4b Also complete this part to provide any additional information Return Reference Explanation Schedule D (Form 990) 2014 Schedule (Form 990)2013 Pages Su lemental Information continued Return Reference Explanation Schedule (Form 990) 2014 lefile GRAPHIC print - DO NOT PROCESS SCHEDULE F (Form 990) As Filed Data - DLN: 93493047012496 OMB No 1545-0047 Statement of Activities Outside the United States 2014 ■ Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. ■ Attach to Form 990. Department of the Treasury ■ Information about Schedule F (Form 990) and its instructions is at www.irs.gov/form990. Internal Revenue Service Name of the organization GSMA Limited Employer identification number 20-4991061 General Information on Activities Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 14b. 1 For grantmakers . Does the organization maintain records to substantiate the amount of its grants and other assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . . . . F Yes fl 2 For grantmakers . Describe in Part V the organization's procedures for monitoring the use of its grants and other assistance outside the United States. 3 Activites per Region (The following Part I, line 3 table can be duplicated if additional space is needed ) (a) Region ( b) Number of offices in the region ( c) Number of employees , agents , and independent contractors in re g ion ( d) Activities conducted in (e) If activity listed in ( d) is a region ( by type ) ( e g , program service, describe fundraising , program specific type of services, investments , grant service ( s) in region to recipients located in the re g ion ) No (f ) Total expenditures for and investments in region ( 1) East Asia and the Pacific 2 54 Program Services Conference Activities 10 , 352,283 ( 2) Europe ( Including Iceland and Greenland) (3) Middle East and North Africa 2 60 Program Services Conference Activities 109,310,609 Program Services Conference Activities 225,188 (4) Sub-Saharan Africa 1 10 Program Services Conference Activities 149,400 ( 5) South America 2 5 Program Services 3a Sub-total b Total from continuation sheets to Part I c Totals ( add lines 3a and 3b ) 7 129 7 129 For Paperwork Reduction Act Notice, see the Instructions for Form 990 . CONFERENCE ACTIVITIES 782 120,038,262 1200 , 0 Cat N o 50082W 8 ,2 Schedule F (Form 990) 2014 Schedule F (Form 990) 2014 Page 2 Grants and Other Assistance to Organizations or Entities Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed. 1 (a) Name of organization ( 1) (b) IRS code section and EIN (if applicable) (c) Region Europe (Including Iceland and Greenland ) (d) Purpose of grant Distribution (e) Amount of cash grant (f) Manner of cash disbursement (g) Amount of non-cash assistance (h) Description of non-cash assistance (i) Method of valuation (book, FMV, appraisal, other) 56,451,500 (2) (3) (4) 2 Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter . . . . Enter total number of other organizations or entities . Schedule F (Form 990) 2014 Schedule F (Form 990) 2014 Page 3 Grants and Other Assistance to Individuals Outside the United States . Complete if the organization answered "Yes" to Form 990, Part IV, line 16. Part III can be duplicated if additional space is needed. (a) Type of grant or assistance (b) Region (c) Number of recipients (d) Amount of cash grant (e) Manner of cash disbursement (f) Amount of non-cash assistance (g) Description of non-cash assistance (h) Method of valuation (book, FMV, a pp raisal , other ) ( 1) (2) (3) (4) (5) (6) (7) (8) (9) ( 10) ( 11) ( 12) ( 13) ( 14) ( 15) ( 16) ( 17) ( 18) Schedule F (Form 990) 2014 Schedule F (Form 990) 2014 Page 4 Foreign Forms 1 2 3 4 5 6 Was the organization a U S transferor of property to a foreign corporation during the tax year? If "Yes,"the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926) F- Yes F No Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A; do not file with Form 990) F- Yes F No Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471) F- Yes F No Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If " Yes,"the organization may be required to fi le Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621 ) F- Yes F No Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships. (see Instructions for Form 8865) F- Yes F No Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see Instructions for Form 5713; do not file with Form 990) F- Yes F No schedule F ( Form 990) 2014 Schedule F (Form 990) 2014 Page 5 Supplemental Information Provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions). 