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. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
Armand Hammer Museum of Art and Culture Center Inc
Employer identification number
95-4217197
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)
No
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
No
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
No
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
(A)
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA
956006143
06
Yes
Yes
Yes
19,300,288
Total
19,300,288
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
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 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
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—2012.
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—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
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) 2013
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.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
Armand Hammer Museum of Art and Culture Center Inc
Employer identification number
95-4217197
Return Reference
Explanation
EMPLOYEES
Form 990, Part I, Line 5 and Part V, Line 2a The Regents of the University of California, Los Angeles ("the University") acts as a common paymaster, issuing forms W-2 on behalf of the Museum. The Museum has 127 employees, however because of the common paymaster arrangement resulting in the Forms W-2 being issued under the University's employer identification number, there are no W-2s issued directly by the Museum. SIGNIFICANT CHANGE IN CONDUCTING PROGRAM SERVICES FORM 990, PART III, LINE 3 AS OF FEBRUARY 9, 2014 THE MUSEUM PERMANENTLY ELIMINATED ALL ADMISSION FEES AND BECAME ENTIRELY FREE TO THE PUBLIC.
DELEGATION CONTROLS
Form 990, Part VI, Section A, Line 3 The Hammer Museum has delegated exclusive operational management of the Museum to the University of California per an Operating Agreement between the Museum and the University that was entered into on March 31, 1994 for a term of ninety-nine years. The Operating Agreement provides for specific powers and duties reserved to the Museum's Board of Directors and delegates to the University all other powers and duties that may be conferred by law. The Operating Agreement grants to the University the authority to manage the day-to-day operations of the Museum as a first class public art museum and cultural center in accordance with standard museum practice. The Operating Agreement also obligates the University to fund any shortfall necessary for the management and operation of the Museum up to a certain amount per fiscal year, which is adjusted for cost of living increases. The terms and conditions of the Operating Agreement are subject to certain other agreements entered into by the Museum with certain key parties.
MEMBERS/STOCKHOLDERS OF ORGANIZATION
Form 990, Part VI, Section A, Line 6 The Hammer Museum is a membership corporation and has two classes of Members: the Occidental Member, which consists of a single Member, Occidental Petroleum Corporation, and the Regents Member, which consists of a single Member, The Regents of the University of California.
ELECTION POWERS
Form 900, Part VI, Section A, Line 7a The Hammer Museum Board of Directors consists of two classes of Directors: Class A Directors and Class B Directors. The Class A Directors constitute the Museum's Executive Committee. The Occidental Member and Regents Member each has the right to elect three Class A Directors or at least one third of the Class A Directors. The Occidental Member and Regents Member additionally each has the right to elect three Class B Directors or at least one third of the Class B Directors.
ORGANIZATIONAL GOVERNANCE DECISIONS
Form 900, Part VI, Section A, Line 7b The duties and powers of the Hammer Museum Members are limited to the election and removal of specified Class A and Class B Directors and amending the Certificate of Incorporation and Bylaws.
Process of Reviewing the Form 990
FORM 990, Part VI, Section B, Line 11A The Hammer Museum Board of Directors has delegated the review of the Form 990 to the Audit Committee. The Museum's Deputy Director, Finance and Administration, and the Museum's DIRECTOR OF FINANCE, work closely to review the return with the outside accounting firm engaged by the Museum. The Audit Committee also meets with the accounting firm to review and discuss the Form 990, and subsequent to its review, reports back to the Board regarding its oversight of the Form 990.
