Instructions for filing Michael & Susan Dell Foundation Amended Form 990PF - Return of Private Foundation for the period ended December 31, 2008

Transcription

1 Instructions for filing Michael & Susan Dell Foundation Amended Form 990PF - Return of Private Foundation for the period ended December 31, 2008 ************************* Signature... The amended return should be signed (using full name and title) and dated by an authorized officer of the organization. Filing... The signed return should be filed as soon as possible with... Department of the Treasury Internal Revenue Service Center Ogden, UT Additional Filing... Copies of the amended 990PF should also be sent to the Texas Attorney General's office at... Office of the Attorney General Charitable Trusts Section Financial and Tax Litigation Division P.O. Box Austin, T Overpayment of tax... There is no tax due with the amended return. To document the timely filing of your tax return(s), we suggest that you obtain and retain proof of mailing. Proof of mailing can be accomplished by sending the tax return(s) by registered or certified mail (metered by the U.S. Postal Service) or through the use of an IRS approved delivery method provided by an IRS designated private delivery service. *************************

2 Return of Private Foundation OMB or Section 4947(a)(1) nexempt Charitable Trust Department of the Treasury Treated as a Private Foundation Internal Revenue Service te: The foundation may be able to use a copy of this return to satisfy state reporting requirements. For calendar year 2008, or tax year beginning, 2008, and ending, 20 G Check all that apply: Initial return Final return Amended return Address change Name change Name of foundation A Employer identification number Form 990-PF Use the IRS label. Otherwise, print or type. See Specific Instructions. Number and street (or P.O. box number if mail is not delivered to street address) Room/suite B Telephone number (see page 10 of the instructions) P.O. BO (512) City or town, state, and ZIP code C If exemption application is pending, check here D 1. Foreign organizations, check here AUSTIN, T Foreign organizations meeting the H Check type of organization: Section 501(c)(3) exempt private foundation 85% test, check here and attach computation Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation E If private foundation status was terminated I Fair market value of all assets at end J Accounting method: Cash Accrual under section 507(b)(1)(A), check here of year (from Part II, col. (c), line Other (specify) F If the foundation is in a 60-month termination 16) $ 945,717,769. (Part I, column (d) must be on cash basis.) under section 507(b)(1)(B), check here Part I Analysis of Revenue and Expenses (The (d) Disbursements total of amounts in columns (b), (c), and (d) (a) Revenue and (b) Net investment (c) Adjusted net for charitable may not necessarily equal the amounts in expenses per income income purposes column (a) (see page 11 of the instructions).) books (cash basis only) 1 Contributions, gifts, grants, etc., received (attach schedule) if the foundation is not required to 2 Check attach Sch. B 3 Interest on savings and temporary cash investments 2,124,447. 2,124,390. STMT 1 4 Dividends and interest from securities 452, ,029. Revenue Operating and A dministrative Expenses 5 a Gross rents b Net rental income or (loss) 6 a Net gain or (loss) from sale of assets not on line 10 b Gross sales price for all assets on line 6a 100,707, Capital gain net income (from Part IV, line 2) 8 Net short-term capital gain 9 Income modifications 10 a Gross sales less returns and allowances b Less: Cost of goods sold c Gross profit or (loss) (attach schedule) 11 Other income (attach schedule) 12 Total. Add lines 1 through Compensation of officers, directors, trustees, etc. 14 Other employee salaries and wages 15 Pension plans, employee benefits 16a Legal fees (attach schedule) STMT 3 b Accounting fees (attach schedule) STMT 4 c Other professional fees (attach schedule) STMT 5 17 Interest 18 Taxes (attach schedule) (see page 14 of the instructions) ** 19 Depreciation (attach schedule) and depletion 20 Occupancy 21 Travel, conferences, and meetings 22 Printing and publications 23 Other expenses (attach schedule) STMT 7 24 Total operating and administrative expenses. Add lines 13 through Contributions, gifts, grants paid 26 Total expenses and disbursements. Add lines 24 and Subtract line 26 from line 12: a Excess of revenue over expenses and disbursements b Net investment income (if negative, enter c A djusted net income (if negative, enter -0-) For Privacy A ct and Paperwork Reduction A ct tice, see page 30 of the instructions. Form 990-PF (2008) JSA 8E MICHAEL & SUSAN DELL FOUNDATION AS AMENDED -8,231, ,695, ,767, ,654, ,636, ,113. 5,681, ,794. 1,287, , ,555. NONE 112, ,000. 1,964, ,608. 1,100, , , ,895. 1,130, ,921, , ,861, ,782, , ,437, ,503,841. ** STMT 6 371, STMT 2 371, ,842. 5,693,785. 1,269,967. NONE 448,026. NONE 84,868. 2,030,911. SEE 295,724. STATEMENT A 573, , ,196. 1,065,470. NONE 12,427, ,995,421. NONE 121,422, ,515. STMT 1A