990 Schedule F, Supplemental Information Return Reference SCHEDULE F, PART I, LINE 2 Explanation OTHER ASSISTANCE IS PROVIDED AS B(PENSES ARE INCURRED l efile GRAPHIC p rint - DO NOT PROCESS Department of the Treasury Internal Revenue Service DLN: 93493047012496 Compensation Information OMB No 1545-0047 For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees 1- Complete if the organization answered "Yes" to Form 990, Part IV, line 23. 2014 Schedule J (Form 990) As Filed Data - 1- Attach to Form 990. 1- I nformation about Schedule J (Form 990) and its instructions is at www .irs.gov/form990. t o Pu b lic ' Inspection Employer identification number Name of the organization GSMA Limited 20-4991061 Questions Regarding Compensation Yes I No la b 2 3 Check the appropiate box(es ) if the organization provided any of the following to or for a person listed in Form 990, Part VII , Section A, line la Complete Part III to provide any relevant information regarding these items F First-class or charter travel 1 Housing allowance or residence for personal use F Travel for companions 1 Payments for business use of personal residence 1 Tax idemnification and gross-up payments 1 Health or social club dues or initiation fees 1 Discretionary spending account 1 Personal services (e g , maid, chauffeur, chef) If any of the boxes in line la are checked , did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No ," complete Part III to explain lb Yes Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all directors, trustees , officers, including the CEO/ Executive Director, regarding the items checked in line la? 2 Yes Yes Indicate which , if any, of the following the filing organization used to establish the compensation of the organization 's CEO/ Executive Director Check all that apply Do not check any boxes for methods used by a related organization to establish compensation of the CEO / Executive Director, but explain in Part III 4 1 Compensation committee F 1 Independent compensation consultant F Written employment contract Compensation survey or study 1 Form 990 of other organizations F Approval by the board or compensation committee During the year, did any person listed in Form 990, Part VII, Section A, line la with respect to the filing organization or a related organization a Receive a severance payment or change-of-control payment? 4a b Participate in, or receive payment from, a supplemental nonqualified retirement plan? 4b No c Participate in, or receive payment from, an equity-based compensation arrangement? 4c No If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III Only 501 ( c)(3), 501 ( c)(4), and 501 ( c)(29) organizations must complete lines 5-9. 5 For persons listed in Form 990, Part VII, Section A, line la, did the organization pay or accrue any compensation contingent on the revenues of a The organization? 5a b Any related organization? 5b If "Yes," to line 5a or 5b, describe in Part III 6 For persons listed in Form 990, Part VII, Section A, line la, did the organization pay or accrue any compensation contingent on the net earnings of a The organization? 6a b Any related organization? 6b If "Yes," to line 6a or 6b, describe in Part III 7 8 9 For persons listed in Form 990, Part VII, Section A, line la, did the organization provide any non-fixed payments not described in lines 5 and 6? If "Yes," describe in Part III 7 Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was subject to the initial contract exception described in Regulations section 53 4958-4(a)(3)? If "Yes," describe in Part III 8 If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53 4958-6(c)? For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50053T L-9 Schedule 3 ( Form 990) 2014 Schedule J (Form 990) 2014 Page 2 Officers , Directors , Trustees , Key Employees , and Highest Compensated Employees . Use duplicate copies if additional space is needed. For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the instructions, on row (ii) Do not list any individuals that are not listed on Form 990, Part VII Note . The sum of columns (B)(1)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line la, applicable column (D) and (E) amounts for that individual (A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (i) Base compensation (ii) Bonus & incentive (iii) Other reportable compensation compensation (C) Retirement and other deferred compensation (D) Nontaxable benefits (E) Total of columns (B)(i)-(D) (F) Compensation in column(B) reported as deferred in prior Form 990 See Additional Data Table Schedule 3 (Form 990) 2014 Schedule J (Form 990) 2014 Page 3 Supplemental Information Provide the information, explanation, or descriptions required for Part I, lines la, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II Also complete this part for any additional information I Return Reference I Explanation Schedule J, Part I, Line la The Company has a policy that for all business trips which include a long haul flight (defined as flight time of 4 hours or longer) the employee will be reimbursed for a business-class ticket at the employee's option he/she may elect to purchase two economy/coach class tickets and have their significant other accompany them provided that the cost of these two tickets are less than the comparable business class fare SCHEDULE J, PART I, LINE 4A JONATHAN ATKINS $ 88,900 TAXABLE 48,387 NONTAXABLE -------- $137,287 TOTAL SEVERANCE PAY FROM RELATED ORGANIZATION JEREMY SEWELL $145,587 TAXABLE 48,387 NONTAXABLE -------- $193,974 TOTAL SEVERANCE PAY FROM RELATED ORGANIZATION DAVID FROLIO $202,699 TOTAL SEVERANCE PAY Schedule 3 (Form 990) 2014 Additional Data Software ID: Software Version: EIN: Name : 20 -4991061 GSMA Limited Form 990, Schedule J. Part II - Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (i) Base Compensation JOHN HOFFMAN, CEO & DIRECTOR DAVID FROLIO, SECRETARY ROBERT PUGLIELLI, GENERAL MANAGER, EVENTS MARY KING, OPERATIONS DIRECTOR STEVEN RUSS, VP, Product Management MICHAELO'HARA, Chief Marketing Officer RICHARD COSTELLO, GENERAL MANAGER, MEDIA LAURENCE MOURASSE, DIR, GLOBAL PROGRAMME STRATEGY SARAH WIGGIN, CHIEF (ii) Bonus & incentive compensation (I) 494,236 (II) 0 (I) 269,677 (II) 0 (I) 275,256 (II) 0 (I) 158,409 (I I) 0 (1) 248,174 (II) 0 (I) 426,558 (II) 0 BOARD JONATHAN ATKINS, GROUP FINANCE DIRECTOR IRENE LI MING NG, HEAD OF ASIA LELANDJEFFERYLAI, DIRECTOR, ASIA DAVID WALSH, GENERAL COUNSEL JULIAN BISHOP, VP, NEW PRODUCT DEVELOPMENT JEREMY SEWELL, CHIEF FINANCIAL OFFICER 12,826 12,473 675,241 0 224,122 0 12,374 0 511,752 0 83,195 0 19,009 0 260,613 0 98,583 0 7,408 0 354,165 0 303 , 860 0 0 0 730 , 418 0 77,101 0 15,290 0 262,281 5,324 0 249,450 0 124,031 0 9,506 0 293,149 0 ANNE BOUVEROT, 238,846 0 (II) MEMBER 141,419 80,761 DIRECTOR, MANAGED SERVICES DIRECTOR 930,614 0 163,365 0 188,811 ROBIN LAYLIN, 0 (I) (I) OF MEDIA 10,200 (I I) SR EVENT 0 0 0 EULALIA RIPOLL, 426,178 169,890 159,612 DIRECTOR (E) Total of columns (B)(I)-(D) (I) (I) ADRIAN DODD, (D) Nontaxable benefits (II) (II) SALES OFFICER (C) Retirement and other deferred compensation (iii) Other reportable compensation (I) 125,441 (II) 0 (1) 274,022 (II) 0 0 0 32,992 0 15,487 0 237,290 0 81,266 3,015 6,715 2,338 218,775 0 46,645 0 10,250 0 330,917 0 (I) 0 0 0 0 0 0 (II) 544,233 147,967 0 68,943 215,997 977,140 (I) 0 0 0 0 0 0 (II) 192,700 129,879 98,577 392 48,387 469,935 55,548 38,260 0 0 329,756 0 52,405 63,837 0 0 299,107 (I) 235,948 (II) 0 (I) 182,865 (II) 0 (I) 234,342 (II) 0 (I) 223,551 (II) 0 0 42,438 0 10,183 0 286,963 0 47,477 0 10,841 0 281,869 0 (I) 0 0 0 0 0 0 (II) 217,847 2,995,920 350,447 0 48,387 3,612,601 (F) Compensation in column (B) reported as deferred in prior Form 990 l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493047012496 OMB No 1545 0047 SCHEDULE 0 Supplemental Information to Form 990 or 990-EZ (Form 990 or 990-EZ) Complete to provide information for responses to specific questions on Form 990 or 990- EZ or to provide any additional information . 