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
2012
Open to Public Inspection
Name of the organization
The Musical Arts Association DBA THE CLEVELAND ORCHESTRA
Employer identification number
34-0714468
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 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 monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 2
Part II
Support Schedule for Organizations Described in Sections 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
37,868,783
23,468,970
34,099,383
28,447,837
37,569,213
161,454,186
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
0
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
4
Total. Add lines 1 through 3
37,868,783
23,468,970
34,099,383
28,447,837
37,569,213
161,454,186
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)..
22,275,644
6
Public support. Subtract line 5 from line 4.
139,178,542
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
7
Amounts from line 4..
37,868,783
23,468,970
34,099,383
28,447,837
37,569,213
161,454,186
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
2,499,255
1,835,928
2,101,533
2,415,573
2,463,600
11,315,889
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
409
5,444
6,528
306
4,511
17,198
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
0
11
Total support (Add lines 7 through 10).
172,787,273
12
Gross receipts from related activities, etc. (see instructions)
..................
12
83,888,879
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 2012 (line 6, column (f) divided by line 11, column (f))
.........
14
80.549 %
15
Public support percentage for 2011 Schedule A, Part II, line 14
...............
15
74.838 %
16a
33 1/3% support test—2012.
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—2011.
If the organization did not check a 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—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 3
Part III
Support Schedule for Organizations Described in Section 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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 2012 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2011 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2011 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 4
Part IV
Supplemental Information.
Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and 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) 2012
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
2012
Open to Public Inspection
Name of the organization
The Musical Arts Association DBA THE CLEVELAND ORCHESTRA
Employer identification number
34-0714468
Identifier
Return Reference
Explanation
Description of Program Service Activity #1
Form 990, Part III, Line 4a
Led by music director Franz Welser-Most, the 2012-13 season built on a long-running commitment to diversity in programming in order to reach and inspire an even greater number of music enthusiasts. Repertoire showcased the large-scale, expansive works of Berlioz, Dvorak, Mahler, Shostakovich, and Tchaikovsky. Offering a twist on traditional orchestra music, Celebrity Series featured jazz legend Al Jarreau, a holiday performance by Pink Martini with an international flair, vocalist Patti Austin paying homage to Ella Fitzgerald and Duke Ellington, and the Orchestra performing alongside Charlie Chaplin's Modern Times. Through an ongoing commitment to support the advancement of contemporary classical music, the Orchestra premiered new works by composers Matthias Pintscher and Sean Shepherd. DESCRIPTION OF PROGRAM SERVICE ACTIVITY #2 FORM 990, PART III, LINE 4B The 2012 Blossom Music Festival featured 16 concerts from July 3 through September 2, 2012. Traditional classical programs included Grammy-winning Emmanuel Ax performing Mozart, Gil Shaham stunning crowds with Beethoven's Fifth, and Yuja Wang performing Tchaikovsky's Piano Concerto No. 1 in B-flat minor. The season included unique collaborations to appeal to wider audiences such as Time for Three, a classically trained garage band; Preservation Hall Jazz Band; And the Beat Goes On!, hits and popular television themes from the 1960s; and an evening of opera's "greatest hits." The number of tickets per concert went up 8% compared to the previous year and 2,804 households attended Blossom for the first time. DESCRIPTION OF PROGRAM SERVICE ACTIVITY #3 FORM 990, PART III, LINE 4C In August and early September 2012, The Cleveland Orchestra and Franz Welser-Mst embarked on a tour of European Festivals, their twelfth international tour together. The tour included performances at the music festivals of Edinburgh, Stuttgart, Grafenegg, and Salzburg. The Orchestra also performed two concerts at the Abbey of St. Florian near Linz, Austria, where they recorded Bruckners Fourth Symphony for DVD release. The Orchestras concert activities away from home also featured a performance at New Yorks Carnegie Hall, and concerts in Chapel Hill, North Carolina, and in Naples and Sarasota, Florida. In January 2013, the Orchestra also participated in its second residency at Indiana Universitys Jacobs School of Music. In addition, the Cleveland Orchestras annual residency in Miami, Florida expanded in its seventh season from three to four weekends of subscription concerts. The 2012-13 season at Miamis Arsht Center for the Performing Arts of Miami-Dade County featured three weekends conducted by Franz Welser-Mst and one with the residencys principal guest conductor, Giancarlo Guerrero.
