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
2011
Open to Public Inspection
Name of the organization
Immune Disease Institute Inc
Employer identification number
04-2158520
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
37,567,240
33,014,604
45,590,431
30,142,165
30,560,121
176,874,561
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..
37,567,240
33,014,604
45,590,431
30,142,165
30,560,121
176,874,561
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.
176,874,561
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
7
Amounts from line 4..
37,567,240
33,014,604
45,590,431
30,142,165
30,560,121
176,874,561
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
859,316
462,357
321,812
83,501
219,773
1,946,759
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..
1,261,618
4,870,850
6,947,961
20,468,378
5,293,045
38,841,852
11
Total support (Add lines 7 through 10).
217,663,172
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
81.260 %
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2011.
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—2010.
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—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
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......
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..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
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.
c
Add lines 7a and 7b..
8
Public Support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
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.)
13
Total support (Add lines 9, 10c, 11 and 12.).
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 2011 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2010 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2010 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2011
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
2011
Open to Public Inspection
Name of the organization
Immune Disease Institute Inc
Employer identification number
04-2158520
Identifier
Return Reference
Explanation
Form 990, Part VI, Section A, line 6
On December 24, 2008, the Board of Trustees of IDI and the members of the Board of Trustees of The Children's Medical Center Corporation (CMCC), a Massachusetts nonprofit corporation, entered into a five year affiliation agreement (the agreement) to make IDI CMCC's sixth multidisciplinary research program, the program in cellular and molecular medicine (the program). The effectuation of the affiliation was subject to naming CMCC as the sole corporate member of IDI, adoption by IDI of amended and restated articles of organization, adoption of amended and restated bylaws, and the modification of the IDI Board of Trustees. The date these conditions were satisfied is considered the "closing" date of the affiliation agreement. On February 20, 2009 (the closing date) pursuant to the affiliation agreement, IDI amended its articles of organization and bylaws to name CMC as its sole corporate member. The composition of IDI's Board of Trustees was amended such that CMCC has the authority to appoint the majority of trustees. On March 3, 2010, Immune Disease Institute changed their fiscal year end from June 30 to September 30.
Form 990, Part VI, Section A, line 7a
Children's Medical Center Corporation has the authority to appoint the majority of trustees of Immune Disease Institute, Inc.
Form 990, Part VI, Section A, line 7b
On December 24, 2008, the Board of Trustees of IDI and the members of the Board of Trustees of The Children's Medical Center Corporation (CMCC), a Massachusetts nonprofit corporation, entered into a five year affiliation agreement (the agreement) to make IDI CMCC's sixth multidisciplinary research program, the program in cellular and molecular medicine (the program). The effectuation of the affiliation was subject to naming CMCC as the sole corporate member of IDI, adoption by IDI of amended and restated articles of organization, adoption of amended and restated bylaws, and the modification of the IDI Board of Trustees. The date these conditions were satisfied is considered the "closing" date of the affiliation agreement. On February 20, 2009 (the closing date) pursuant to the affiliation agreement, IDI amended its articles of organization and bylaws to name CMC as its sole corporate member. The composition of IDI's Board of Trustees was amended such that CMCC has the authority to appoint the majority of trustees. On March 3, 2010, Immune Disease Institute changed their fiscal year end from June 30 to September 30.
Form 990, Part VI, Section B, line 11
The Form 990 was completed by the staff of The Children's Hospital Corporation. The return was reviewed by senior management of the Children's Hospital Corporation.
Form 990, Part VI, Section B, line 12c
Employees shall conduct business activities in a professional manner consistent with their fiduciary responsibilities to IDI and shall exercise particular care so that no detriment to IDI results from conflicts between their personal financial interests and those of IDI. An employee is considered to have a conflict of interest when the employee, or any of his family or associates: "has an existing or potential financial or other interest which impairs or might appear to impair the employee's independence of judgment in the discharge of his responsibilities to IDI," or "may receive a material, financial or other benefit from knowledge of information confidential to IDI." The "family" of an employee includes his or her spouse, parents, siblings, children and, if living in the same household, other relatives. An "associate' includes any person, trust or organization in which the employee or any member of his or her family "is a director, officer, employee, member, partner, or trustee," or "has a financial interest that enables him or her, acting alone or in conjunction with others, to exercise control or influence policy significantly," or "has any other material association." This policy is to be interpreted and applied in a manner that will best serve the interests of IDI. If an employee or other member of the IDI organization believes that he or she may have a conflict of interest, he or she shall promptly and fully disclose the conflict to the President. This will be documented using the Conflict of Interest Disclosure Form. The employee in question shall refrain from participating in the matter to which the conflict relates until that conflict question has been resolved. In some cases, however, it may be determined that, after full disclosure to those concerned, IDI's interests are best served by the participation of the employee despite the conflict. All employees and trustees are required to complete the conflict of interest disclosure form annually. If a conflict of interest is identified as a result of completing the disclosure or for any other reason, the employee (trustee) and the President will work to resolve the matter including taking whatever action is necessary to preclude the possibility that the identified conflict will impact on an IDI purchasing or business decision. The President will report the conflict to IDI's Board of Trustees. A further aspect of the IDI's conflict of interest policy is intended to assure the proper use of IDI's resources. In the absence of the appropriate written disclosure of conflict of interest and acceptable resolution thereof, no member of the IDI organization shall involve or utilize IDI personnel, resources or vendors in any manner to conduct personal business activities or to use them for personal financial benefit. This does not apply to the occasional use of the telephone or computer to deal with incidental family or personal matters. The routine use of IDI resources to conduct personal business outside of IDI's mission constitutes a breach of the NIH guidelines and is a violation of IDI's conflict of interest policy. The repeated violation of this policy by any individual is a basis for dismissal. IDI investigators at the level of instructor, assistant professor, and full professor are members of the Harvard Faculty of Medicine. As such they are required to file a conflict of interest statement with Harvard Medical School (HMS) on the Ecommons website each year in order to retain their academic appointment and conduct business with the University. Copies of the HMS policy, the form filed, and the statement on research sponsored by industry are available by request. A faculty member is considered to have a conflict of Interest when he/she, any of his/her family, or any associated entity possesses a financial interest in an activity which involves his/her responsibilities as a member of the Faculty of Medicine. Included in these responsibilities are all activities in which the faculty member is engaged in the areas of teaching, research, patient care and administration. The standing committee on conflicts of interest and commitment at HMS is responsible for reviewing the implementation of the policy on a regular basis and providing oversight to assure that the policy s applied consistently to all faculty.
Form 990, Part VI, Section B, line 15
All compensation for top management, officers and key employees is approved by the Board of Directors. IDI reviews several independent compensation surveys including the AIRI survey, TSG survey, and the Mass Bio-Counsel survey. All compensation for senior investigators, investigators and junior investigators is developed by comparables within the Longwood Medical Area for basic research scientists and approved by the Board of Directors.
Form 990, Part VI, Section C, line 19
Form 990, Part VI, Section C, Line 19: The Form 990, the Audited Financial Statements, and the Organization's governing documents are available upon request. The Audited Financial Statements are posted on the Organization's website. In addition, the Form 990 is available on the website of The Massachusetts Attorney General.
Changes in Net Assets or Fund Balances:
Form 990, Part XI, line 5:
Net unrealized gains on investments: 910,891. Merger with Children's Hospital Corporation -13,974,732. Total to Form 990, Part XI, Line 5: -13,063,841.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.