1- Attach to Form 990 or 990-EZ. 1- Information about Schedule 0 (Form 990 or 990-EZ) and its instructions is at www.irs.aov / form990. Department of the Treasury Internal Revenue Service 2014 Open Inspection Employer identification number Name of the organization GSMA Limited 20-4991061 990 Schedule 0, Supplemental Information Return Reference Explanation Part I Part VI, Line 2 TWO DIRECTORS AND THREE OFFICERS OF THE COMPANY, ANNE BOUVEROT, LOUISE EASTERBROOK, DAVID FROLIC, JEREMY SEWELL, AND JONATHAN ATKINS HAD A BUSINESS RELATIONSHIP DURING THE TAX YEAR Part VI, Line 6 The Company is a nonprofit corporation formed under Georgia law Its sole member is the GS M Association, acting through its United States branch office Part VI, Line 7 The sole member of the company appoints all of the members of the Board of Directors Part VI, Line 7b The Company's annual operating budget is subject to approval of the sole member Part VI, Line 11 b The 990 is reviewed by senior members of the management team and outside legal counsel Part VI, Line 12c Directors and officers are required to execute annual written certifications of compliance with the conflict of interest policy Any exceptions must be disclosed and reviewed by th e organization The directors and officers have certified their compliance with the policy for this tax year Part VI, Lines 15a & b The parent company human resources staff performs benchmarking studies to determine all of facer compensation packages These studies utilize external data on each element of the pa ckages including base salary , incentive compensation , and benefit programs The parent com pany CEO approved the compensation package for the organization ' s CEO and other officers w ith the concurrence of the governing body ( e g Board of Directors) PART VI, LINE 16B although we have no w ritten policy , WE SEEK PROFESSIONAL SERVICES AND ADVICES WHEN WE ENTER IN ANY JOINT VENTURES Part VI, Line 19 The company maintains public disclosure copies of its governing documents , conflict of ant erest policy and financial statements at its principal office These copies are available upon a written or in-person request for access Part XI, Line 9 Foreign Currency Conversion adjustment ($15,952,226) Part XII, Line 1 GSMA Limited's financial statements (and thus the Form 990 ) have been prepared under the historical cost convention PART XII, LINE 2C THE CONTROLS, COMPLIANCE, AND ETHICS COMMITTEE WAS LAUNCHED IN NOVEMBER 2014 ONE ROLE OF THIS COMMITTEE IS TO ASSIST IN OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS l efile GRAPHIC p rint - DO NOT PROCESS SCHEDULE R (Form 990) As Filed Data - DLN:93493047012496 OMB No 1545-0047 Related Organizations and Unrelated Partnerships 201 4 1- Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37. 1- Attach to Form 990. 1- Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990 . Department of the Treasury Internal Revenue Service Name of the organization GSMA Limited Employer identification number 20-4991061 Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33. (a) Name, address, and EIN (if applicable) of disregarded entity (b) Primary activity (c) Legal domicile (state or foreign country) (d) Total income (e) End-of-year assets (f) Direct controlling entity (1) GSM Media LLC 1000 Abernathy Road Suite 450 Atlanta, GA 30328 26-1151406 advertising GA 0 0 na (2) GSM Event Project Management AV R Maria Cristina S/N Palau De Congressos, Fira Barcelona SP 98-1139995 Event MGMT SP 2,608,287 1,501,857 na (3) GSM Conference Services LTD FLOOR 2 WALBROOK BLDG 25 WALBROOK London, England EC4N 8AF UK 98-1139992 Conferences UK 13,289,557 3,735,549 na (4) GSMA (Shanghai) Ltd 304c 3/f kerry parkside offices 1155 fangdian road, Shanghai 201204 CH Event Mgmt CH 7,216,310 5,145,679 na 08004 Identification of Related Tax-Exempt Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year. ( a) Name, address, and EIN of related organization (b) Primary activity (c) Legal domicile (state or foreign country) (d) Exempt Code section (e) Public charity status (if section 501(c)(3)) (f) Direct controlling entity (g) Section 512(b) (13) controlled entity? Yes No (1) GSM Association FLOOR 2 WALBROOK BLDG 25 WALBROOK London, England EC4N 8AF UK 98-0506316 Trade Assoc UK 501(c)(6) N/a na No (2) GSMA MOBILE FOR DEVELOPMENT FOUNDATION 1000 Abernathy Road Suite 450 Support Org GA 501(c)(3) Type 1 na No Atlanta, GA 30328 37-1552838 For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50135Y Schedule R (Form 