Private Benefit and Inurement - Public Dollars Serving Private Interests: Independence Visitor Center Corporation ("IVCC") Appears to be Non-Compliant with Federal Regulations and Standards Governing a Non-Profit Corporation

National Park Service Senior Officials Have Overseen Non-Profit's Operations with Administrative, Operational and Financial Controls

On June 8, 2011, the Internal Revenue Service ("IRS") announced that approximately 275,000 organizations lost their tax-exempt status because they did not file legally required annual reports for three consecutive years. While the Independence Visitor Center Corporation ("IVCC") was not one of these 275,000 organizations, the IVCC's non-profit status should nonetheless be carefully scrutinized, investigated and audited because it appears that the IVCC has used charitable funds to make undisclosed lobbying expenditures, the IVCC has attempted to influence legislation without reporting it, and the IVCC has provided substantial private benefit to organizational insiders and other private companies doing business with the IVCC.

The IVCC has acted over a prolonged period in a manner that may call into question the legitimacy of its tax-exempt status. The IVCC appears to have submitted misleading information to the IRS that conceals the lobbying activities in which the IVCC has engaged. Furthermore, transactions and business relationships between the IVCC and other related parties suggest conflicts of interest and substantial private benefit and inurement. The IVCC’s lack of transparency also raises suspicion as to its tendency to work towards the public good. Not only does the IVCC seem to have engaged in a history of behavior to benefit private, for-profit parties over the public, but it appears that the IVCC has also used millions of dollars in public money to serve these private interests and to fight transparency.

It appears that the IVCC has been regularly engaging in activities that do not appear to meet the IRS standards set for tax-exempt educational organizations whereby there appear to be serious inconsistencies with its tax exempt purpose. From a Board of Directors which appears rife with conflicts of interest, perceived and/or real, to a business model that appears to substantially benefit private, for-profit enterprises, the IVCC appears to have betrayed its educational mission in the name of greater revenue and private gain over the public good. It also appears that there are numerous errors, omissions and/or misrepresentations by the IVCC with regard to its operations, disclosures and filings with the IRS and other government authorities. The IRS should investigate the IVCC and perform a critical assessment regarding the IVCC's compliance, or lack thereof, with the regulations governing non-profit organizations. To the extent that the IVCC is found to not be in compliance with IRS regulations governing non-profit companies, then the IRS should assess whether the IVCC can continue as a 501(c)(3) non-profit and determine what penalties, financial and/or otherwise, would be appropriate.

Independence Visitor Center Corporation ("IVCC") Appears to Have Engaged in Eight-Year Effort to Marginalize The Constitutional Walking Tour and Keep the Evidence Secret

The IVCC Has Spent at Least $515,626.00 on Legal Fees to Ballard Spahr over the Period from July 1, 2003 to June 30, 2010

Overview
On July 21, 2003, Bill Moore, President and CEO of the Independence Visitor Center Corporation ("IVCC"), sent a critical evaluation of The Constitutional Walking Tour of Philadelphia ("The Constitutional") to Pennsylvania Governor Ed Rendell allegedly in response to a request from the Office of the Governor ("2003 Memorandum"). The 2003 Memorandum was finally revealed by the Office of the Governor on July 26, 2011 after a lengthy legal battle spearheaded at least in part by the IVCC. In the 2003 Memorandum, Mr. Moore revealed his apparent dislike for The Constitutional since Mr. Moore appears to have perceived The Constitutional as a threat:

"My conclusions on this tour are as follows: ... Copycat idea - not unique to Philadelphia - difficult to separate the product from the Boston [Freedom Trail] experience ... would be confusing to customers ... Philadelphia is almost over-burdened with disjointed products that consumers find hard to understand and use." (emphasis added)

In stark contrast to Mr. Moore's conclusions, The New York Times published a supportive Travel Advisory article about The Constitutional Walking Tour on October 26, 2003 in which it stated:

"A new walking tour of Philadelphia [The Constitutional] helps visitors find their way to sites relating to the city's history and its key role in the creation of the United States.The self-guided, three-mile tour, the Constitutional, features more than 30 historical sites, including churches, museums, former taverns and old hospitals."

