MENTORKIDS USA FINANCIAL STATEMENTS YEAR ENDED MARCH 31, 2014

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FINANCIAL STATEMENTS YEAR ENDED MARCH 31, 2014

TABLE OF CONTENTS YEAR ENDED MARCH 31, 2014 ACCOUNTANTS COMPILATION REPORT 1 FINANCIAL STATEMENTS BALANCE SHEET 2 STATEMENT OF ACTIVITIES 3 STATEMENT OF FUNCTIONAL EXPENSES 4 STATEMENT OF CASH FLOWS 5 NOTES TO FINANCIAL STATEMENTS 6

ACCOUNTANTS COMPILATION REPORT Board of Directors MentorKids USA Scottsdale, Arizona We have compiled the accompanying balance sheet of MentorKids USA as of March 31, 2014 and the related statements of activities, functional expenses, and cash flows for the year then ended. We have not audited or reviewed the accompanying financial statements and, accordingly, do not express an opinion or provide any assurance about whether the financial statements are in accordance with accounting principles generally accepted in the United States of America. Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America and for designing, implementing, and maintaining internal control relevant to the preparation and fair presentation of the financial statements. Our responsibility is to conduct the compilation in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. The objective of a compilation is to assist management in presenting financial information in the form of financial statements without undertaking to obtain or provide any assurance that there were no material modifications that should be made to the financial statements. a Phoenix, Arizona August 6, 2014 An independent member of Nexia International (1)

BALANCE SHEET MARCH 31, 2014 ASSETS CURRENT ASSETS Cash and Cash Equivalents $ 24,298 Receivable 36,862 Prepaid Expenses 60 Total Current Assets 61,220 LONG TERM ASSETS Property and Equipment, Net 647 Intangible Assets, Net 2,830 Total Long Term Assets 3,477 Total Assets $ 64,697 LIABILITIES AND NET ASSETS CURRENT LIABILITIES Accounts Payable $ 13,903 Accrued Expenses 15,705 Total Liabilities 29,608 NET ASSETS Unrestricted 89 Temporarily Restricted 35,000 Total Net Assets 35,089 Total Liabilities and Net Assets $ 64,697 See accompanying Notes to Financial Statements. (2)

STATEMENT OF ACTIVITIES YEAR ENDED MARCH 31, 2014 Unrestricted Temporarily Restricted Total OPERATING SUPPORT AND REVENUE Contributions $ 358,029 $ - $ 358,029 Net Assets Released from Restriction 35,000 (35,000) - Total Operating Support and Revenue 393,029 (35,000) 358,029 OPERATING EXPENSES Program Services: Mentoring Programs 229,314-229,314 Support Services: Management and General 114,125-114,125 Fundraising 34,755-34,755 Total Support Services 148,880-148,880 Total Operating Expense 378,194-378,194 CHANGE IN NET ASSETS 14,835 (35,000) (20,165) Net Assets - Beginning (14,746) 70,000 55,254 NET ASSETS - END OF YEAR $ 89 $ 35,000 $ 35,089 See accompanying Notes to Financial Statements. (3)

STATEMENT OF FUNCTIONAL EXPENSES YEAR ENDED MARCH 31, 2014 Program Services Support Services Management Total and Support Mentoring General Fundraising Services Total Salaries and Wages $ 116,007 $ 41,336 $ 18,750 $ 60,086 $ 176,093 Payroll Tax 8,318 3,225 1,365 4,590 12,908 Benefits 16,548 11,777 3,660 15,437 31,985 Total Salaries, Wages, and Related Expenses 140,873 56,338 23,775 80,113 220,986 Professional and Outside Services 39,834 17,414 500 17,914 57,748 Bank Charges - 3,011-3,011 3,011 Insurance - 13,957-13,957 13,957 Fingerprinting and Background Checks 960 - - - 960 Fundraising Fees - - - - - Gifts and Recognition 173 321 9 330 503 Grants and Scholarships - 500-500 500 Match Activities 9,048 - - - 9,048 Program Events and Activities 12,417 368 1,905 2,273 14,690 Membership and Mileage 8,619 2,444 4,972 7,416 16,035 Miscellaneous 1,254 121-121 1,375 Rent - 10,928-10,928 10,928 Printing and Postage 425 624 1,696 2,320 2,745 Promotional Materials 406-1,898 1,898 2,304 Staff Development 131 254-254 385 Supplies 9,697 536-536 10,233 Telecommunications 1,704 7,309-7,309 9,013 Depreciation and Amortization 3,773 - - - 3,773 Total Expenses $ 229,314 $ 114,125 $ 34,755 $ 148,880 $ 378,194 See accompanying Notes to Financial Statements. (4)

STATEMENT OF CASH FLOWS YEAR ENDED MARCH 31, 2014 CASH FLOWS FROM OPERATING ACTIVITIES Change in Net Assets $ (20,165) Adjustments to Reconcile Change in Net Assets to Net Cash Provided by Operating Activities: Depreciation and Amortization 3,773 (Increase) Decrease in Assets: Pledges Receivable 33,138 Prepaid Expenses 120 Inventory - Increase (Decrease) in Liabilities: Accounts Payable 565 Accrued Expenses (1,422) Net Cash Provided by Operating Activities 16,009 NET INCREASE IN CASH AND CASH EQUIVALENTS 16,009 Cash and Cash Equivalents - Beginning of Year 8,289 CASH AND CASH EQUIVALENTS - END OF YEAR $ 24,298 See accompanying Notes to Financial Statements. (5)

