2024-10-30T10:55:39-04:00 2023-12-31 203934956 WHISMAN GIORDANO & ASSOCIATES LLC 111 CONTINENTAL DR STE 210 NEWARK DE 197134330 990 2023-01-01 820832288 DELAWARE INNOVATION SPACE INC DELA 3022008600 200 POWDER MILL ROAD BUILDING 500 WILMINGTON DE 19803 WILLIAM D PROVINE PRESIDENT AND CEO 3022008600 2024-08-28 true false JOSEPH V GIORDANO CPA P01249336 3022660202 2024-10-29 2023 2024-10-15 13:58:12Z WILLIAM D PROVINE 200 POWDER MILL ROAD BUILDING 500 WILMINGTON DE 19803 7341673 false X WWW.INNOVATIONSPACE.ORG X 2017 DE TO ACCELERATE FORMATION AND GROWTH OF SCIENCE BASED START UP BUSINESSES AND NEW VENTURES BY COLLABORATING WITH ENTREPRENEURS AND VISIONARIES AND GROWING A WORLD LEADING INDUSTRIALLY AND MARKET RELEVANT INNOVATION ECOSYSTEM WITH ACCESS TO STATE OF THE ART FACILITIES, PEOPLE, TOOLS, EQUIPMENT, TRAINING AND SERVICES. 7 6 0 0 1258539 1368800 3332531 4404365 458109 832111 981677 736397 6030856 7341673 0 0 0 0 0 6099311 6583253 6099311 6583253 -68455 758420 38897802 40091384 5667871 5919156 33229931 34172228 X TO ACCELERATE FORMATION AND GROWTH OF SCIENCE BASED START UP BUSINESSES AND NEW VENTURES BY COLLABORATING WITH ENTREPRENEURS AND VISIONARIES AND GROWING A WORLD LEADING INDUSTRIALLY AND MARKET RELEVANT INNOVATION ECOSYSTEM WITH ACCESS TO STATE OF THE ART FACILITIES, PEOPLE, TOOLS, EQUIPMENT, TRAINING AND SERVICES. false false 5100641 4404365 DISI PROVIDES ACCESS TO, AND WAS CREATED SPECIFICALLY IN RESPONSE TO THE STATE OF DELAWARE'S RECOGNITION OF THE NEED FOR, HIGH-QUALITY INCUBATION SERVICES AND EDUCATIONAL PROGRAMS FOR START-UP ENTERPRISES LOOKING TO LAUNCH OR GROW INNOVATIVE STEM INITIATIVES WITHIN DELAWARE TO MAKE DELAWARE'S COMMUNITIES STRONGER THROUGH RETENTION OF TALENTED INDIVIDUALS, INCREASED JOB OPPORTUNITIES, AND POSITIVE CHANGE IN THE STATE. 5100641 true true false false false false false false false false true false false false true true true false false false false false false false false false false false false true false false false false false false false false false false false false false false false false false true 0 0 false 0 false false false false false false false false X 7 6 false false false false false false false true true false false true true true true true true true true false DE X X WILLIAM PROVINE 3022008607 200 POWDER MILL ROAD WILMINGTON DE 19803 X DENNIS ASSANIS DIRECTOR/CHA 5.00 X X 0 0 0 ALEXA A DEMBEK DIRECTOR/SEC 5.00 X X 0 0 0 JEFFREY W BULLOCK DIRECTOR/TRE 5.00 X X 0 0 0 JON SHEEHAN DIRECTOR 2.00 X 0 0 0 ALEX KHUTORSKY DIRECTOR 2.00 X 0 0 0 JULIUS KORLEY DIRECTOR 2.00 X 0 0 0 WILLIAM D PROVINE PRESIDENT AN 40.00 X X 0 311431 90997 ALEX DULIN DIRECTOR, OP 40.00 X 0 211939 66282 HATTIE DUPLECHAIN DIRECTOR, LE 40.00 X 0 124225 52514 MARCIE REILLY DIRECTOR, EN 