Wasted Pennsylvania Taxpayer Dollars: The Independence Visitor Center Corp. ("IVCC") is not a "Tourism Promotion Agency" ("TPA")

Millions of Taxpayer Dollars Spent by The IVCC May Have Violated Permitted Uses of TPA Funds Including For Patronage Pay To Politically Connected "Key Employee" Who Now Works for The IVCC

In an effort to reduce budget shortfalls, Pennsylvania Governor Tom Corbett released a proposed 2011-2012 budget that "includes a 70% reduction in state funding for tourism marketing and promotion." On May 27, 2011, the Philadelphia Business Journal reported,

"Facing a $1 billion budget shortfall, Corbett hopes to save $5.5 million by eliminating the so-called Tourism Promotion Assistance distributed through 49 regional tourism-promotion agencies statewide. The money is used for television-and-print advertising, digital communication and other marketing."

As sacrifices are being made across the board to adapt to reduced funds, hopefully the Commonwealth's limited tourism promotion resources are not being used to continue supporting the unjust actions undertaken by the Independence Visitor Center Corporation ("IVCC"), a taxpayer supported public charity which operates the Independence Visitor Center, a Federal facility.

Tourism Promotion Agency Funding to the IVCC
From 2002 to 2009, the IVCC has received approximately $2.9 million of state taxpayer dollars from Tourism Promotion Agency ("TPA") funds allocated under the Tourism Promotion Assistance Grant Program to the Philadelphia Convention and Visitors Bureau ("PCVB"). Disconcertingly, such redistribution of tax dollars to the IVCC may have violated the permitted uses of those TPA funds and could therefore have potentially constituted the illegitimate and wasteful appropriation of public money.

Guidelines from the Pennsylvania Department of Community & Economic Development
The Pennsylvania Department of Community & Economic Development (“DCED”) published detailed guidelines entitled "Pennsylvania Tourism Office Grant Programs for Destination Marketing Organizations" ("Grant Program Guidelines"). According to the March 2010 release of these Grant Program Guidelines, the Tourism Promotion Act “establishes two grant programs that focus on local and regional marketing – the Tourism Promotion Assistance Grant Program and the Regional Marketing Partnership Grant Program.”

As a Tourism Promotion Agency, PCVB likely receives funds from the Tourism Promotion Assistance Grant Program, while the Greater Philadelphia Tourism Marketing Corporation (“GPTMC”) appears to be the Philadelphia recipient of the Regional Marketing Partnership Grant Program.

Appendix F of the Grant Program Guidelines lists Eligible and Non-Eligible Expenses for the grant funds (pages 39-40). While the reallocation of grant funds is not expressly covered, the delineation of Eligible Expenses emphasizes marketing-related expenditures. The Grant Program Guidelines repeatedly stress this marketing focus for the Grant Program funds.

In the “Introduction,” the Grant Program Guidelines state, “While we face significant economic challenges in 2010 the grant programs for Destination Marketing Organizations [i.e., PCVB] will continue to invest in tourism marketing and product development.” In Section I, Point A: Purpose of the Tourism Promotion Act, the Grant Program Guidelines explicitly state, “The purpose of the Tourism Promotion Act (Appendix A) is to support local and regional Destination Marketing Organizations in their efforts to market and promote tourism.”

As per the Grant Program Guidelines, eligibility to receive TPA funds is limited such that “only designated TPA’s may receive grants under the Tourism Promotion Assistance Grant Program.” “Pennsylvania has 49 designated destination marketing organizations that are eligible to participate in the Tourism Promotion Assistance grant program.” PCVB is a designated TPA. However, the IVCC is not, and has never been, designated as a Tourism Promotion Agency!

National Park Service Has Infringed on the Second Amendment in Philadelphia

The Secretary of the Interior and the National Park Service Have Abused Their Management Discretion at America’s Birthplace in Philadelphia – Home of Where the Second Amendment was Adopted in 1791

The Secretary of the Department of the Interior ("DOI"), acting through the National Park Service ("NPS"), has acted randomly and arbitrarily, and in turn has restricted various Constitutional rights, including those of the Second Amendment, at Independence National Historical Park ("INHP"), a unit of the NPS, in Philadelphia. Just two months after the Federal law governing possession of firearms inside a National Park changed on February 22, 2010, the Secretary of the Interior entered into a statutorily authorized, detailed and long-term Operating Agreement between the United States Department of the Interior - National Park Service and the Independence Visitor Center Corporation ("Operating Agreement") dated April 26, 2010.