3 Form 990-PF (2008) Attached schedules and amounts in the Part II Balance Sheets description column should be for end-of-year amounts only. (See instructions.) 1 Cash - non-interest-bearing 2 Savings and temporary cash investments 3 Accounts receivable A ssets Liabilities Net A ssets or Fund Balances 138,922. Less: allowance for doubtful accounts 4 Pledges receivable Less: allowance for doubtful accounts 5 Grants receivable 6 Receivables due from officers, directors, trustees, and other disqualified persons (attach schedule) (see page 15 of the instructions) 7 Other notes and loans receivable (attach schedule) Less: allowance for doubtful accounts 8 Inventories for sale or use 9 Prepaid expenses and deferred charges 10 a Investments - U.S. and state government obligations (attach schedule) b Investments - corporate stock (attach STMT 8 c Investments - corporate bonds (attach schedule) 11 Investments - land, buildings, and equipment: basis Less: accumulated depreciation (attach schedule) 12 Investments - mortgage loans 13 Investments - other (attach schedule) STMT 9 14 Land, buildings, and equipment: basis STMT 9A 7,895,217. Beginning of year 1,280,445,332. Less: accumulated (attach schedule) depreciation 3,091,540. 2,074, Other assets (describe STMT 10 ) 784, Total assets (to be completed by all filers - see the instructions. Also, see page 1, item I) 1,398,768, Accounts payable and accrued expenses 539, Grants payable 72,906, Deferred revenue 20 Loans from officers, directors, trustees, and other disqualified persons 21 Mortgages and other notes payable (attach schedule) 22 Other liabilities (describe STMT 11 ) 58,195, Total liabilities (add lines 17 through 22) Foundations that follow SFAS 117, check here and complete lines 24 through 26 and lines 30 and Unrestricted 25 Temporarily restricted 26 Permanently restricted Foundations that do not follow SFAS 117, check here and complete lines 27 through Capital stock, trust principal, or current funds 28 Paid-in or capital surplus, or land, bldg., and equipment fund 29 Retained earnings, accumulated income, endowment, or other funds 30 Total net assets or fund balances (see page 17 of the of the instructions) instructions) 31 Total liabilities and net assets/fund balances (see page 17 End of year Page 2 (a) Book Value (b) Book Value (c) Fair Market Value 102,936, , , ,227, ,227,845. 1,398,768, ,717,769. Part III A nalysis of Changes in Net A ssets or Fund Balances Total net assets or fund balances at beginning of year - Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year's return) 1 Enter amount from Part I, line 27a Other increases not included in line 2 (itemize) SEE STATEMENT 12 Add lines 1, 2, and 3 Decreases not included in line 2 (itemize) SEE STATEMENT 13 Total net assets or fund balances at end of year (line 4 minus line 5) - Part II, column (b), line JSA 8E AS AMENDED 293, , ,745, ,641,881. 1,267,126,863. 1,267,126, , ,922. 1,733,279. 1,733,279. 1,943,511. 1,943, ,182, ,182,176. 4,803,677. 4,803,677. 2,607,964. 2,607, ,717, ,717, , ,984, , ,960, ,757, ,757,656. 1,267,126, ,437, ,756. 1,144,972, ,214, ,757,656. Form 990-PF (2008)

4 Form 990-PF (2008) Capital Gains and Losses for Tax on Investment Income Part IV 1a b c d e (a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.) SEE PART IV SCHEDULE (e) Gross sales price (f) Depreciation allowed (or allowable) (g) Cost or other basis plus expense of sale a b c d e Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (i) F.M.V. as of 12/31/69 (j) Adjusted basis as of 12/31/69 (k) Excess of col. (i) over col. (j), if any a b c d e If gain, also enter in Part I, line 7 2 Capital gain net income or (net capital loss) If (loss), enter -0- in Part I, line Net short-term capital gain or (loss) as defined in sections 1222(5) and (6): If gain, also enter in Part I, line 8, column (c) (see pages 13 and 17 of the instructions). (b) How acquired P-Purchase D-Donation If (loss), enter -0- in Part I, line 8 3 Part V Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.) (c) Date acquired (mo., day, yr.) (h) Gain or (loss) (e) plus (f) minus (g) Page 3 (d) Date sold (mo., day, yr.) (l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col. (h)) 18,695,750. If section 4940(d)(2) applies, leave this part blank. Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? If "," the foundation does not qualify under section 4940(e). Do not complete this part. 1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries. (a) (b) (c) (d) Base period years Distribution ratio Calendar year (or tax year beginning in) Adjusted qualifying distributions Net value of noncharitable-use assets (col. (b) divided by col. (c)) ,491,007. 1,371,367, ,639,020. 1,256,772, ,973,217. 1,180,953, ,734,933. 1,136,856, ,200, ,129, Total of line 1, column (d) 2 3 Average distribution ratio for the 5-year base period - divide the total on line 2 by 5, or by the number of years the foundation has been in existence if less than 5 years 3 4 Enter the net value of noncharitable-use assets for 2008 from Part, line Multiply line 4 by line Enter 1% of net investment income (1% of Part I, line 27b) 6 7 Add lines 5 and Enter qualifying distributions from Part II, line ,005,184. If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions on page 18. JSA 8E Form 990-PF (2008) ,205,258, ,732, , ,087,413.