40.00 X 0 131875 56829 779470 266622 false true false ROSEANN ROSENTHAL CONSULTING 101440 1 448800 920000 1368800 EARLY STAGE INCUBATOR PROGRAM 561000 4069659 4069659 EQUIPMENT UTILILIZATION 561000 334706 334706 4404365 832111 832111 COLLABORATION REVENUE 712447 712447 OTHER INCOME 23950 23950 736397 7341673 5140762 832111 41742 33394 8348 42258 33806 8452 33570 26856 6714 205248 205248 70620 56496 14124 97471 77977 19494 2381740 1694846 686894 38128 38128 45000 36000 9000 984907 700860 284047 45192 36154 9038 COMP PAID BY OTHER ENTITY 1685923 1533773 152150 CONTRACT SERVICES 351925 351925 CREDIT LOSS 268452 268452 MISCELLANEOUS 180887 180887 110190 94291 15899 6583253 5100641 1482612 0 1307670 1233961 183523 88908 310000 239720 24307491 5167584 19009002 19139907 16113498 17710821 1974109 1678067 38897802 40091384 173648 608038 57988 62086 3000000 3000000 1995859 1714556 440376 534476 5667871 5919156 X 21734555 23661759 11495376 10510469 33229931 34172228 38897802 40091384 758420 183877 X false true X true false X 5058042 1382987 1031108 1258539 1368800 10099476 5058042 1382987 1031108 1258539 1368800 10099476 1493335 8606141 204286 104211 59569 458109 832111 1658286 11757762 27646541 0.73200 0.75430 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 14800000 2466667 12333333 9507491 2700917 6806574 19139907 ACCRUED EXPENSES 534476 534476 X 7525550 183877 183877 7341673 7341673 6583253 6583253 6583253 SCHEDULE D, PAGE 3, PART X THE ORGANIZATION IS EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE SECTION 501(C)(3). THE ORGANIZATION COMPLIES WITH OTHER INTERNAL REVENUE SERVICE REPORTING REQUIREMENTS REGARDING CONTRIBUTIONS RECEIVED AND PAYMENTS TO INDEPENDENT CONTRACTORS. ALTHOUGH THE ORGANIZATION IS NOT SUBJECT TO FEDERAL AND STATE INCOME TAXES, THE ORGANIZATION IS REQUIRED TO ADHERE TO ASC 740, "ACCOUNTING FOR INCOME TAXES,", WHICH APPLIES TO ALL ENTITIES INCLUDING THOSE THAT ARE TAX EXEMPT UNDER 501(C)(3). ASC 740 CLARIFIES THE ACCOUNTING AND REPORTING FOR INCOME TAXES WHERE INTERPRETATION OF THE TAX LAW MAY BE UNCERTAIN. ASC 740 PRESCRIBES A COMPREHENSIVE MODEL FOR THE FINANCIAL STATEMENT RECOGNITION, MEASUREMENT, PRESENTATION AND DISCLOSURE OF INCOME TAX UNCERTAINTIES WITH RESPECT TO POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN INCOME TAX RETURNS. MANAGEMENT HAS REVIEWED ITS CURRENT AND PAST FEDERAL INCOME TAX POSITIONS AND HAS DETERMINED, BASED ON CLEAR AND UNAMBIGUOUS TAX LAW AND REGULATIONS, THAT THE TAX POSITIONS TAKEN ARE CERTAIN AND THAT THERE IS NO LIKELIHOOD THAT A MATERIAL TAX ASSESSMENT WOULD BE MADE IF THE RESPECTIVE GOVERNMENT AGENCY EXAMINED TAX RETURNS SUBJECT TO AUDIT. ACCORDINGLY, NO PROVISION FOR THE EFFECTS OF UNCERTAIN TAX POSITIONS HAS BEEN RECORDED. CURRENTLY