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
BOSTON SYMPHONY ORCHESTRA INC
Employer identification number
04-2103550
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.") ....
26,726,120
50,438,949
28,470,125
24,734,705
34,676,732
165,046,631
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
0
0
0
0
0
0
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
0
0
0
0
0
4
Total. Add lines 1 through 3..
26,726,120
50,438,949
28,470,125
24,734,705
34,676,732
165,046,631
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)..
26,681,627
6
Public Support. Subtract line 5 from line 4.
138,365,004
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..
26,726,120
50,438,949
28,470,125
24,734,705
34,676,732
165,046,631
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
4,217,872
3,392,700
3,555,358
2,788,795
2,563,448
16,518,173
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
190,760
0
0
0
190,760
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
0
0
0
0
0
11
Total support (Add lines 7 through 10).
181,755,564
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
189,498,765
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
76.127 %
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
74.359 %
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:
11000129
Software Version:
v1.00
-
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
BOSTON SYMPHONY ORCHESTRA INC
Employer identification number
04-2103550
Identifier
Return Reference
Explanation
F990_P01_S00_L06
Form 990, Part I, Line 6
Volunteers comprise the 680 members of the Boston Symphony Association of Volunteers (BSAV), who provide a variety of services both at Symphony Hall and Tanglewood. Also included as volunteers are the 315 members of the Tanglewood Festival Chorus (TFC), who donate their time and talent performing year-round with the Boston Symphony Orchestra and the Boston Pops Orchestra. Also included are 34 voting trustees and 216 non-voting members of the governing body.
F990_P06_S0A_L02
Form 990, Part VI, Section A, Line 2
Trustees Vincent M. O'Reilly and Stephen Kay serve on the Board of the Dana-Farber Cancer Institute. The Dana-Farber Cancer Institute employs another trustee, Dr. Robert J. Mayer, MD.
F990_P06_S0A_L08b
Form 990, Part VI, Section A, Line 8b
In general, the Boston Symphony Orchestra (BSO) keeps minutes of all committees with authority to act on behalf of the boards.
F990_P06_S0B_L11b
Form 990, Part VI, Section B, Line 11b
The Form 990 is prepared by BSO management and reviewed by a paid preparer. The complete 990 is then reviewed by the Audit Committee of the Board of Trustees. The Audit Committee reviews each section and schedule of the 990, focusing on key changes and substantive disclosures. Subsequent to this review, a copy of the final draft 990, which is the version to be filed with the IRS, is placed in a password-protected website for all members of the Board of Trustees to review in advance of their next board meeting. All members of the Board of Trustees receive an email notifying them that the Form 990 is available for review on the site. The final 990 is signed by the Chief Financial Officer and the paid preparer.
F990_P06_S0B_L12c
Form 990, Part VI, Section B, Line 12c
The Boston Symphony Orchestra has a Conflict of Interest Policy that encompasses all employees and board members. The policy requires that Trustees, Officers, Overseers, Ex-Officio Board members, members of a committee with board-delegated powers, senior staff members or any person with substantial influence over the BSO to disclose the existence of any potential or actual conflicts of interest to the Board or to members of the Executive Committee. The Board or Executive Committee then discusses and votes in order to determine whether an actual conflict of interest exists. If a conflict exists, the Board or Executive Committee evaluates the particular transaction or arrangement to determine the most reasonable course of action. The individual who disclosed the conflict must leave the Board or Executive Committee meeting during the discussion of, and the vote on, the transaction or arrangement that results in the conflict of interest. Additionally, the policy also requires any staff member that has information about a possible conflict, to report the matter promptly to their supervisor, the Director of Human Resources or to the Chief Financial Officer. The Director of Human Resources and the Chief Financial Officer will review the circumstances of the possible conflict with other appropriate management to make a determination about the most reasonable course of action. A breach of the conflict of interest policy is grounds for disciplinary action, up to and including termination. Additionally, on an annual basis, all Trustees, Officers, Overseers, Ex-Officio Board members, members of a committee with board-delegated powers, senior staff members or any person with substantial influence over the BSO is provided with a copy of the policy and must sign a statement affirming that they have received, read and understand the policy; they must also affirm that they agree to comply with the policy. As part of this Annual Notice of Policy, each individual is also required to disclose any potential or actual conflicts of interest in writing. All responses indicating a potential or actual conflict are subject to review by the Board or the Executive Committee as described above.
F990_P06_S0B_L15
Form 990, Part VI, Section B, Line 15
The BSO has a designated Compensation Committee, comprised of trustees of the BSO, which sets the process for determining and approving compensation for officers and key employees. The Compensation Committee's process includes: (a) development and consideration of comparability data to provide a basis for the Committee's decisions and (b) consideration of the (i) applicable accounting and disclosure rules, (ii) emerging trends in corporate governance, and (iii) standards and guidelines promulgated by the Division of Public Charities of the Massachusetts office of the Attorney General (collectively, the "Compensation Process"). Deliberations of the Compensation Committee in connection with the Compensation Process are contemporaneously documented. When evaluating officers and key employees, the Compensation Committee carefully considers the following factors: (i) duties and responsibilities, (ii) background and experience, (iii) dedication, commitment and work schedule, (iv) leadership, management and professional skills, (v) overall performance and standing, (vi) the BSO's salary scale of employees generally, and (vii) the BSO's annual budget. The Compensation Committee's most recent review of officer and key employee compensation occurred in 2012.
F990_P06_S0C_L19
Form 990, Part VI, Section C, Line 19
The Boston Symphony Orchestra's audited financial statements, conflict of interest policy and other governing documents are available upon request.
F990_P07_S0A_L01b
Form 990, Part VII, Section A, Line 1b
Compensation reported is based on calendar 2011 amounts.
F990_P07_S0B_L01C
Form 990, Part VII, Section B, Line 1(C)
The compensation listed for Opus 3 Artists includes fees for 13 guest artists. Compensation reported is based on calendar 2011 amounts. The compensation listed for Columbia Artists Management comprises commissions totaling $205,100 and fees for 4 guest artists of $62,200. The compensation listed for Creative Artists Agency comprises 5 deposits for guest artists.
F990_P11_S00_L05
Form 990, Part XI, Line 5
Other changes in net assets or fund balances of ($29,011,807) comprise net unrealized losses on investments of ($11,090,971), change in value of split interest agreements of $1,653,767 and retirement plan related changes other than net periodic benefit costs of ($19,574,603).
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.