5 Form 990-PF (2008) Page 4 Part VI Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or see page 18 of the instructions) 1a Exempt operating foundations described in section 4940(d)(2), check here and enter "N/A" on line 1. Date of ruling letter: (attach copy of ruling letter if necessary - see instructions) b Domestic foundations that meet the section 4940(e) requirements in Part V, check 1 here and enter 1% of Part I, line 27b c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b) 2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 3 Add lines 1 and 2 4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0-6 Credits/Payments: a 2008 estimated tax payments and 2007 overpayment credited to a 755,753. b Exempt foreign organizations-tax withheld at source 6b NONE c Tax paid with application for extension of time to file (Form 8868) 6c NONE d Backup withholding erroneously withheld 6d 7 Total credits and payments. Add lines 6a through 6d Enter any penalty for underpayment of estimated tax. Check here 8 if Form 2220 is attached 9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed ,715. Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid Enter the amount of line 10 to be: Credited to 2009 estimated tax Refunded 11 Part VII-A Statements Regarding Activities 1a During the tax year, did the foundation attempt to influence any national, state, or local legislation or did it participate or intervene in any political campaign? 1a b Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of the instructions for definition)? 1b If the answer is "" to 1a or 1b, attach a detailed description of the activities and copies of any materials published or distributed by the foundation in connection with the activities. c Did the foundation file Form 1120-POL for this year? 1c d Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year: (1) On the foundation. $ NONE (2) On foundation managers. $ NONE e Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed on foundation managers. $ NONE Has the foundation engaged in any activities that have not previously been reported to the IRS? 2 2 If "," attach a detailed description of the activities. 3 Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles of incorporation, or bylaws, or other similar instruments? If "," attach a conformed copy of the changes 3 4a Did the foundation have unrelated business gross income of $1,000 or more during the year? 4a b If "," has it filed a tax return on Form 990-T for this year? 4b 5 Was there a liquidation, termination, dissolution, or substantial contraction during the year? If "," attach the statement required by General Instruction T. 6 Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either: By language in the governing instrument, or By state legislation that effectively amends the governing instrument so that no mandatory directions that conflict with the state law remain in the governing instrument? 6 7 Did the foundation have at least $5,000 in assets at any time during the year? If "," complete Part II, col. (c), and Part V. 7 8a Enter the states to which the foundation reports or with which it is registered (see page 19 of the instructions) T, b AS AMENDED If the answer is "" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney General (or designate) of each state as required by General Instruction G? If "," attach explanation 9 Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3) or 4942(j)(5) for calendar year 2008 or the taxable year beginning in 2008 (see instructions for Part IV on page 27)? If "," complete Part IV 9 10 Did any persons become substantial contributors during the tax year? If "," attach a schedule listing their names and addresses b 355, ,038. NONE 355, , ,715. Form 990-PF (2008) JSA 8E

6 Form 990-PF (2008) Page 5 Part VII-A 11 Statements Regarding Activities (continued) STMT 13A At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the meaning of section 512(b)(3)? If "," attach schedule (see page 20 of the instructions) 12 Did the foundation acquire a direct or indirect interest in any applicable insurance contract before August 17, 2008? Did the foundation comply with the public inspection requirements for its annual returns and exemption application? 13 Website address 14 The books are in care of ANN DEERING Telephone no Located at P.O. BO AUSTIN, T ZIP Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form Check here N/A and enter the amount of tax-exempt interest received or accrued during the year 15 Part VII-B 1a Statements Regarding A ctivities for Which Form 4720 May Be Required File Form 4720 if any item is checked in the "" column, unless an exception applies. During the year did the foundation (either directly or indirectly): (1) Engage in the sale or exchange, or leasing of property with a disqualified person? (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from) a disqualified person? (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? (5) Transfer any income or assets to a disqualified (or make any of either available for the benefit or use of a disqualified person)? (6) Agree to pay money or property to a government official? (Exception. Check "" if the foundation agreed to make a grant to or to employ the official for a period after termination of government service, if terminating within 90 days.) b If any answer is "" to 1a(1)-(6), did any of the acts fail to qualify under the exceptions described in Regulations section (d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)? 1b Organizations relying on a current notice regarding disaster assistance check here c Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts, that were not corrected before the first day of the tax year beginning in 2008? 1c 2 Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private operating foundation defined in section 4942(j)(3) or 4942(j)(5)): a At the end of tax year 2008, did the foundation have any undistributed income (lines 6d and 6e, Part III) for tax year(s) beginning before 2008? If "," list the years,,, b Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2) c 3a b AS AMENDED (relating to incorrect valuation of assets) to the year's undistributed income? (If applying section 4942(a)(2) to all years listed, answer "" and attach statement - see page 20 of the instructions.) If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.,,, Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at any time during the year? If "," did it have excess business holdings in 2008 as a result of (1) any purchase by the foundation or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3) the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine if the foundation had excess business holdings in 2008.) b Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2008? 4a Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes? 4a 11 2b 3b 4b x Form 990-PF (2008) JSA 8E