THE DECEMBER 31, 2020, 2021 AND 2022 TAX YEARS ARE OPEN AND SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE. HOWEVER, THE ORGANIZATION IS NOT CURRENTLY UNDER AUDIT, NOR HAS THE ORGANIZATION BEEN CONTACTED BY ANY JURISDICTION. ANY INTEREST AND PENALTIES RELATED TO INCOME TAXES WOULD BE RECORDED AS INCOME TAX EXPENSE. THERE ARE NO INTEREST AND PENALTIES AS OF DECEMBER 31, 2023 AND 2022. false false false false false false false false false WILLIAM D PROVINE PRESIDENT AND CEO 263238 48193 90997 402428 ALEX DULIN DIRECTOR, OPERATIONS 193007 18932 66282 278221 HATTIE DUPLECHAIN DIRECTOR, LEARNING 116725 7500 52514 176739 MARCIE REILLY DIRECTOR, ENGAGEMENT 126875 5000 56829 188704 SCHEDULE J, PART III DISI DOES NOT CURRENTLY EMPLOY PERSONS TO RUN ITS OPERATIONS, BUT HAS SEVERAL LEASED EMPLOYEES. WHEN DISI DETERMINES TO HIRE STAFF, IT WILL PAY ONLY REASONABLE AMOUNTS OF COMPENSATION SET UNDER GUIDELINES IN THIS POLICY. THE OBJECTIVES OF DISI'S EXECUTIVE AND STAFF COMPENSATION POLICIES WILL BE TO ATTRACT, RETAIN, MOTIVATE AND REWARD EXECUTIVES AND STAFF WHO CONTRIBUTE TO DISI'S SUCCESS IN FULFILLING ITS MISSION. ACCORDINGLY, DISI WILL CONSIDER THE FOLLOWING IN SETTING EXECUTIVE AND STAFF COMPENSATION: DISI WILL COMPENSATE EXECUTIVES AND STAFF FOR PERFORMANCE, SKILLS AND COMPETENCIES, DEVELOPMENT AND GROWTH, AND EFFECTIVE VISIBLE COMMITMENT TO DISI. DISI'S EXECUTIVE COMPENSATION SYSTEM WILL LIKELY INCLUDE A MIXTURE OF BASE SALARY, PERFORMANCE BONUS, AND RETIREMENT BENEFITS AS WELL AS MEDICAL, DENTAL AND/OR OTHER INSURANCE BENEFITS. DISI SHALL NOT MAKE LOANS TO DIRECTORS, EXECUTIVES, OR STAFF. DISI'S COMPENSATION SYSTEM WILL INCLUDE PERFORMANCE REVIEWS AND ADJUSTMENTS TO BASE SALARY AND BENEFITS BASED ON CHANGES IN THE MARKETPLACE (SUBJECT TO DISI' FINANCIAL CONSTRAINTS). ADJUSTMENTS TO INDIVIDUAL BASE PAY WILL BE BASED ON JOB PERFORMANCE INCLUDING GROWTH IN MASTERING JOB COMPETENCIES. ALL ADJUSTMENTS TO PAY WILL BE CONSISTENT WITH PRACTICE IN THE NON-PROFIT MARKETPLACE. ANY BONUS PAYMENTS WILL BE BASED ON PERFORMANCE REVIEW AND THE CURRENT FINANCIAL POSITION OF DISI. DISI'S COMPENSATION SYSTEM WILL BE LINKED TO A STRUCTURED PERFORMANCE MANAGEMENT SYSTEM, WITH IDENTIFIBALE INDIVIDUAL GROWTH AND DEVELOPMENT AS WELL AS PROFESSIONAL ACHIEVEMENT GOALS. THE GOALS WILL BE ACCOMPANIED BY IDENTIFICATION OF EFFECTIVE BENCHMARKS FOR MEASURING SUCCESS. DISI'S COMPENSATION SYSTEM SHOULD BE MARKET COMPETITIVE. GENERALLY, DISI WILL BASE COMPENSATION AS CLOSE AS POSSIBLE TO THE APPROPRIATE EXTERNAL MARKETPLACE. IN SETTING EXECUTIVE AND STAFF COMPENSATION, DISI MAY PERIODICALLY RETAIN THE SERVICES OF A PROFESSIONAL COMPENSATION CONSULTANT TO ASSESS THE REASONABLENESS OF THE COMPENSATION THAT WILL BE PAID TO DISI'S EXECUTIVES