Description of Other Program Services
Form 990, Part III, Line 4d
The Cleveland Orchestras Education and Community programs served over 63,500 individuals during 2012-13. Education programs included Education Concerts at Severance Hall; the Youth Orchestra and Youth Chorus programs; in-school concerts at area High Schools; in-school teaching partnerships with elementary and pre-schools; master classes and open rehearsals for college students; and concert previews and music study groups for adult learners. Free community concerts included a July 4th concert in downtown Cleveland and a Martin Luther King, Jr. Celebration Concert at Severance Hall.
Description of Relationships
Form 990, Part VI, Line 2
ALFRED M. RANKIN, JR. AND CLARA T. RANKIN - FAMILY RELATIONSHIP ALFRED M. RANKIN, JR. AND HELEN RANKIN BUTLER - FAMILY RELATIONSHIP CLARA T. RANKIN, AND HELEN RANKIN BUTLER - FAMILY RELATIONSHIP
Description of Classes of Members or Stockholders
Form 990, Part VI, Line 6
Membership in The Musical Arts Association ("ASSOCIATION") consists of two classes: (1) Voting Members and (2) Sustaining Members. The term "MEMBERS" shall refer only to Voting Members, unless otherwise specifically designated. The Voting Members consist of individuals who from time to time are serving as the Trustees of the ASSOCIATION. Sustaining Members serve annually for a term of one year on the basis of having paid such level of annual financial support to the ASSOCIATION as the Board of Trustees may from time to time prescribe. Sustaining Members shall be entitled to notice of, and to attend, the annual meeting.
Description of Classes of Persons and the Nature of Their Rights
Form 990, Part VI, Line 7a
The Voting Members shall exercise all the rights and privileges and shall have all the responsibilities of MEMBERS under Ohio nonprofit corporate law. Only Voting Members shall be counted as MEMBERS for voting and quorum purposes. Sustaining Members shall not be counted as MEMBERS for voting and quorum purposes.
Descr Classes of Persons, Decisions Requiring Appr & Type of Voting Rights
Form 990, Part VI, Line 7b
The Board of Trustees shall have general supervision and charge of the property, affairs and finances of the ASSOCIATION. The Board of Trustees may exercise all such powers and do all such things as may be exercised or done by the ASSOCIATION, subject to the provisions of law, the articles of incorporation and the code of regulations. Without limiting the generality of the foregoing, the Board of Trustees shall have the following powers: (A) To purchase or otherwise acquire for the ASSOCIATION any property, rights, or privileges that the ASSOCIATION is authorized to acquire, at such prices, on such terms and conditions, and for such consideration as it shall see fit. (B) To appoint, remove, or suspend, such officers, agents, and employees as it shall see fit, either permanently or temporarily; to terminate the duties of such officers, agents, and employees; to change the salaries or emoluments of such officers, agents, and employees. (C) To appoint any person or persons to accept or hold in trust for the ASSOCIATION any property belonging to the ASSOCIATION or in which the ASSOCIATION is interested, or for any other purpose, and to execute and do all such duties and things as may be required in relation to any such trust. (D) To determine who shall be authorized to sign, on the ASSOCIATION's behalf, bills, notes, receipts, acceptances, endorsements, checks, leases, releases, mortgages, contracts, and other documents. (E) To present or cause to be presented to each annual meeting and to any special meeting, when required by any resolution thereof, a full and clear statement of the affairs and conditions of the ASSOCIATION.
Describe the Process used by Management &/or Governing Body to Review 990
Form 990, Part VI, Line 11b
MAA Finance Department staff prepare a draft Form 990, which is then reviewed by Ernst & Young, LLP who suggest any revisions considered appropriate. The Form 990 is then updated for any agreed upon revisions. The updated Form 990 is circulated to the Audit Committee, with any suggested revisions that werent agreed upon so noted. At the same time, the Musical Arts Association Trustees are notified that the draft Form 990, in public disclosure form, is available for their review. Trustees are invited to submit any comments they have on the draft Form 990 to Finance Department staff, who will summarize and distribute them to the Audit Committee. The Audit Committee then meets and reviews and discusses the draft Form 990, INCLUDING THE COMPLETE SCHEDULE OF CONTRIBUTORS (SCHEDULE B), with Management and Ernst & Young, LLP. Once final, the Form 990, in public disclosure form, is made available to Musical Arts Association Trustees, and then it is filed with the Internal Revenue Service.