7 Part VII-B Statements Regarding A ctivities for Which Form 4720 May Be Required (continued) 5a During the year did the foundation pay or incur any amount to: (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? (2) Influence the outcome of any specific public election (see section 4955); or to carry on, directly or indirectly, any voter registration drive? Form 990-PF (2008) Page 6 b c AS AMENDED (3) Provide a grant to an individual for travel, study, or other similar purposes? (4) Provide a grant to an organization other than a charitable, etc., organization described in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see page 22 of the instructions) (5) Provide for any purpose other than religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals? If any answer is "" to 5a(1)-(5), did any of the transactions fail to qualify under the exceptions described in Regulations section or in a current notice regarding disaster assistance (see page 22 of the instructions)? Organizations relying on a current notice regarding disaster assistance check here If the answer is "" to question 5a(4), does the foundation claim exemption from the tax because it maintained expenditure responsibility for the grant? SEE STATEMENT 14 If "," attach the statement required by Regulations section (d). 6a Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? b Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? 6b If you answered "" to 6b, also file Form a At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? b If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? 7b Part VIII Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees, and Contractors 1 List all officers, directors, trustees, foundation managers and their compensation (see page 22 of the instructions). (b) Title, and average (c) Compensation (d) Contributions to (a) Name and address (e) Expense account, hours per week (If not paid, enter employee benefit plans other allowances devoted to position -0-) and deferred compensation 5b SEE STATEMENT 15 23, ,342. NONE 2 Compensation of five highest-paid employees (other than those included on line 1 - see page 23 of the instructions). If none, enter "NONE." (a) Name and address of each employee paid more than $50,000 (b) Title, and average hours per week devoted to position (c) Compensation (d) Contributions to employee benefit plans and deferred compensation (e) Expense account, other allowances SEE STATEMENT 16 1,354, ,813. NONE Total number of other employees paid over $50, Form 990-PF (2008) JSA 8E

8 Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees, and Contractors (continued) Form 990-PF (2008) Page 7 Part VIII 3 Five highest-paid independent contractors for professional services (see page 23 of the instructions). If none, enter "NONE." (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation SEE STATEMENT 17 1,724,412. Total number of others receiving over $50,000 for professional services Part I-A Summary of Direct Charitable Activities 5 List the foundation's four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses 1 SEE ATTACHED STATEMENT 17A 2 5,197, Part I-B Summary of Program-Related Investments (see page 23 of the instructions) Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and All other program-related investments. See page 24 of the instructions. 3 UJJIVAN FINANCIAL SERVICES - EQUITY INVESTMENT IN MICROFINANCE INSTITUTION TARGETING URBAN POOR ACROSS INDIA - THIRD ROUND 1,111,000. SWADHAAR FINSERVE PRIVATE LIMITED - EQUITY SUPPORT TO A START-UP MFI IN MUMBAI'S SLUMS: RENEWAL OF FUNDING SUPPORT 330,450. AROHAN - EQUITY INVESTMENT IN A START-UP URBAN MFI FOCUSING ON EAST INDIA. Total. Add lines 1 through 3 Amount 323,125. 1,764,575. Form 990-PF (2008) JSA 8E

9 Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see page 24 of the instructions.) Form 990-PF (2008) Page 8 Part 1 Fair market value of assets not used (or held for use) directly in carrying out charitable, etc., purposes: a Average monthly fair market value of securities 1a b Average of monthly cash balances 1b c Fair market value of all other assets (see page 24 of the instructions) 1c d Total (add lines 1a, b, and c) 1d e Reduction claimed for blockage or other factors reported on lines 1a and 1c (attach detailed explanation) 1e 2 Acquisition indebtedness applicable to line 1 assets 2 3 Subtract line 2 from line 1d 3 4 Cash deemed held for charitable activities. Enter 1 1/2 % of line 3 (for greater amount, see page 25 of the instructions) 4 5 Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line Minimum investment return. Enter 5% of line 5 6 Part I Distributable Amount (see page 25 of the instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here and do not complete this part.) 1 Minimum investment return from Part, line 6 1 2a Tax on investment income for 2008 from Part VI, line 5 2a 355,038. b Income tax for (This does not include the tax from Part VI.) 2b c Add lines 2a and 2b 2c 3 Distributable amount before adjustments. Subtract line 2c from line Recoveries of amounts treated as qualifying distributions 4 5 Add lines 3 and 4 6 Deduction from distributable amount (see page 25 of the instructions) 7 Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part III, line 1 Part II Qualifying Distributions (see page 25 of the instructions) 2 1 Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes: a Expenses, contributions, gifts, etc. - total from Part I, column (d), line 26 b Program-related investments - total from Part I-B Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc., purposes 3 Amounts set aside for specific charitable projects that satisfy the: a Suitability test (prior IRS approval required) b Cash distribution test (attach the required schedule) 4 Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part III, line 4 5 Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment income. Enter 1% of Part I, line 27b (see page 26 of the instructions) 6 Adjusted qualifying distributions. Subtract line 5 from line 4 te: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for the section 4940(e) reduction of tax in those years a 1b 2 3a 3b ,096,876, ,736,220. NONE 1,223,613,057. NONE 1,223,613, ,354,196. 1,205,258, ,262, ,262, , ,907, , ,279, ,279, ,422,498. 1,764,575. 3,818,111. NONE NONE 127,005, , ,650,146. Form 990-PF (2008) JSA 8E

