Council of Institutional Investors

Nonprofit profile at a glance

EIN
521380217
IRS 990 coverage
2010–2025
Forms available
Form 990 2025
Location
Washington, DC, USA
Phone
2028220800
Rating confidence
Limited

Official website

Reported finances

Revenue
$4,813,441
Expenses
$4,388,758
Assets
$13,947,253
Liabilities
$3,240,633

Source: IRS Form 990. Selected filing: tax year 2025. Amounts in USD.

Leadership & pay

26 people listed

Executive titles in this filing

  • ROBERT MCCORMICK (EXECUTIVE DIRECTOR)

Highest reported compensation

  • JEFF MAHONEY (GENERAL COUNSEL): $437,953 total reported compensation
  • ROBERT MCCORMICK (EXECUTIVE DIRECTOR): $358,376 total reported compensation
  • GLENN DAVIS (DEPUTY DIRECTOR): $303,844 total reported compensation

Source: IRS Form 990. Selected filing: tax year 2025. Names and roles reflect this filing, not necessarily current officeholders.

Overview

Mission

Educate/advocate for effective corporate governance and public company disclosure, strong shareholder rights and fair capital markets.

What it reported doing in 2025

Education and research: in 2025 cii hosted two private national conferences with more than 900 member attendees. Our conferences offer members opportunities to interact, exchange perspectives on corporate governance and other issues relevant to investors. The conferences offer options for members to host their own panel sessions, hold private engagement meetings, and include opportunities to interact, advocate and engage. Cii uses its member-approved corporate goverance policies as a basis to discuss issues of importance to each of our constituency groups. For the fifth year, cii co-hosted an in-person professional education program in partnership with nyu school of law's institute for corporate governance and finance.cii released more than 20 educational episodes on the "voice of corporate governance" podcast, and coordinated more than 20 educational webinars, on a wide range of topics related to corporate governance, shareholder rights and capital markets regulation and legislation. Cii published updates to our member comment opportunity tracker and other stewardship resources. Cii and the cii-ref were also cy pres recipients. In 2025 cii published "behind the veil: risks to chinese companies and the vie structure" as well as "proxy advisors and institutional investors: facts and clarifications".

Operating model

Revenue model
Earned-program. 93% of the money available for current operations came from fees and other program revenue.
Distribution model
Cannot be determined from the filing. The filing does not provide enough consistent spending detail to tell whether the nonprofit works directly or through others.

The verdict

- The available evidence is not sufficient to produce an overall rating for this filing. This is not a warning sign.

Rating breakdown

  • Financial Efficiency: NotEnoughData
  • Transparency & Controls: 90
  • Accountability: 95
  • Sustainability: 50
  • Growth: 60

Detailed rating inputs

Financial Efficiency

  • Mission deployment rate: Limited
  • Program expense ratio: Limited
  • Fundraising efficiency: Limited

Transparency & Controls

  • Consistency checks: 90.9%; rating input score 91; 7th percentile among comparable filings
  • Pay-setting controls: 5 of 6 controls in place; rating input score 83
    • Compensation committee: Pass
    • Independent consultant: Pass
    • Other Form 990s reviewed: Pass
    • Written employment contract: Missing
    • Compensation survey or study: Pass
    • Board or committee approval: Pass
  • Foreign activity oversight: Limited
  • Grant itemization coverage: Limited
  • Major donor itemization: Yes; rating input score 100
  • Related-party transparency: Limited

Accountability

  • Independent voting board: 100%; rating input score 100; 63rd percentile among comparable filings
  • Governance controls: 8 of 9 controls in place; rating input score 89
    • Conflict-of-interest policy: Pass
    • Whistleblower policy: Pass
    • Document-retention policy: Pass
    • CEO compensation review process: Pass
    • Other executive compensation review process: Fail
    • Form 990 shared with the board: Pass
    • Board meeting minutes documented: Pass
    • Audit committee oversight: Pass
    • Independent financial-statement audit: Pass

Sustainability

  • Operating margin: 8.8%; rating input score 53; 53rd percentile among comparable filings
  • Total-asset coverage ratio: 3.18; rating input score 72; 72nd percentile among comparable filings
  • Liabilities to assets ratio: 0.23; rating input score 32; 32nd percentile among comparable filings
  • Officer compensation ratio: 41.6%; rating input score 3; 3rd percentile among comparable filings

Growth

  • Program expense growth: Limited
  • Revenue growth: 3.1% per year; rating input score 100; 23rd percentile among comparable filings
  • Asset growth: 3% per year; rating input score 100; 22nd percentile among comparable filings

Details

  • Where the money goes: Financial trends and filed revenue, expense, asset, and liability detail
  • Governance: 15 of 15 board members independent · 8 of 9 filing controls reported
  • Programs: 2 filed program accomplishments
  • Leadership: top reported pay $438K · 26 people listed · 5 of 6 pay-setting controls reported
  • Consistency: 13 of 14 current checks pass · 1 finding to review
  • Schedules: 6 filed schedules · includes major donors and executive pay
  • Filing history: 16 filing years from 2010 to 2025
  • Contacts: How to reach this organization
  • Money network: 8 filed money-flow records
  • Related organizations: 1 filed related-organization link
  • Grant readiness: Federal tax and exclusion status, award history, and grant-maker relationships.
  • People: Everyone the filings name, and which of them the filings identify by more than a name.

Key Signals

Signals prioritize questions for review. They are not findings of misconduct.

  • Review — Transparency & Controls: Schedule R controlled transactions itemized did not reconcile in the filed values.
  • Review — Sustainability: Operating margin scored 53/100.
  • Review — Accountability: Governance controls: Other executive compensation review process not reported.
  • High — Sustainability: Officer compensation ratio scored 3/100.
  • Moderate — Sustainability: Liabilities to assets ratio scored 32/100.