IN LIGHT OF THEIR DUTIES, QUALIFICATION, PERFORMANCE AND TIME COMMITMENT AND THE REASONABLENESS OF THE RANGES OF COMPENSATION THAT WILL BE PAID TO THE STAFF. THE DELAWARE INNOVATION SPACE (DISI) DOES NOT HAVE ANY DIRECT EMPLOYEES OR EMPLOYEES PAID BY THE ORGANIZATION. ALL PERSONNEL WHO WORK ON BEHALF OF DISI ARE LEASED FROM EITHER THE UNIVERSITY OF DELAWARE (UD) OR DUPONT. THESE LEASED EMPLOYEES ARE COMPENSATED DIRECTLY BY UD OR DUPONT AND DISI REIMBURSES THOSE ORGANIZATIONS FOR THE EXPENSE OF THOSE LEASED EMPLOYEES, AND AS SUCH THAT COMPENSATION IS LISTED IN THIS 990 AS BEING RECEIVED FROM A RELATED ORGANIZATION BASED ON THE CONTRACTUAL RELATIONSHIP THAT DISI HAS WITH DUPONT AND/OR UD FOR SUPPLYING SUCH PERSONNEL TO WORK IN SUPPORT OF THE ORGANIZATION'S MISSION. FORM 990 - ORGANIZATION'S MISSION TO ACCELERATE FORMATION AND GROWTH OF SCIENCE BASED START UP BUSINESSES AND NEW VENTURES BY COLLABORATING WITH ENTREPRENEURS AND VISIONARIES AND GROWING A WORLD LEADING INDUSTRIALLY AND MARKET RELEVANT INNOVATION ECOSYSTEM WITH ACCESS TO STATE OF THE ART FACILITIES, PEOPLE, TOOLS, EQUIPMENT, TRAINING AND SERVICES. FORM 990, PAGE 6, PART VI, LINE 11B PRIMARY RESPONSIBILITY FOR THE PREPARATION OF THE IRS FORM 990 RESTS WITH DISI'S AUDIT AND FINANCE COMMITTEE. THE CHAIR OF THE AUDIT AND FIANNCE COMMITTEE WILL WORK WITH AND RELY ON DISI'S ACCOUNTANTS IN PREPARING THE FORM 990. THE FORM 990 WILL BE PRESENTED AS A DRAFT TO DISI'S MANAGEMENT AND AUDIT AND FINANCE COMMITTEE FOR REVIEW PRIOR TO ITS FILING. THE AUDIT AND FINANCE COMMITTEE REVIEWS THE 990, AND THEN MAKES A RECOMMENDATION TO THE FULL BOARD ON THE FILING OF THE 990. THE COMMITTEE WILL COMPILE COMMENTS TO THE DRAFT FORM 990 AND SEND THEM TO DISI'S INDEPENDENT ACCOUNTANTS FOR POSSIBLE REVISION OF THE FORM 990, TO THE EXTENT DEEMED APPROPRIATE IN THEIR PROFESSIONAL JUDGEMENT. THE FINAL FORM 990 WILL BE SUBMITTED TO THE PRESIDENT AND THE COMMITTEE FOR APPROVAL BEFORE FILING. ONCE THE FINAL FORM 990 HAS BEEN APPROVED, DISI WILL FILE THE FINAL FORM 990 AS SOON AS REASONABLY PRACTICABLE AFTER RECEIVING THE SIGNED FORM 990, BUT IN NO EVENT LATER THAN (A) THE 15TH DAY OF THE FIFTH MONTH AFTER THE CLOSE OF DISI'S FISCAL YEAR, OR (B) THE EXTENDED DUE DATE OF THE RETURN. THE COMPLETED FORM 990 WILL BE SENT TO THE ENTIRE BOARD PRIOR TO FILING. FORM 990, PAGE 6, PART VI, LINE 12C PURPOSE: THE PURPOSE OF THE CONFLICT OF INTEREST POLICY IS TO PROTECT DELAWARE INNOVATION SPACE, INC'S ("DISI") INTEREST WHEN IT IS CONTEMPLATING ENTERING INTO A TRANSACTION OR ARRANGEMENT THAT MIGHT BENEFIT THE PRIVATE INTEREST OF AN OFFICER OR DIRECTOR OF DISI. THIS POLICY IS INTENDED TO SUPPLEMENT BUT NOT REPLACE ANY APPLICABLE STATE LAWS GOVERNING CONFLICTS OF INTEREST APPLICABLE TO NONPROFIT