10 Form 990-PF (2008) Undistributed Income (see page 26 of the instructions) Part III line 7 Undistributed income, if any, as of the end of 2007: a Enter amount for 2007 only 1 Distributable amount for 2008 from Part I, 2 b Total for prior years: 20,20, 20 3 Excess distributions carryover, if any, to 2008: a From 2003 b From 2004 c From 2005 d From 2006 e From 2007 f Total of lines 3a through e 4 Qualifying distributions for 2008 from Part II, line 4: $ 127,005,184. a Applied to 2007, but not more than line 2a b Applied to undistributed income of prior years (Election required - see page 26 of the instructions) c Treated as distributions out of corpus (Election required - see page 26 of the instructions) d Applied to 2008 distributable amount e Remaining amount distributed out of corpus 5 Excess distributions carryover applied to 2008 (If an amount appears in column (d), the same amount must be shown in column (a).) 6 Enter the net total of each column as indicated below: a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 b Prior years' undistributed income. Subtract line 4b from line 2b c Enter the amount of prior years' undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed amount - see page 27 of the instructions d Subtract line 6c from line 6b. Taxable e Undistributed income for Subtract line 4a from line 2a. Taxable amount - see page 27 of the instructions f Undistributed income for Subtract lines 4d and 5 from line 1. This amount must be distributed in Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (see page 27 of the instructions) instructions) 8 Excess distributions carryover from 2003 not applied on line 5 or line 7 (see page 27 of the 9 Excess distributions carryover to Subtract lines 7 and 8 from line 6a 10 Analysis of line 9: a Excess from 2004 b Excess from 2005 c Excess from 2006 d Excess from 2007 e Excess from ,493,986. (a) (b) (c) (d) Corpus Years prior to ,493, ,493, ,493, ,231,778. 4,231,778. Page 9 60,279, ,279,420. Form 990-PF (2008) JSA 8E

11 Private Operating Foundations (see page 27 of the instructions and Part VII-A, question 9) Form 990-PF (2008) Page 10 Part IV 1 a If the foundation has received a ruling or determination letter that it is a private operating foundation, and the ruling is effective for 2008, enter the date of the ruling b Check box to indicate whether the foundation is a private operating foundation described in section 4942(j)(3) or 4942(j)(5) 2 a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part for each year listed b 85% of line 2a c Qualifying distributions from Part II, line 4 for each year listed d Amounts included in line 2c not used directly for active conduct of exempt activities e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c 3 Complete 3a, b, or c for the alternative test relied upon: a "Assets" alternative test - enter: b c (1) Value of all assets (2) Value of assets qualifying under section 4942(j)(3)(B)(i) "Endowment" alternative testenter 2/3 of minimum investment return shown in Part, line 6 for each year listed "Support" alternative test - enter: (1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) (2) Support from general public and 5 or more exempt organizations as provided in section 4942 (j)(3)(b)(iii) (3) Largest amount of support from an exempt organization (4) Gross investment income Part V 1 a b Tax year AS AMENDED Prior 3 years (a) 2008 (b) 2007 (c) 2006 (d) 2005 NOT APPLICABLE (e) Total Supplementary Information (Complete this part only if the foundation had $5,000 or more in assets at any time during the year - see page 27 of the instructions.) Information Regarding Foundation Managers: List any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).) MICHAEL S. DELL List any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the ownership of a partnership or other entity) of which the foundation has a 10% or greater interest. N/A 2 a b c Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs: Check here if the foundation only makes contributions to preselected charitable organizations and does not accept unsolicited requests for funds. If the foundation makes gifts, grants, etc. (see page 28 of the instructions) to individuals or organizations under other conditions, complete items 2a, b, c, and d. The name, address, and telephone number of the person to whom applications should be addressed: SEE STATEMENT 18 The form in which applications should be submitted and information and materials they should include: ON-LINE APPLICATION Any submission deadlines: d JSA PLEASE REFER TO DELLSCHOLARS.ORG AND/OR MSDF.ORG Any restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other factors: 8E PLEASE REFER TO DELLSCHOLARS.ORG AND/OR MSDF.ORG Form 990-PF (2008)

12 Part V Supplementary Information (continued) 3 Grants and Contributions Paid During the Year or Approved for Future Payment Recipient Foundation status of Purpose of grant or contribution Name and address (home or business) recipient Form 990-PF (2008) Page 11 If recipient is an individual, show any relationship to any foundation manager or substantial contributor a Paid during the year SEE STATEMENT ,955,421. Amount Total 3a b Approved for future payment 108,955,421. SEE STATEMENT ,907,332. Total 3b 125,907,332. Form 990-PF (2008) JSA 8E