990) 2014 Schedule R (Form 990) 2014 Page 2 Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year. (a) Name, address, and EIN of related organization (b) Primary activity (c) Legal domicile (state or foreign country) (d) Direct controlling entity (e) Predominant income(related, unrelated, excluded from tax under sections 512514) (f) (g) (h) (i) 0) Share of Share of Disproprtionate Code V-UBI General or total income end-of-year allocations? amount in box managing assets 20 of partner? Schedule K-1 (Form 1065) Yes No Yes (k) Percentage ownership No Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year. (a) Name, address, and EIN of related organization (b) Primary activity (c) Legal domicile (state or foreign country) (d) Direct controlling entity (e) Type of entity (C corp, S corp, or trust) (f) Share of total income (g) Share of end-ofyear assets (h) Percentage ownership (i) Section 512 (b)(13) controlled entity? 1,069,690 1,074,803 100 000 % No 224,473 283,144 100 000 % No Yes (1) GSMA BRASIL TELECOMUNICACOES LTDA digital advocacy BR GSM ASSOCIATION c corp DIGITAL ADVOCACY IN GSM ASSOCIATION C CORP No 17th floor av das nacoes unidas sao paulo 12551 BR (2) GSMA PRIVATE INDIA SERVICES LIMITED LEV 1 PARSVNATH TOWER BHAI VEER SINGH MARG, NEW DELHI 110001 IN Schedule R (Form 990) 2014 Schedule R (Form 990) 2014 ff^ Page 3 Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36. YesFNo Note . Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule 1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV? a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity No b Gift, grant, or capital contribution to related organization(s) No c Gift, grant, or capital contribution from related organization(s) No d Loans or loan guarantees to or for related organization(s) Yes e Loans or loan guarantees by related organization(s) Yes f Dividends from related organization(s) if No g Sale of assets to related organization(s) lg No h Purchase of assets from related organization(s) lh No No i Exchange of assets with related organization(s) li j Lease of facilities, equipment, or other assets to related organization(s) li No k Lease of facilities, equipment, or other assets from related organization(s) lk No - ll No lm No I Performance of services or membership or fundraising solicitations for related organization(s) m Performance of services or membership or fundraising solicitations by related organization(s) n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) In o Sharing of paid employees with related organization(s) to No p Reimbursement paid to related organization(s) for expenses lp Yes q Reimbursement paid by related organization(s) for expenses lq Yes r Other transfer of cash or property to related organization(s) lr Yes s Other transfer of cash or property from related organization(s) is Yes I 2 I No If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds (a) Name of related organization (b) Transaction type (a-s) (c) Amount involved (1) GSMA MOBILE FOR DEVELOPMENT FOUNDATION INC D 4,645,512 (2) GSMA MOBILE FOR DEVELOPMENT FOUNDATION INC E 3,464,703 (3) GSMA MOBILE FOR DEVELOPMENT FOUNDATION INC 0 648,801 (4) GSMA MOBILE FOR DEVELOPMENT FOUNDATION INC P 608,911 (5) GSMA MOBILE FOR DEVELOPMENT FOUNDATION INC Q 1,452,118 (d) Method of determining amount involved Schedule R (Form 990) 2014 Schedule R (Form 990) 2014 Page 4 Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37. Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization See instructions regarding exclusion for certain investment partnerships (a) Name, address, and EIN of entity (b) Primary activity (c) Legal domicile (state or foreign country) (d) Predominant income (related, unrelated, excluded from tax under sections 512514) (e) Are all partners section 501(c)(3) organizations? Yes No (f) Share of total income (g) Share of end-of-year assets (h) Disproprtionate allocations? Yes No (i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065) U) General or managing part ner? Yes (k) Percentage ownership No Schedule R (Form 990) 2014 Schedule R (Form 990) 2014 Page 5 Supplemental Information Provide additional information for responses to auestions on Schedule R (see instructions Return Reference Explanation Schedule R (Form 990) 2014