This matter is a significant public policy issue for those concerned about Civil Rights, and as such various groups should take action including the National Rifle Association ("NRA") and the NRA's Institute for Legislative Action, especially since this is happening in the shadow of Independence Hall where the Second Amendment was adopted in 1791.

Overview
According to the Operating Agreement, the NPS has placed random and arbitrary limitations on the Second Amendment. Specifically, Section C.20 (page 16) of the Operating Agreement, "Marketing Partnerships and Commercial Activities Undertaken by Third-Parties," states,

"Further, the IVCC [Independence Visitor Center Corporation] agrees that it will not enter into a marketing partnership or agreement with any individual or entity who sells, distributes or trades in, or who is otherwise clearly associated with, alcohol, tobacco, firearms or pornographic material, nor will it enter into any marketing partnership or agreement requiring actions on federal property which may result in a violation of the Establishment Clause of the Constitution." (emphasis added)

It appears that the Secretary of the Interior, acting through the National Park Service's Northeast Regional Director Dennis Reidenbach, is now legislating through the NPS’s unfettered management discretion at INHP. To that end, it makes no sense that the NPS has placed these arbitrary restrictions on its "partner," the Independence Visitor Center Corporation. Instead of exercising the NPS's discretion to create new rules that violate clearly established Constitutional rights, the NPS should simply follow the laws already in place for the management and operation of National Parks, including those laws governing concessions and commercial operations at National Parks. For the record, the signatories on the Operating Agreement are Mr. Reidenbach acting on behalf of Interior Secretary Ken Salazar and James J. Cuorato, President and CEO of the Independence Visitor Center Corporation.

Independence National Historical Park Background
Independence National Historical Park ("INHP") is America’s Birthplace. "The park represents the founding ideals of the nation and is a national and international symbol of democracy and liberty." The Bill of Rights was adopted in 1791 in INHP, and Independence Park has a distinct and singular association with the right of assembly, the right of free speech, the right to petition the government and the right to keep and bear arms.

The Independence Visitor Center Corporation ("IVCC") Appears to Peddle Influence by Offering to Sell a Seat on the IVCC’s Board of Directors to a For-Profit Company

For $125,000.00, “A Seat on the IVCC Board of Directors for a Commerce Bank Executive.”

From 2000 to the present, the Independence Visitor Center Corporation ("IVCC") has touted its Board of Directors, which has had an impressive array of powerful and connected individuals including the Director of the National Park Service ("NPS"), a Managing Director with the Pew Charitable Trusts, the President & CEO of the Center City District, a Deputy Vice Dean of The Wharton School of the University of Pennsylvania, the Mayor of Philadelphia, a representative for the Governor of Pennsylvania and the Governor of Pennsylvania's former Chief of Staff.

The Federal and state funded Independence Visitor Center Corporation operates the Independence Visitor Center ("IVC") at Independence National Historical Park ("INHP"), a unit of the NPS, in Philadelphia.   The IVC is owned and operated by the United States of America - National Park Service, which then sub-contracts with the IVCC, a taxpayer supported public charity, to manage the IVC.

In a 2004-2007 sponsorship proposal that the IVCC developed entitled, “Commerce Bank’s Partnership with the Independence Visitor Center Corporation,” the IVCC appears to have proposed a $125,000.00 three-year promotional sponsorship agreement to Commerce Bank, a for-profit company.

Given the clandestine nature of the IVCC, we do not know what was agreed upon between the IVCC and Commerce Bank, but suffice it to say that Commerce Bank has been one of the long-term paid-for sponsors of the IVCC as evidenced by its Commerce Bank branded ATM in the main entrance (now a TD Bank ATM, since TD Bank acquired Commerce in March 2008), Commerce Bank signage at the IVC, Commerce Bank promotions at the IVC and INHP, Commerce Bank logo and ad on the backs of IVC sold tickets, Commerce Bank logo on the IVC Web site, Commerce Bank promotion on the IVCC's Facebook page, etc. (all similar to what was outlined in the proposal entitled "Commerce Bank’s Partnership with the Independence Visitor Center Corporation").

