Return of Organization Exempt From Income Tax OMB No 1545-0047 Form section 501(c 990 Under ), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung 2012 benefit trust or private foundation ) Department or the Treasury Open to Public organization may Internal Revenue Service ► The have to use a copy of this return to satisfy state reporting requirements Inspection A For the 2012 calendar year , or tax year beginning APR 1 2012 and ending MAR 31 2013 B Check if C Name of organization D Employer identification number applicable •- Echange GRAMEEN FOUNDATION USA Lchange Doing Business As 73-1502797 Ejretuan Number and street (or P 0. box if mail is not delivered to street address) Room/suite E Telephone number Elaeed'n 1101 15TH STREET NW 3RD F 202-628-3560 Amended return City, town, or post office, state, and ZIP code G Gross receipts $ 21 , 423 , 392 Applica- WASHINGTON , DC 2 0 0 0 5 H(a) Is this a group return pending F Name and address of principal officer ALEXANDER M. COUNTS for affiliates' 0 Yes ® No SAME AS ABOVE H(b) Are all affiliates Included =Yes = No I Tax-exempt status ® 501 ( c )( 3 ) 0 501 c 1 ( insert no. ) 4947 (a )( 1 ) or 0 527 If "No," attach a list (see instructions) Website WWW. GRAMEENFOUNDATION. J : 00, ORG H(c) Grou p exem ption number ► K Form of or anization: ® Corporation 0 Trust El Association El Other ► L Year of formation: 19 9 6 1 M State of le al domicile: 01 Part I Summary 1 Briefly describe the organization's mission or most significant activities TO ENABLE THE POOR, ESPECIALLY THE POOREST, TO CREATE A WORLD WITHOUT POVERTY. E 2 Check this box ► =if the organization discontinued its operations or disposed of more than 25% of its net assets 0 3 Number of voting members of the governing body (Part VI, line 1 a) 3 18 Number of independent voting members of the governing Q boa 4 body (Part VI, line 1 b) 4 17 5 Total number of individuals employed in calendar year 2012 (Part V, line 2a) 5 102 C 6 Total number of volunteers (estimate if necessary) 6 317 Q 7 a Total unrelated business revenue from Part VIII, column (C), line 12 7a 0. b Net unrelated business taxable income from Form 990-T, line 34 7b 0 . Q Prior Year Current Year 8 Contributions and grants (Part VIII, line 1 h) 12 , 010 630 • 10 , 685 613. 9 Program service revenue (Part VIII, line 2g) CD 3 , 832 , 652 . 7 I 993 , 748. LLJ 10 Investment income (Part VIII, column (A), lines 3, 4, atd 7d) 226 1 108 . 179 701. REC EIVED 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9 , 1 c d^?e W 31 , 518 • -170 862. Z 12 Total revenue - add lines 8 throu g h 11 must eq ual P II, column m 12) ^ Q 1 16 , 100 , 908 . 18 688 200. 13 Grants and similar amounts paid (Part IX, column (A), lid 14th 1 , 633 , 671. 850 , 231. Cl) 14 Benefits paid to or for members (Part IX, column (A), Il? _ 0 . 0 • w 15 Salaries, other compensation, employee benefits (Part IX, co f r t )r.nNs" 5-U)) 10 , 5 3 9 910. 11 , 262 , 936. 16a Professional fundraising fees (Part IX, column (A), line a 244 . 0 • X- b Total fundraising expenses (Part IX, column (D), line 25) 0- 221,453. w 17 Other expenses (Part IX, column (A), lines 11 a-11 d, 111f-24e) 8 568 , 778. 11 1 653 , 736. 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 20 , 742 , 603 . 23 , 766 , 903. 19 Revenue less expenses Subtract line 18 from line 12 -4 , 641 , 695 . -5 , 078 , 703. Be g innin g of Current Year End of Year cz 20 Total assets (Part X, line 16) 24 , 683 , 522 . 2 0 4 6 7 631. ¢^ 21 Total liabilities (Part X, line 26) 1 977 , 127 . 2 677 , 502. ^ 22 Net assets or fund balances Subtract line 21 from line 20 22 , 706 , 395. 