AND CHARTIABLE CORPORATIONS. DEFINITIONS: INTERESTED PERSON: ANY DIRECTOR, PRINCIPAL OFFICER, OR MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS, WHO HAS A DIRECT OR INDIRECT FINANCIAL INTEREST, AS DEFINED BELOW, IS AN INTERESTED PERSON. FINANCIAL INTEREST: A PERSON HAS A FINANCIAL INTEREST IF THE PERSON HAS, DIRECTLY OR INDIRECTLY, THROUGH BUSINESS, INVESTMENT OR FAMILY: A. AN OWNERSHIP OR INVESTMENT INTEREST IN ANY ENTITY WITH WHICH DISI HAS A TRANSACTION OR ARRANGEMENT, OR B. A COMPENSATION ARRANGEMENT WITH DISI OR WITH ANY ENTITY OR INDIVIDUAL WITH WHICH DISI HAS A TRANSACTION OR ARRANGEMENT, OR C. A POTENTIAL OWNERSHIP OR INVESTMENT INTEREST IN OR COMPENSATION ARRANGEMENT WITH, ANY ENTITY OR INDIVIDUAL WITH WHICH DISI IS NEGOTIATING A TRANSACTION OR ARRANGEMENT. COMPENSATION INCLUDES DIRECT AND INDIRECT REMUNERATION AS WELL AS GIFTS OR FAVORS THAT ARE SUBSTANTIAL IN NATURE. A FINANCIAL INTEREST IS NOT NECESSARILY A CONFLICT OF INTEREST. UNDER THE NEXT SECTION OF THIS POLICY, A PERSON WHO HAS A FINANCIAL INTEREST MAY HAVE A CONFLICT OF INTEREST IF THE APPROPRIATE BOARD COMMITTEE DECIDES THAT A CONFLICT OF INTEREST EXISTS. PROCEDURES: DUTY TO DISCLOSE: IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF HIS OR HER FINANCIAL INTEREST AND MUST BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS: AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST: A. AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE BOARD OR COMMITTEE MEETING, BUT AFTER SUCH PRESENTATION, HE/SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. B. THE CHAIR OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. C. AFTER EXERCISING DUE DILIGENCE, THE BOARD OR COMMITTEE SHALL DETERMINE WHETHER DISI CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. D. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE A RISE TO A CONFLICT OF INTEREST, THE BOARD OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN DISI'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO DISI AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. VIOLATIONS OF THE CONFLICT OF INTEREST POLICY: A. IF THE BOARD OR COMMITTEE HAS A REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE MEMBER OF THE BASIS FOR SUCH BELIEF AND AFFORD THE MEMBER THE OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. B. IF, AFTER HEARING THE RESPONSE OF THE MEMBER AND MAKING SUCH FURTHER INVESTIGATION AS MAY BE WARRANTED IN THE CIRCUMSTANCES, THE BOARD OR COMMITTEE DETERMINES THAT THE MEMBER HAS IN FACT FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. RECORDS OF PROCEEDINGS: THE MINUTES OF THE BOARD AND ALL COMMITTEES WITH BOARD-DELEGATED POWERS SHALL CONTAIN: A. THE NAMES OF THE PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE A FINANCIAL