13 Form 990-PF (2008) Page 12 Part VI-A A nalysis of Income-Producing Activities Enter gross amounts unless otherwise indicated. 1 Program service revenue: a b c d e f Unrelated business income Excluded by section 512, 513, or 514 (a) (b) (c) (d) Business code Amount Exclusion code Amount g Fees and contracts from government agencies 2 Membership dues and assessments 3 Interest on savings and temporary cash investments 14 2,124, Dividends and interest from securities , Net rental income or (loss) from real estate: a Debt-financed property b t debt-financed property 6 Net rental income or (loss) from personal property 7 Other investment income 8 Gain or (loss) from sales of assets other than inventory 18-8,231, Net income or (loss) from special events 10 Gross profit or (loss) from sales of inventory 11 Other revenue: a b SEE UBI STATEMENT NONE NONE c d e 12 Subtotal. Add columns (b), (d), and (e) NONE 13 Total. Add line 12, columns (b), (d), and (e) 13 (See worksheet in line 13 instructions on page 28 to verify calculations.) Relationship of A ctivities to the Accomplishment of Exempt Purposes Part VI-B Line ,654,750. (e) Related or exempt function income (See page 28 of the instructions.) -5,654,750. Explain below how each activity for which income is reported in column (e) of Part VI-A contributed importantly to the accomplishment of the foundation's exempt purposes (other than by providing funds for such purposes). (See page 28 of the instructions.) NOT APPLICABLE JSA 8E Form 990-PF (2008)

14 06/13/2012

15 Form 5471 (Rev. December 2007) Information Return of U.S. Persons With Respect To Certain Foreign Corporations See separate instructions. Information furnished for the foreign corporation's annual accounting period (tax year required by Department of the Treasury Internal Revenue Service section 898) (see instructions) beginning, and ending Name of person filing this return A Identifying number MICHAEL & SUSAN DELL FOUNDATION Number, street, and room or suite no. (or P.O. box number if mail is not delivered to street address) P.O. BO City or town, state, and ZIP code AUSTIN Filer's tax year beginning D 01/01/2008, and ending 12/31/2008 Person(s) on whose behalf this information return is filed: 01/01/ /31/2008 T (1) Name (2) Address (3) Identifying number OMB Attachment Sequence B Category of filer (See instructions. Check applicable box(es)): 1 (repealed) C Enter the total percentage of the foreign corporation's voting stock you owned at the end of its annual accounting period % (4) Check applicable box(es) Shareholder Officer Director Important: Fill in all applicable lines and schedules. All information must be in English. All amounts must be stated in U.S. dollars unless otherwise indicated. 1a Name and address of foreign corporation b Employer identification number, if any ABDIEL QUALIFIED OFFSHORE PARTNERS, LTD FOREIGNUS QUEENSGATE HOUSE, 3RD FL, c Country under whose laws incorporated GEORGE TOWN, GRAND CAYMAN KY CJ CAYMAN ISLANDS d Date of incorporation e Principal place of business f Principal business activity code number g Principal business activity h Functional currency 12/27/2006 CJ O T H E R F I N A N C I A L V E H I C L E S USD 2 Provide the following information for the foreign corporation's accounting period stated above. a Name, address, and identifying number of branch office or agent (if any) b If a U.S. income tax return was filed, enter: in the United States (ii) U.S. income tax paid A B D I E L C A P I T A L A D V I S O R S, L L C P A R K A V E., S U I T E N E W Y O R K, N Y (i) Taxable income or (loss) (after all credits) c Name and address of foreign corporation's statutory or resident agent in d Name and address (including corporate department, if applicable) of country of incorporation person (or persons) with custody of the books and records of the foreign corporation, and the location of such books and records, if different C / O O G I E R F I D U C I A R Y S E R V I C E S ( C A Y M A N ) L I M I T E D A B D I E L C A P I T A L A D V I S O R S, L L C Q U E E N S G A T E H O U S E, S O U T H C H R U C H S T, P O B O , P A R K A V E L, S U I T E G R A N D C A Y M A N C J K Y N E W Y O R K, N Y Schedule A Stock of the Foreign Corporation (a) Description of each class of stock (b) Number of shares issued and outstanding (i) Beginning of annual accounting period (ii) End of annual accounting period CLASS A SERIES ,000. 9,359. CLASS A SERIES NONE CLASS A SERIES NONE CLASS S NONE 410,938. For Paperwork Reduction A ct tice, see instructions. Form 5471 (Rev ) JSA