NOTES TO FINANCIAL STATEMENTS MARCH 31, 2014 NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Activities MentorKids USA (the Organization) was formed in December 1996 under the laws of state of Arizona. The Organization s mission is to restore youth at risk of becoming chronic offenders, to youth with productive relationship with their families, communities and Creator through one-on-one mentoring. Financial Statement Presentation Net assets and revenues, gains and losses are classified based on donor imposed restrictions. Accordingly, net assets of the Organization and changes therein are classified and reported as follows: Unrestricted Resources over which the board of directors has discretionary control. These resources are not subject to donor-imposed stipulations. Temporarily Restricted Those resources subject to donor imposed restrictions which will be satisfied by actions of the Organization or passage of time. Temporarily restricted net assets received and expended in the same year are classified as unrestricted. Permanently Restricted Those resources subject to a donor imposed restriction that they be maintained permanently by the Organization. The donors of these resources permit the Organization to use all or part of the income earned, including capital appreciation, or related investments for unrestricted or temporarily restricted purposes. As of March 31, 2014, the Organization had only unrestricted and temporarily restricted net assets. Cash and Cash Equivalents For purposes of reporting cash flows, the Organization considers all highly liquid investments available for current use with an initial maturity of three months or less to be cash equivalents. At times the Organization s cash and cash equivalent balances may exceed federal deposit insurance limits. Pledges Receivable Unconditional promises to give that are expected to be collected within one year are recorded at their net realizable value. Unconditional promises to give that are expected to be collected in future years are recorded at the present value of their estimated future cash flows. An allowance is provided for pledges receivable when a pattern of uncollectibilty has occurred. Conditional promises to give are not included as support until such time as the conditions are substantially met. (6)

NOTES TO FINANCIAL STATEMENTS MARCH 31, 2014 NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Property and Equipment Property and equipment are stated at cost at date of acquisition or fair market value at date of donation in the case of donated property. Such donations are reported as unrestricted support unless the donor has restricted the donated asset to a specific purpose. Property and equipment is depreciated over the lives of the assets using the straight-line method. Leasehold improvements are depreciated over the shorter of the lease term or their useful life. Donated assets are carried at the approximate fair value of the date of donation. Intangible Assets Intangible assets consist of the costs to develop a trademark and website for the Organization. The total costs of the projects are amortized on a straight line basis. Contributions Unrestricted contributions are available for general organizational use and are recognized as unrestricted revenue. The Organization reports gifts of land, building and equipment, if any, as unrestricted support unless explicit donor stipulations specify how the donated assets must be used. Gifts of long-lived assets with explicit restrictions that specify how the assets are to be used and gifts of cash or other assets that must be used to acquire longlived assets are reported as restricted support. Absent explicit donor stipulations about how long those long-lived assets must be maintained, the Organization reports expiration of donor restrictions when the donated or acquired long-lived assets are placed in service. Contributions of cash and other assets are reported as temporarily restricted support if they are received with donor stipulations that limit the use of the donated assets. When a donor restriction expires, that is, when a stipulated time restriction ends or purpose restriction is accomplished, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. In-Kind Contributions Donated items are recorded at estimated fair value at date of receipt. Volunteers have donated 19,371 hours of time to the Organization s mentoring program. These volunteer hours have not been recorded in the financial statements as they do not qualify for recording under accounting standards guidelines. Functional Expenses Salaries and related expenses are allocated based on job descriptions and the best estimates of management. Expenses, other than salaries and related expenses, which are not directly identifiable by program or supporting service, are allocated on the best estimates of management. (7)

NOTES TO FINANCIAL STATEMENTS MARCH 31, 2014 NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. Tax Status The Organization is a tax-exempt Council under Section 501(c)(3) of the Internal Revenue Code and similar Arizona statutes. The Organization is not deemed a private foundation and contributions to the Organization are considered tax deductible. The Organization follows the income tax standard for uncertain tax positions. Under this standard, the Organization recognized no liability for uncertain tax positions. As of March 31, 2014, the Organization s fiscal year 2011 through 2013 tax returns are open for examination by the IRS. NOTE 2 PLEDGES RECEIVABLE Pledges receivable consist of the following at March 31, 2014: Receivable in Less than One Year $ 36,862 Receivable in One to Five Years - Total Pledges Receivable 36,862 Less: Allowance for Uncollectible Accounts - Net Pledges Receivable $ 36,862 NOTE 3 PROPERTY AND EQUIPMENT Property and equipment at March 31, 2014 consist of the following: Estimated Useful Lives Furniture and Equipment $ 4,150 3-5 years Less: Accumulated Depreciation (3,503) Property and Equipment, Net $ 647 (8)

NOTES TO FINANCIAL STATEMENTS MARCH 31, 2014 NOTE 4 INTANGIBLE ASSETS Intangible assets consist of the following as of March 31, 2014. Estimated Useful Lives Trademark $ 25,686 10 years Logo 957 10 years Database Software 11,375 10 years Website 5,883 10 years Total Intangible Assets 43,901 Less: Accumulated Amortization (41,071) Net Intangible Assets $ 2,830 NOTE 5 TEMPORARILY RESTRICTED NET ASSETS Temporarily restricted net assets consist of the following at March 31, 2014: South Phoenix Mentoring Alliance $ 35,000 Net assets were released from restriction when their purpose restriction (South Phoenix Mentoring Alliance) was met. NOTE 6 SIMPLE IRA PLAN The Organization established a savings incentive match plan for employees ( SIMPLE ) in 2002. The Organization matches full-time employee s elective contributions to the IRA account up to 3% of the employee s compensation. The Organization s expense for the plan during the year was $1,151. NOTE 7 LEASE COMMITMENTS The Organization leases office space on a month-to-month basis. Total rent expense was $10,928 for the year ended March 31, 2014. NOTE 8 CONCENTRATIONS During the year, the Organization received approximately 36% of its total contributions, from one donor. Another donor made up 95% of the pledges receivable at year end. (9)