1 17 , 790 , 129. ran II I signature [STOCK Under penalties of perjury, I declare at I have exa n d this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Decla atin f repave (o er than officer) is based on all information of which preparer has any knowle ge. V1 X10,4nn^ Sign Signature of offs r Here ALEXANDER M. COUNTS , PRES. & Type or print name and title Print/Type preparer's name Pre arer's s Paid r ^ kVwu CAM- Preparer Firm's name GELMAN , ROSENBERG & FRE Use Only Firm's address , 4550 MONTGOMERY AVE SUI BETHESDA , MD 20814-2930 May the IRS discuss this return with the p re parer shown above' see mstru 232001 12-10-12 LHA For Paperwork Reduction Act Notice , see the sep Form 990 2012 GRAMEEN FOUNDATION USA 73-1502797 Pag e 2 Part III Statement of Program Service Accomplishments Check If Schedule 0 contains a response to any question in this Part I I I 1 Briefly describe the organization's mission* TO ENABLE THE POOR, ESPECIALLY THE POOREST, TO CREATE A WORLD WITHOUT POVERTY. 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ? [:]Yes 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'? Yes ® No If "Yes," describe these changes on Schedule 0 4 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 4a (Code ) (Expenses $ 5 , 4 3 4 , 9 3 5 . including grants of $ 528,3 48 . ) (Revenue $ 844,607. FINANCIAL SERVICES -- GRAMEEN FOUNDATION (GF) PARTNERS WITH FINANCIAL INSTITUTIONS, TELECOM OPERATORS AND OTHER PROVIDERS TO CREATE AND SCALE FINANCIAL SERVICES FOR THE POOR. WE DEMONSTRATE HOW APPROPRIATELY DESIGNED FINANCIAL PRODUCTS CAN IMPROVE LIVES AND LIVELIHOODS BY REDUCING RISK, IMPROVING FINANCIAL SECURITY AND INCREASING INCOME. (FOR A DETAILED DESCRIPTION OF OUR FINANCIAL SERVICE ACCOMPLISHMENTS, PLEASE SEE SCHEDULE 0) 4b (Code ) (Expenses $ 6,396,702. including grants of $ ) (Revenue $ 7,149,141. ) INFORMATION ACCESS -- GF WORKS WITH GOVERNMENT AGENCIES, THE PRIVATE SECTOR AND CIVIL SOCIETY TO DEVELOP MOBILE SOLUTIONS TO BOTH IMPROVE HEALTH OUTCOMES FOR THE POOR AND EMPOWER FARMERS WITH RELEVANT, TIMELY AND ACTIONABLE INFORMATION AND FINANCIAL SERVICES. (FOR A DETAILED DESCRIPTION OF OUR INFORMATION ACCESS ACCOMPLISHMENTS, PLEASE SEE SCHEDULE 0) 4C (Code ) (Expenses $ 3, 733,510 . including grants of $ 87,500 . ) (Revenue $ POVERTY TOOLS -- GF HELPS POVERTY-FOCUSED ORGANIZATIONS IMPROVE THEIR OPERATIONS AND DEEPEN THEIR IMPACT BY PROVIDING FINANCING, MOBILE-BASED MANAGEMENT AND POVERTY MEASUREMENT TOOLS, SKILLED VOLUNTEERS, AND HUMAN CAPITAL RESOURCES. (FOR A DETAILED DESCRIPTION OF OUR POVERTY TOOLS ACCOMPLISHMENTS, PLEASE SEE SCHEDULE 0) 4d Other program services (Describe in Schedule O ) (Expenses $ 4, 255,229 . including grants of $ 2 3 4 , 3 8 3 . ) ( Revenue $ 4e Total program service expenses ► 19,820,376. Form 990 (2012) 232002 12-10-12 SEE SCHEDULE 0 FOR CONTINUATION(S) 2 14191121 745960 16995 2012 .05000 GRAMEEN FOUNDATION USA 169951 F 97 Page3 of Re Yes No 1 Is the organization described in section 501 (c)(3) or 4947(a)(1) (other than a private foundation)' If "Yes," complete Schedule A 1 I X 2 Is the organization required to complete Schedule B, Schedule of Contributors? 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office's If "Yes," complete Schedule C, Part 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 ll 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 Ill 6 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 6 X 7 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 lI 7 X 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets' If "Yes," complete Schedule D, Part III 8 X 9 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 X 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 10 X 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 Did the organization report an amount for land, buildings, and equipment in Part X, line 10' If "Yes," complete Schedule D, Part VI 11a X b 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 VII 11b X c Did the organization report an amount