16 Form 5471 (Rev ) Page 2 Schedule B U.S. Shareholders of Foreign Corporation (see instructions) (b) Description of each class of stock held by (c) Number of (d) Number of (e) Pro rata share (a) Name, address, and identifying shareholder. te: This description should match the shares held at shares held at of subpart F beginning of end of annual number of shareholder corresponding description entered in Schedule A, annual accounting income (enter as column (a). accounting period period a percentage) THE MICHAEL & SUSAN DELL FDN C/O MSD CAPITAL, 645 5TH AVE, 21ST FL, NEW YORK NY CLASS A SERIES ,000. 9,311. CLASS S NONE 408, Schedule C Income Statement (see instructions) Important: Report all information in functional currency in accordance with U.S. GAAP. Also, report each amount in U.S. dollars translated from functional currency (using GAAP translation rules). However, if the functional currency is the U.S. dollar, complete only the U.S. Dollars column. See instructions for special rules for DASTM corporations. Income Deductions Net Income Returns and allowances 1b Subtract line 1b from line 1a 1c Cost of goods sold Gross profit (subtract line 2 from line Dividends 1c) Interest Gross rents Gross royalties and license fees 6b Net gain or (loss) on sale of capital assets Other income (attach schedule) SEE STATEMENT 1 Compensation not deducted elsewhere Rents 11a Royalties and license fees 11b Interest Depreciation not deducted elsewhere Depletion Taxes (exclude provision for income, war profits, and excess profits taxes) 1 a Gross receipts or sales 1a b c a 6a b Total income (add lines 3 through 8) a b Other deductions (attach schedule - exclude provision for income, war profits, and excess profits taxes) SEE STATEMENT Total deductions (add lines 10 through 16) Net income or (loss) before extraordinary items, prior period adjustments, and the provision for income, war profits, and excess profits taxes (subtract line 17 from line 9) Extraordinary items and prior period adjustments (see Provision for income, war profits, and excess profits taxes (see instructions) Current year net income or (loss) per books (combine lines 18 through 20) 21 Functional Currency U.S. Dollars 73, , ,114, ,009,166. 2, , , ,200, ,200,134. Form 5471 (Rev ) JSA

17 Form 5471 (Rev ) Schedule E Income, War Profits, and Excess Profits Taxes Paid or Accrued (see instructions) U.S. (a) Name of country or U.S. possession A mount of tax (b) (c) (d) In foreign currency Conversion rate In U.S. dollars 8 Total Schedule F Balance Sheet Important: Report all amounts in U.S. dollars prepared and translated in accordance with U.S. GAAP. See instructions for an exception for DASTM corporations. A ssets (a) (b) SEE STATEMENT 2 SEE STATEMENT 2 1 Cash 1 2a Trade notes and accounts receivable 2a Beginning of annual accounting period End of annual accounting period b Less allowance for bad debts 2b ( ) ( ) 3 Inventories 3 4 Other current assets (attach schedule) 4 5 Loans to shareholders and other related persons 5 6 Investment in subsidiaries (attach schedule) 6 7 Other investments (attach schedule) 7 8a Buildings and other depreciable assets b Less accumulated depreciation 8b ( ) ( ) 9a Depletable assets b Less accumulated depletion 9b ( ) ( ) 10 Land (net of any amortization) Intangible assets: a Goodwill b Organization costs c Patents, trademarks, and other intangible assets d Less accumulated amortization for lines 11a, b, and c 11d ( ) ( ) 12 Other assets (attach schedule) Total assets 13 Liabilities and Shareholders' Equity 14 Accounts payable Other current liabilities (attach schedule) Loans from shareholders and other related persons Other liabilities (attach schedule) SEE STATEMENT Capital stock: a Preferred stock 18a b Common stock 18b 19 Paid-in or capital surplus (attach reconciliation) Retained earnings Less cost of treasury stock ( ) ( ) 22 Total liabilities and shareholders' equity 22 8a 9a 11a 11b 11c NONE 10,761,301. Page 3 NONE NONE 546,285. 6,014, ,761,301. 6,561,167. NONE 10,761, ,761, ,285. 6,014,882. 6,561,167. Form 5471 (Rev ) JSA

18 Form 5471 (Rev ) Page 4 Schedule G Other Information 1 During the tax year, did the foreign corporation own at least a 10% interest, directly or indirectly, in any foreign partnership? If "," see the instructions for required attachment. 2 During the tax year, did the foreign corporation own an interest in any trust? 3 During the tax year, did the foreign corporation own any foreign entities that were disregarded as entities separate from their owners under Regulations sections and (see instructions)? If "," you are generally required to attach Form 8858 for each entity (see instructions). 4 During the tax year, was the foreign corporation a participant in any cost sharing arrangement? During the course of the tax year, did the foreign corporation become a participant in any cost sharing arrangement? 5 Schedule H Current Earnings and Profits (see instructions) Important: Enter the amounts on lines 1 through 5c in functional currency. 1 Current year net income or (loss) per foreign books of account 1-4,200, Net adjustments made to line 1 to determine current earnings and profits according to U.S. financial and tax accounting standards (see instructions): a Capital gains or losses b Depreciation and amortization c Depletion d Investment or incentive allowance e Charges to statutory reserves f Inventory adjustments Net Additions Net Subtractions g Taxes h Other (attach schedule) STMT 3 1,325, Total net additions 1,325, Total net subtractions b DASTM gain or (loss) for foreign corporations that use DASTM (see instructions) c Combine lines 5a and 5b d Current earnings and profits in U.S. dollars (line 5c translated at the appropriate exchange rate as defined in section 989(b) and the related regulations (see instructions)) Enter exchange rate used for line 5d a Current earnings and profits (line 1 plus line 3 minus line 4) 5a Schedule I Summary of Shareholder's Income From Foreign Corporation (see instructions) 1 Subpart F income (line 38b, Worksheet A in the instructions) 1 2 Earnings invested in U.S. property (line 17, Worksheet B in the instructions) 2 3 Previously excluded subpart F income withdrawn from qualified investments (line 6b, Worksheet C in the instructions) 3 4 Previously excluded export trade income withdrawn from investment in export trade assets (line 7b, Worksheet D in the instructions) 4 5 Factoring income 5 6 Total of lines 1 through 5. Enter here and on your income tax return. See instructions 6 7 Dividends received (translated at spot rate on payment date under section 989(b)(1)) 7 8 Exchange gain or (loss) on a distribution of previously taxed income 8 Did any such income become unblocked during the tax year (see section 964(b))? Was any income of the foreign corporation blocked? If the answer to either question is "," attach an explanation. 5b 5c 5d -2,874, ,874, ,874,226. NONE NONE Form 5471 (Rev ) JSA

