Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
TENNESSEE PERFORMING ARTS CENTER (TPAC) MANAGEMENT COMPANY
Employer identification number
58-1320590
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of support?
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3..
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public Support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2010.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2009.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2009.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2,287,111
2,499,110
2,604,567
2,789,767
2,379,293
12,559,848
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
12,988,329
9,570,651
9,901,276
12,467,851
9,666,859
54,594,966
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
67,620
67,620
6
Total. Add lines 1 through 5.
15,343,060
12,069,761
12,505,843
15,257,618
12,046,152
67,222,434
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
0
c
Add lines 7a and 7b..
0
8
Public Support (Subtract line 7c from line 6.)
67,222,434
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
9
Amounts from line 6...
15,343,060
12,069,761
12,505,843
15,257,618
12,046,152
67,222,434
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
158,758
104,614
7,498
951
351
272,172
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
15,881
8,219
13,840
24,951
62,891
c
Add lines 10a and 10b.
158,758
120,495
15,717
14,791
25,302
335,063
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
539,182
362,649
901,831
13
Total support (Add lines 9, 10c, 11 and 12.).
15,501,818
12,190,256
12,521,560
15,811,591
12,434,103
68,459,328
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f))
.........
15
98.190 %
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
98.700 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
0.490 %
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
0.480 %
19a
33 1/3% support tests—2010.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2009.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2010
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
TENNESSEE PERFORMING ARTS CENTER (TPAC) MANAGEMENT COMPANY
Employer identification number
58-1320590
Identifier
Return Reference
Explanation
FORM 990, PART VI, SECTION A, LINE 6
THE TPACMC BOARD OF DIRECTORS RECENTLY EXPANDED FROM 20 TO 28 MEMBERS APPOINTED FOR THREE-YEAR STAGGERED TERMS. THREE SLOTS WERE FILLED IN 2009-10, THREE SLOTS WERE FILLED IN 2010-11, AND TWO IN 2011-12. BOARD MEMBERS ARE APPOINTED FROM THE FOLLOWING ENTITIES: THE TENNESSEE PERFORMING ARTS FOUNDATION - 8 SLOTS THE TENNESSEE GOVERNOR - 5 SLOTS TENNESSEE'S EDUCATION COMMISSIONER - 1 SLOT THE TENNESSEE ARTS COMMISSION - 6 SLOTS THE TENNESSEE PERFORMING ARTS CENTER - 8 SLOTS
FORM 990, PART VI, SECTION A, LINE 7A
THE FOLLOWING ORGANIZATIONS AND INDIVIDUALS HAVE THE ABILITY TO APPOINT TPAC'S GOVERNING BODY: TENNESSEE PERFORMING ARTS FOUNDATION, TENNESSEE ARTS COMMISSION, AND THE GOVERNOR OF THE STATE OF TENNESSEE.
FORM 990, PART VI, SECTION B, LINE 11
UPON COMPLETION OF FORM 990 BY THE TAX DEPARTMENT OF THE EXTERNAL AUDITORS FOR TENNESSEE PERFORMING ARTS CENTER IT WILL BE REVIEWED BY EITHER THE CFO OR DESIGNATED FINANCE DEPARTMENT STAFF MEMBER AND THEN A REVIEW MEETING IS HELD THAT INCLUDES THE TPAC CEO, CFO, BOARD TREASURER, AUDIT COMMITTEE CHAIR, AND EXTERNAL AUDIT TAX PREPARER. APPROPRIATE CHANGES MAY BE MADE AT ANY POINT IN THE REVIEW PROCESS PRIOR TO FILING FORM 990 WITH THE IRS.
FORM 990, PART VI, SECTION B, LINE 12C
TPAC HAS A CONFLICT OF INTEREST POLICY FOR ITS EMPLOYEES AND ALSO A CONFLICT OF INTEREST POLICY FOR ITS BOARD MEMBERS. THE POLICY FOR EMPLOYEES IS IN THE HUMAN RESOURCES MANUAL THAT EACH EMPLOYEE IS GIVEN WHEN THEY ARE HIRED. THE FOCUS IS ON THE EMPLOYEE TO SCRUPULOUSLY AVOID ANY CONFLICT BETWEEN THEIR OWN RESPECTIVE INTERESTS AND THE INTERESTS OF TPAC. IF TPAC BECOMES AWARE OF A VIOLATION, IT IS INVESTIGATED AND THE PROPER DISCIPLINARY ACTION WILL BE TAKEN. THE POLICY FOR BOARD OF DIRECTORS IS IN THE BOARD ORIENTATION BOOK AND ALSO INCLUDED IN THE BOOK THEY USE AT EVERY BOARD LEVEL MEETING. EACH FISCAL YEAR, WE ASK ALL BOARD OF DIRECTORS TO SIGN THE CONFLICT OF INTEREST POLICY AND WE KEEP THOSE FORMS ON FILE.
FORM 990, PART VI, SECTION B, LINE 15
TPAC'S BOARD OF DIRECTORS HIRES THE ORGANIZATION'S CEO AND NEGOTIATES SUBSEQUENT EMPLOYMENT CONTRACTS. THE BOARD CHAIRMAN'S PROCESS FOR DETERMINING COMPENSATION FOR THE CEO IS BASED ON MULTIPLE THINGS: HISTORICAL SALARY RANGE FOR THE POSITION, SALARY SURVEY INFORMATION COMPILED ANNUALLY BY A RESEARCH FIRM FOR OUR SPECIFIC INDUSTRY (PACC - PEFORMING ARTS CENTER CONSORTIUM) AND AVAILABLE BUDGETARY RESTRAINTS. OTHER OFFICER COMPENSATION IS HANDLED SIMILARLY BY THE CEO.
FORM 990, PART VI, SECTION C, LINE 19
TPAC'S GOVERNING DOCUMENTS ARE AVAILABLE FOR PUBLIC INSPECTION. PURSUANT TO TENN CODE ANN SECTION 8-44-107, THE ACTIVITIES OF THE BOARD ARE OPEN TO THE PUBLIC AS IF IT WERE A GOVERNMENTAL AGENCY. SEE BELOW: 8-44-107. BOARD OF DIRECTORS OF PERFORMING ARTS CENTER MANAGEMENT CORPORATION - THE BOARD OF DIRECTORS OF THE TENNESSEE PERFORMING ARTS CENTER MANAGEMENT CORPORATION SHALL BE SUBJECT TO, AND SHALL IN ALL RESPECTS COMPLY WITH, ALL OF THE PROVISIONS MADE APPLICABLE TO GOVERNING BODIES BY THIS CHAPTER [OPEN MEETINGS LAW]. TPAC'S AUDITED FINANCIAL STATEMENTS ARE AVAILABLE AT WWW.GIVINGMATTERS.ORG. TPAC'S CONFLICT OF INTEREST POLICY IS NOT MADE AVAILABLE TO THE PUBLIC.
CHANGES IN NET ASSETS OR FUND BALANCES:
FORM 990, PART XI, LINE 5:
GAIN ON OTHER INVESTMENTS 5,136. TOTAL TO FORM 990, PART XI, LINE 5: 5,136.
FORM 990, PART XI, LINE 2C
THE OVERSIGHT PROCESS OR SELECTION PROCESS OF THE FINANCIAL STATEMENTS HAS NOT CHANGED FROM THE PRIOR YEAR.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.