Description of Process to Monitor Transactions for Conflicts of Interest
Form 990, Part VI, Line 12c
Voting members, trustees and committee members (collectively "TRUSTEES"), officers, and senior management of The Musical Arts Association (ASSOCIATION) are covered under the conflict of interest policy. Documented procedures are in place for handling potential conflicts of interest (1) when a transaction or arrangement is considered by the Board or a committee and (2) when a transaction or arrangement is considered by an officer or senior manager. Also, procedures are in place for identification of potential conflicts of interest in connection with Musical Arts Association transactions or arrangements that trustees, officers, or senior managers (i.e. parties-in-interest) where the following relationships exist: (1) Parties-in-interest are employed by or have a compensation relationship with the person or entity with which the ASSOCIATION has or is negotiating a transaction or arrangement; (2) Parties-in-interest serve in the capacity of Director, Trustee, Officer, Member, Manager, Committee Member, Partner, or other similar position of influence with a for-profit person or entity with which the ASSOCIATION has or is negotiating a transaction or arrangement; (3) Parties-in-interest have an actual or potential ownership or investment interest in a person or entity with which the ASSOCIATION has or is negotiating a transaction or arrangement. Parties-in-interest are required to submit to the ASSOCIATION an annual statement acknowledging receipt and review of the conflict of interest policy and disclosure of potential conflicts of interest. When a Trustee, Officer, or Senior is participating in the consideration of a transaction or other arrangement of the ASSOCIATION by the Board of Trustees or a Board committee, and a potential conflict of interest exists, with respect to such transaction or other arrangement, the Trustee, Officer or Senior Manager: (1) shall disclose to the Trustees or Committee thereof considering the transaction or other arrangement his or her potential conflict of interest; (2) shall present any relevant information of the Trustees or Committee thereof and answer any questions posed by them; and (3) shall excuse himself or herself from the meeting for the discussion and vote by the disinterested trustees or committee members on the transaction or arrangement and all matters related thereto. When an Officer or a Senior Manager is handling a transaction or other arrangement of the ASSOCIATION that will not be placed before the Board or a Board committee, and the Officer or Senior Manager has a potential conflict of interest, the Officer or Senior Manager: (1) shall disclose the potential conflict of interest to the ASSOCIATION's Executive Director, in the case of a Senior Manager, or to the Executive Committee, in the case of an Officer; (2) shall present any relevant information to, and answer any questions posed by, the Executive Director or the Executive Committee; (3) shall not authorize or approve such transaction or other arrangement, and the authorization or approval shall be undertaken by the Executive Director or the Executive Committee. When the Senior Manager with the potential conflict is the Executive Director, the foregoing procedures shall be followed except that the ASSOCIATION's President shall assume the oversight, authorization, and approval of the transaction or arrangement.
Offices & Positions for Which Process was Used, & Year Process was Begun
Form 990, Part VI, Line 15a
The compensation subcommittee functions as a subcommittee of the personnel committee and shall evaluate annually and recommend periodically the compensation of the ASSOCIATION's Executive Director and Music Director. Responsibilities include evaluating the Executive Director's and Music Director's performance annually, recommend the annual goals and objectives for the Executive Director, set the Executive Director's and Music Director's compensation and any bonus, relying upon appropriate data as to comparability (including compensation levels paid by similarly situated organizations for functionally comparable positions) prior to making its compensation determination. This process was last undertaken in 2013.
Offices & Positions for Which Process was Used, & Year Process was Begun
Form 990, Part VI, Line 15b
The compensation subcommittee reviews the overall compensation program for the Senior Management of the ASSOCIATION established and recommended by the Executive Director. Compensation and any bonuses are set relying upon appropriate data based on comparability (including compensation levels paid by similarly situated organizations for functionally comparable positions). This process was last undertaken in 2013.
Avail of Gov Docs, Conflict of Interest Policy, & Fin Stmts to Gen Public
Form 990, Part VI, Line 19
The ASSOCIATION's audited financial statements are made public upon request to grant-making institutions as part of the grant application request process. Additionally, summary financial information is included in the annual report. The Musical Arts Association's articles of incorporation are on file with the Secretary of State in Ohio.
OTHER CHANGES IN NET ASSETS
FORM 990, PART XI, LINE 9
Defined Benefit Pension Plan Liability adjustment $3,622,482 Partnership Revenue ($4,511) Net Asset adjustment for change in status of former supporting organization $2,360,285 ----------- TOTAL $5,978,256
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.