Module 9: Citizen Action Card, Count the Seats
How to Map a 501(c)(3)’s Personnel-Overlap Interlock in Fifteen Minutes
CITIZEN ACTION CARD — Count the Seats
Shadow Patriots Action Library · Project Milk Carton
Pairs with Module 9: “Three Hats, One Head” — Personnel Overlap Coordination
You now know that interlocking directorates — the same officers, directors, and attorneys rotating across ostensibly independent nonprofits — are the coordination architecture of a sector. Legal. Visible on Form 990 Part VII, Schedule L, and Schedule R. Rarely audited as a network, because no single regulator’s job description includes “look at the people as the unit.”
This card teaches you how to take any 501(c)(3) in America, pull its Form 990, walk the three-document spine, cross-reference the names on LinkedIn, and — in fifteen minutes — score the density of the interlock. The edge list is the product. The diagram the regulators do not draw, you draw.
What a Personnel-Overlap Audit Looks Like on Paper
A personnel-overlap audit lives across five public sources. You need all five to see the full pattern.
Before you start, pull out a notebook or an index card. You need five fields per organization:
EIN — 9-digit federal employer identification number. Top of every Form 990.
Total revenue — Part I, line 12 of the 990. The scale number.
Count of Part VII listings — every officer, director, and key employee named.
Count of Schedule R related organizations — the org family tree.
Interlock score (0–5) — your own read, explained in the scoring section below.
Two organizations on one card. The comparison is the product.
The 15-Minute Personnel-Overlap Audit
Step 1 — Pull the Form 990
Go to ProPublica Nonprofit Explorer. The address is projects.propublica.org/nonprofits. Search the organization by name. Click the most recent filing year. Open the full Form 990 PDF.
You should be looking at a 30-to-80-page document. Scroll to page 2. That is where Part VII begins.
Step 2 — Read Part VII, Officers, Directors, Trustees, and Key Employees
Part VII lists every officer, director, and key employee above a compensation threshold. Each row has:
Name
Title
Average hours per week (or % of time)
Compensation from the organization
Compensation from related organizations
Other compensation
Write down every name. Write down the title. Flag any row that shows compensation from related organizations. That column is the hinge — it tells you the officer is paid by more than one entity in the family.
Step 3 — Read Schedule L, Transactions with Interested Persons
Schedule L appears later in the 990 — look for the schedule list in the table of contents. Most 990s have it.
Schedule L has four parts:
Part I — excess-benefit transactions
Part II — loans to or from interested persons
Part III — grants to interested persons
Part IV — business transactions involving interested persons
Read Part IV most carefully. If a director of the nonprofit also owns a consulting LLC, and the nonprofit paid that LLC, Part IV is where the transaction is supposed to appear. Write down:
Who
Dollar amount
Type of transaction
Nature of the interest (e.g., “director’s spouse is owner”)
Step 4 — Read Schedule R, Related Organizations
Schedule R is the organizational family tree. It has five parts. For our purposes the first two matter most:
Part I — related tax-exempt organizations (other 501(c)(3)s, 501(c)(4)s, trusts)
Part II — related organizations taxable as corporations (for-profit affiliates, LLCs)
Write down every entity name, its EIN, and its exempt status code (c3, c4, c6, etc.).
Step 5 — Cross-Reference Part VII Names on LinkedIn
Open a browser tab. For each name you wrote down in Part VII, search the name plus the organization on LinkedIn. Record every other organization the person lists as a current affiliation.
Look specifically for:
Board seats at other 501(c)(3)s
Senior-fellow or visiting-scholar affiliations at think tanks
For-profit consulting LLCs where they are listed as principal or managing director
Government appointments (past or current)
Political-campaign roles (past cycle)
This is the edge list. You now have a diagram.
Calculate the Interlock Score
One point each — if the answer is yes.
Three or more Part VII names show compensation from related organizations. (Multi-hat officers are the pattern.)
Schedule R lists three or more related tax-exempt organizations or taxable affiliates. (Organizational family is dense.)
At least two Part VII names, on LinkedIn, list current board seats at three or more additional nonprofits. (People are rotating at scale.)
Schedule L Part IV shows business transactions with interested persons above $100,000. (Related-party money is flowing.)
The same law firm, consulting firm, or accounting firm appears as counsel or contractor across three or more of the related organizations. (Back-office overlap is consolidating.)
Score bands
0–1 — normal nonprofit. Some overlap is expected and healthy.
2–3 — worth a second look. Map the edges. Compare against one other nonprofit in the same sector.
4–5 — structural interlocking directorate. The sector is not a collection of nominally independent organizations. The sector is the same fifty people with three hats each.
The score is not a verdict. It is a map.
Quick Reference: Personnel-Overlap Red Flags
Your Assignment
Option A — The Cluster Walk
Pick one of the umbrella fiscal sponsors you have seen in Modules 5 or 8. New Venture Fund, Hopewell Fund, Windward Fund, Tides, DonorsTrust, State Policy Network. Pull its most recent 990. Walk the five steps. Score the overlap. Do the same for two of its named sub-projects or affiliated entities. Compare the three Part VII rosters. Report the edges.
Option B — The Think-Tank Walk
Pick one 501(c)(3) think tank. AFPI, Heritage, Brookings, Center for American Progress, Hoover, Manhattan Institute, CAP — any well-funded policy shop. Pull its 990. Walk the five steps. On LinkedIn, cross-reference the top ten compensated individuals. Count the total number of outside board seats, senior-fellow affiliations, and consulting LLC principal roles held by those ten people. Report the density.
Option C — The Sector Walk
Pick one policy sector — immigration, energy, election integrity, child welfare, any issue area with multiple competing nonprofits. List the top five 501(c)(3)s active in the sector. Pull all five 990s. Identify any officer, director, or key employee who appears on more than one roster. Report the shared names.
Option D — The Interlock Letter
If any of the above audits returns a score of 4 or 5, draft a short letter to the charitable-registration authority in the state of principal operations for the organization, and to the appropriate congressional oversight subcommittee. Do not allege. Summarize the edges. The Part VII overlap. The Schedule R family. The Schedule L transactions. Ask one question: does this sector meet the working definition of independence that regulators currently rely on?
A Reminder About What This Card Is NOT
This card is not a legal opinion. An interlocking directorate is not, by itself, evidence of wrongdoing. It is not illegal. It is frequently unavoidable — experts in a given policy field will naturally serve on several boards in that field, and that expertise rotation is how institutional memory works.
The audit in this card is about structural visibility, not about allegation. A high interlock score documents that a specific sector — as disclosed in its own publicly filed Form 990s, on LinkedIn, and in state corporate records — functions, as a matter of personnel, as a tightly integrated network rather than as a collection of genuinely independent organizations. That fact is a reasonable basis for a citizen to ask a regulator, a reporter, or a representative whether the “nominally independent” claim the sector makes about itself withstands scrutiny.
Do not allege misconduct. Do not name individuals with claims you cannot prove from public filings. The edge list is the product. The reader who sees the diagram decides what to do with it.
Every citizen who reads one 990 makes the network one step more legible.
Shadow Patriots Action Library · Module 9 · Project Milk Carton · 501(c)(3) · EIN 33-1323547
Evidence standard: all claims verifiable through ProPublica Nonprofit Explorer, CourtListener, state corporate registration records, and LinkedIn. No private information required. No allegation of misconduct without documentary support.