Lack of Diversity on the Taxpayer Funded Independence Visitor Center Corporation's Board of Directors

Of the 18 Members of the Independence Visitor Center Corporation's ("IVCC") Board of Directors, the IVCC Appears to Have 16 White Directors, 2 Black Directors, and Zero Directors of Either Hispanic or Asian Origin

The Independence Visitor Center Corporation ("IVCC") operates the Independence Visitor Center ("IVC") at Independence National Historical Park ("INHP"), a unit of the National Park Service ("NPS"), in Philadelphia. The IVC is owned and operated by the United States of America - National Park Service, which then has sub-contracted with the IVCC, a taxpayer supported 501(c)(3) public charity, to manage the IVC. Some of the most important moments in American history transpired at INHP: the drafting and signing of the Declaration of Independence and the drafting, debating and signing of the Constitution of the United States.

The Independence Visitor Center itself is situated just across the street from the Liberty Bell Center, which houses the iconic Liberty Bell that has come to symbolize America's freedom for many different groups: the early patriots, the abolitionists, those fighting for women's suffrage, and many seeking freedom throughout the world. As the gateway to INHP -- the place where America's freedom was established and where this great melting pot of diversity was born -- the IVCC should be quite cognizant of maintaining a governing Board of Directors that represents the great diversity of Philadelphia and America as a whole. Unfortunately, the IVCC has instead created an insular and homogeneous Board of Directors that does not reflect the diverse constituent base which funds the IVCC and which the IVCC serves.

Support Job Creators & Target Austerity Measures by Eliminating Federal Funding to the Independence Visitor Center Corporation

Save Almost $1.0 Million Per Year in Wasteful Federal Funding of the Independence Visitor Center Corporation in Philadelphia

On April 15, 2011, President Obama signed the Fiscal Year 2011 appropriations Continuing Resolution ("CR") (PL 112-10) that has kept the Federal government operational for the next six months, ending a long national dispute over Fiscal Year 2011 spending. The CR will reduce the budgets of the National Park Service ("NPS") by millions of dollars including NPS operations by $7.0 million, construction by $30.0 million and recreation and preservation by $10.0 million (source: National Park Service Hospitality Association). Hopefully, the NPS responds to this budget decrease with greater honesty than it displayed in the past when it came to previous rounds of budget cuts.

As both Democrats and Republicans negotiate spending priorities and identify wasteful pork to be cut, both now and in future budgets, the Federally funded Independence Visitor Center Corporation ("IVCC"), which operates the Independence Visitor Center ("IVC") at Independence National Historical Park ("INHP"), a unit of the NPS, in Philadelphia would be a sensible, prudent and symbolic target for austerity measures. The IVC is owned and operated by the United States of America - National Park Service, which then sub-contracts with the IVCC, a taxpayer supported public charity, to manage the IVC that is staffed by NPS rangers. From November 19, 2001 to April 26, 2010, the IVCC's operation of the Independence Visitor Center was governed by the NPS's Special Use Permit through which the IVCC managed the IVC "subject to the supervision of the [NPS's] Superintendent" and "consent of, the National Park Service." Further, NPS officials have served on the Board of Directors of the IVCC.

The IVCC and National Park Service ("NPS") have a long history of failure to adhere to Federally mandated concessions laws and of anti-business practices that have stifled competition and economic opportunity at INHP. These practices have driven The Constitutional Walking Tour--a small business that creates jobs for Philadelphia-area residents--out of the Independence Visitor Center ("IVC") and into a strained economic condition. Amidst efforts to improve the economy and to reduce unemployment, it is absolutely essential that job-creating, private sector enterprises like The Constitutional Walking Tour not be hampered by oppressive, anti-growth regulations, especially those which are enforced randomly and arbitrarily.

Since 2001, the NPS has given more than $8.25 million in Federal appropriations to the IVCC. On February 3, 2011, the NPS filed a Notice of Intent to Award another $850,000.00 in Federal funds to fund the “Operation, Use and Maintenance” of the IVCC.

This $850,000.00, which is designated for "project activities without full and open competition," should be withheld for numerous reasons given the anti-business practices at the NPS and IVCC, the parties' false and misleading statements about the nature of their relationship, and the willful non-compliance of the NPS and the IVCC with their statutorily authorized Operating Agreement ("Operating Agreement") dated April 26, 2010.