INTEREST IN CONNECTION WITH AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, THE NATURE OF THE FINANCIAL INTEREST, AND ANY COMMITTEE'S DECISION AS TO WHETHER A CONFLICT OF INTEREST IN FACT EXISTED. B. THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION THEREWITH. COMPENSATION: A. A VOTING MEMBER OF THE BOARD OF DIRECTORS WHO RECEIVES COMPENSATION, DIRECTLY OR INDIRECTLY, FROM DISI SERVICES IS PRECLUDED FROM VOTING ON MATTERS PERTAINING TO THAT MEMBER'S COMPENSATION. B. A VOTING MEMBER OF ANY COMMITTEE WHOSE JURISDICTION INCLUDES COMPENSATION MATTERS AND WHO RECEIVES COMPENSATION, DIRECTLY OR INDIRECTLY, FROM DISI FOR SERVICES IS PRECLUDED FROM VOTING ON MATTERS PERTAINING TO THAT MEMBER'S COMPENSATION. ANNUAL STATEMENTS: EACH DIRECTOR, PRINCIPAL OFFICER AND MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS THAT SUCH A PERSON: A. HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, B. HAS READ AND UNDERSTANDS THE POLICY, C. HAS AGREED TO COMPLY WITH THE POLICY, AND D. UNDERSTANDS THAT DISI IS A CHARITABLE ORGANIZATION AND THAT IN ORDER TO MAINTAIN ITS FEDERAL TAX EMEMPTION IT MUST ENGAGE PRIMARILY IN ACTIVITIES THAT ACCOMPLISH ONE OR MORE OF ITS TAX EXEMPT PURPOSES. PERIODIC REVIEWS: TO ENSURE THAT DISI OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES AND THAT IS DOES NOT ENGAGE IN ACTIVITIES THAT JEOPARDIZE ITS STATUS AS AN ORGANIZATION EXEMPT FROM FEDERAL INCOME TAX, PERIODIC REVIEWS SHALL BE CONDUCTED. THE PERIODIC REVIEWS SHALL, AT A MINIMUM, INCLUDE THE FOLLOWING SUBJECTS: A. WHETHER COMPENSATION ARRANGEMENTS AND BENEFITS ARE REASONABLE AND IS THE RESULT OF ARM'S-LENGTH BARGAINING. B. WHETHER PARTNERSHIPS, JOINT VENTURES, AND ARRANGEMENTS WITH MANAGEMENT ORGANIZATIONS CONFORM TO DISI'S WRITTEN POLICIES, ARE PROPERLY RECORDED, REFLECT REASONABLE INVESTMENT OR PAYMENTS FOR GOODS OR SERVICES, FURTHER CHARITABLE PURPOSES, AND DO NOT RESULT IN INUREMENT, IMPERMISSIBLE PRIVATE BENEFIT OR IN AN EXCESS BENEFIT TRANSACTION. USE OF OUTSIDE EXPERTS: WHEN CONDUCTING THE PERIODIC REVIEWS AS PROVIDED FOR ABOVE, DISI MAY, BUT NEED NOT, USE OUTSIDE ADVISORS. IF OUTSIDE EXPERTS ARE USED, THEIR USE SHALL NOT RELIEVE THE GOVERNING BOARD OF ITS RESPONSIBILITY FOR ENSURING PERIODIC REVIEWS ARE CONDUCTED. FORM 990, PAGE 6, PART VI, LINE 15A DISI DOES NOT CURRENTLY EMPLOY PERSONS TO RUN ITS OPERATIONS, BUT HAS SEVERAL LEASED EMPLOYEES. WHEN DISI DETERMINES TO HIRE STAFF, IT WILL PAY ONLY REASONABLE AMOUNTS OF COMPENSATION SET UNDER GUIDELINES IN THIS POLICY. THE OBJECTIVES OF DISI'S EXECUTIVE AND STAFF COMPENSATION POLICIES WILL BE TO ATTRACT, RETAIN, MOTIVATE AND REWARD EXECUTIVES AND STAFF WHO CONTRIBUTE TO DISI'S SUCCESS IN FULFILLING ITS MISSION. ACCORDINGLY, DISI WILL CONSIDER THE FOLLOWING