19 SCHEDULE J (Form 5471) (Rev. December 2005) Department of the Treasury Internal Revenue Service Name of person filing Form 5471 Accumulated Earnings and Profits (E&P) of Controlled Foreign Corporation A ttach to Form See Instructions for Form Identifying number MICHAEL & SUSAN DELL FOUNDATION Name of foreign corporation ABDIEL QUALIFIED OFFSHORE PARTNERS, LTD Important. Enter amounts in functional currency. AS AMENDED OMB (a) Post-1986 (b) Pre-1987 E&P (c) Previously Taxed E&P (see instructions) (d) Total Section Undistributed Earnings t Previously Taxed (sections 959(c)(1) and (2) balances) 964(a) E&P (post-86 section (pre-87 section (i) Earnings Invested (ii) Earnings Invested (combine columns in Excess Passive (iii) Subpart F Income 959(c)(3) balance) 959(c)(3) balance) in U.S. Property Assets (a), (b), and (c)) 1 Balance at beginning of year -74, ,854. 2a Current year E&P b Current year deficit in E&P 2,874, Total current and accumulated E&P not previously taxed (line 1 plus line 2a or line 1 minus line 2b) 4 Amounts included under section 951(a) or reclassified under section 959(c) in current year 5a Actual distributions or reclassifications of previously taxed E&P -2,949,080. b 6a Actual distributions of nonpreviously taxed E&P Balance of previously taxed E&P at end of year (line 1 plus line 4, minus line 5a) b Balance of E&P not previously taxed at end of year (line 3 minus line 4, minus line 5b) -2,949, Balance at end of year. (Enter amount from line 6a or line 6b, whichever is applicable.) -2,949, ,949,080. For Paperwork Reduction Act tice, see the Instructions for Form Schedule J (Form 5471) (Rev ) JSA

20 Transactions Between Controlled Foreign Corporation SCHEDULE M (Form 5471) OMB (Rev. December 2007) and Shareholders or Other Related Persons Department of the Treasury Internal Revenue Service A ttach to Form See Instructions for Form Name of person filing Form 5471 Identifying number MICHAEL & SUSAN DELL FOUNDATION Name of foreign corporation ABDIEL QUALIFIED OFFSHORE PARTNERS, LTD Important: Complete a separate Schedule M for each controlled foreign corporation. Enter the totals for each type of transaction that occurred during the annual accounting period between the foreign corporation and the persons listed in columns (b) through (f). All amounts must be stated in U.S. dollars translated from functional currency at the average exchange rate for the foreign corporation's tax year. See instructions. Enter the relevant functional currency and the exchange rate used throughout this schedule USD (a) Transactions of foreign corporation 1 Sales of stock in trade (inventory) 2 Sales of tangible property other than stock in trade 3 Sales of property rights (patents, trademarks, etc.) 4 Buy-in payments received 5 Cost sharing payments received 6 Compensation received for technical, managerial, engineering, construction, or like services 7 Commissions received 8 Rents, royalties, and license fees received 9 Dividends received (exclude deemed distributions under subpart F and distributions of previously taxed income) 10 Interest received 11 Premiums received for insurance or reinsurance 12 Add lines 1 through Purchases of stock in trade (inventory) 14 Purchases of tangible property other than stock in trade 15 Purchases of property rights (patents, trademarks, etc.) 16 Buy-in payments paid 17 Cost sharing payments paid 18 Compensation paid for technical, managerial, engineering, construction, or like services 19 Commissions paid 20 Rents, royalties, and license fees paid 21 Dividends paid 22 Interest paid 23 Premiums paid for insurance or reinsurance 24 Add lines 13 through Amounts borrowed (enter the (b) U.S. person filing this return (c) Any domestic corporation or partnership controlled by U.S. person filing this return (d) Any other foreign corporation or partnership controlled by U.S. person filing this return (e) 10% or more U.S. shareholder of controlled foreign corporation (other than the U.S. person filing this return) (f) 10% or more U.S. shareholder of any corporation controlling the foreign corporation maximum loan balance during the year) - see instructions NONE NONE NONE NONE NONE 26 Amounts loaned (enter the maximum loan balance during the year) - see instructions NONE NONE NONE NONE NONE For Paperwork Reduction A ct tice, see the Instructions for Form Schedule M (Form 5471) (Rev ) JSA NONE NONE NONE NONE NONE NONE AS AMENDED NONE NONE NONE NONE