IN SETTING EXECUTIVE AND STAFF COMPENSATION: DISI WILL COMPENSATION EXECUTIVES AND STAFF FOR PERFORMANCE, SKILLS AND COMPETENCIES, DEVELOPMENT AND GROWTH, AND EFFECTIVE VISIBLE COMMITMENT TO DISI. DISI'S EXECUTIVE COMPENSATION SYSTEM WILL LIKELY INCLUDE A MIXTURE OF BASE SALARY, PERFORMANCE BONUS, AND RETIREMENT BENEFITS AS WELL AS MEDICAL, DENTAL AND/OR OTHER INSURANCE BENEFITS. DISI SHALL NOT MAKE LOANS TO DIRECTORS, EXECUTIVES, OR STAFF. DISI'S COMPENSATION SYSTEM WILL INCLUDE PERFORMANCE REVIEWS AND ADJUSTMENTS TO BASE SALARY AND BENEFITS BASED ON CHANGES IN THE MARKETPLACE (SUBJECT TO DISI' FINANCIAL CONSTRAINTS). ADJUSTMENTS TO INDIVIDUAL BASE PAY WILL BE BASED ON JOB PERFORMANCE INCLUDING GROWTH IN MASTERING JOB COMPETENCIES. ALL ADJUSTMENTS TO PAY WILL BE CONSISTENT WITH PRACTICE IN THE NON-PROFIT MARKETPLACE. ANY BONUS PAYMENTS WILL BE BASED ON PERFORMANCE REVIEW AND THE CURRENT FINANCIAL POSITION OF DISI. DISI'S COMPENSATION SYSTEM WILL BE LINKED TO A STRUCTURED PERFORMANCE MANAGEMENT SYSTEM, WITH IDENTIFIBALE INDIVIDUAL GROWTH AND DEVELOPMENT AS WELL AS PROFESSIONAL ACHIEVEMENT GOALS. THE GOALS WILL BE ACCOMPANIED BY IDENTIFICATION OF EFFECTIVE BENCHMARKS FOR MEASURING SUCCESS. DISI'S COMPENSATION SYSTEM SHOULD BE MARKET COMPETITIVE. GENERALLY, DISI WILL BASE COMPENSATION AS CLOSE AS POSSIBLE TO THE APPROPRIATE EXTERNAL MARKETPLACE. IN SETTING EXECUTIVE AND STAFF COMPENSATION, DISI MAY PERIODICALLY RETAIN THE SERVICES OF A PROFESSIONAL COMPENSATION CONSULTANT TO ASSESS THE REASONABLENESS OF THE COMPENSATION THAT WILL BE PAID TO DISI'S EXECUTIVES IN LIGHT OF THEIR DUTIES, QUALIFICATION, PERFORMANCE AND TIME COMMITMENT AND THE REASONABLENESS OF THE RANGES OF COMPENSATION THAT WILL BE PAID TO THE STAFF. FORM 990, PAGE 6, PART VI, LINE 15B DELAWARE INNOVATION SPACE INC., USES A SIMILAR PROCESS FOR COMPANESATION OF OTHER OFFICERS AND KEY EMPLOYEES AS THE ORGANIZATION'S PROCESS FOR DETERMINING COMPENSATION FOR THE TOP MANAGEMENT OFFICIAL. FORM 990, PAGE 6, PART VI, LINE 19 GOVERNING DOCUMENTS ARE AVAILABLE BY REQUEST AT DISI'S OFFICE. FORM 990 IS ALSO AVAILABLE ON GUIDESTAR.ORG. FORM 990, PART VII THE DELAWARE INNOVATION SPACE (DISI) DOES NOT HAVE ANY DIRECT EMPLOYEES OR EMPLOYEES PAID BY THE ORGANIZATION. ALL PERSONNEL WHO WORK ON BEHALF OF DISI ARE LEASED FROM EITHER THE UNIVERSITY OF DELAWARE (UD) OR DUPONT. THESE LEASED EMPLOYEES ARE COMPENSATED DIRECTLY BY UD OR DUPONT AND DISI REIMBURSES THOSE ORGANIZATIONS FOR THE EXPENSE OF THOSE LEASED EMPLOYEES, AND AS SUCH THAT COMPENSATION IS LISTED IN THIS 990 AS BEING RECEIVED FROM A RELATED ORGANIZATION BASED ON THE CONTRACTUAL RELATIONSHIP THAT DISI HAS WITH DUPONT AND/OR UD FOR SUPPLYING SUCH PERSONNEL TO WORK IN SUPPORT OF THE ORGANIZATION'S MISSION.