Monitoring and Enforcing compliance with conflict of interest policy
Form 990, Part VI, Section B, Line 12c The Hammer Museum, as part of the University, is subject to the California Political Reform Act, which requires that certain state and local government officials publicly disclose their private economic interests on an official Statement of Economic Interests form, and that all government (University) employees disqualify themselves from participating in decisions in which they have a personal financial interest. The University lists the position titles of those employees or officials (designated position) in an organization who are required to provide personal financial information, assigns disclosure categories to these positions, and indicates the types of economic interest which must be reported, such as investments, interests in real estate, or sources of income or gifts. Designated employees are required to file statements when they assume and leave a designated position, and annually while they are in the designated position. Hammer Museum employees are University of California employees, who are all, either directly or by application of the University's Conflict of Interest Code, subject to those provisions of the Act which prohibit the making of or the participation in University decisions in which financial conflicts of interest exist. An individual who finds himself or herself in a conflict of interest is required to refrain from making, participating in the making of, or attempting to influence any University decision which may materially affect the individual's financial interests. The University requires that all employees periodically complete a mandatory Compliance Briefing, which is designed to raise continued awareness of the University of California Statement of Ethical Values and Standards of Ethical Conduct, and to convey University employment obligations with respect to ethical and compliant behavior. The Museum adopted its own Ethical Guidelines, which includes how it addresses conflicts of interest. All Covered Persons, which includes Board Members, Officers and any key employees are expected to reasonably and professionally assess their individual situations for actual, potential, or perceived conflicts, and to exercise good judgment in disclosing such conflicts. All Employees should disclose actual, potential and perceived conflicts of interest to their immediate supervisor and to the extent possible, written disclosures and approvals should be submitted on a Conflict of Interest Disclosure Form. The Museum intends to provide the Ethical Guidelines to and request a Certificate of Compliance from the Board, officers and any key employees annually. By adopting and certifying their compliance, Board members are also separately bound to disclose any conflicts as they may arise by use of another form provided with the Ethical Guidelines. Though not formally charged with the responsibility, the Board Secretary (or Assistant Secretary) is responsible for collecting, reviewing and retaining Certificates of Compliance in Museum files. Any disclosures must be made to the Board President, or if he or she is not available, to the Chairman of the Board. The Board President would disclose conflicts to the Chairman of the Board. Therefore, the Board President and Chairman of the Board would be responsible for addressing any potential conflicts that may arise with the Board as appropriate.
Process of Determining Compensation Packages for Officers & Key Employees
Form 990, Part VI, Section B, Line 15a and 15b THE MUSEUM, WORKING THROUGH THE BOARD APPOINTED COMPENSATION COMMITTEE THAT IS COMPRISED OF INDEPENDENT PERSONS, HAS A PROCESS FOR ESTABLISHING, REVIEWING AND APPROVING COMPENSATION PACKAGES FOR, AMONG OTHERS, THE MUSEUM DIRECTOR/CEO, ASST TREASURER/DEPUTY DIRECTOR/CFO, AND ASST SECRETARY/DIRECTOR OF ADMINISTRATION. THE BOARD HAS AUTHORIZED UCLA THROUGH AN OPERATING AGREEMENT TO ACT ON ITS BEHALF IN MAKING COMPENSATION DECISIONS FOR ALL OF ITS EMPLOYEES, INCLUDING OFFICERS, KEY EMPLOYEES AND HIGHEST COMPENSATED EMPLOYEES SUBJECT TO THE RATIFICATION OF ITS APPOINTED COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE MET JUNE 24, 2013, AND REVIEWED THE COMPENSATION DETERMINED BY UCLA AGAINST THE DATA FROM THE ANNUAL SALARY SURVEY OF THE ASSOCIATION OF ART MUSEUM DIRECTORS (AAMD), WHICH HAS REPORTED FOR NEARLY THIRTY YEARS THE SALARIES FOR COMPARABLE POSITIONS IN THE ART MUSEUM FIELD BY REGION, BUDGET SIZE, AND METROPOLITAN AREA SIZE CATEGORIES. ADDITIONALLY, AN INDEPENDENT CONSULTANT ASSISTED IN DETERMINING THE PERCENTILE AND WEIGHTING OF THIS DATA ACROSS EACH OF THE CATEGORIES THAT WERE MOST APPROPRIATE TO THE MUSEUM GIVEN ITS SIZE, STATURE, AND GEOGRAPHIC LOCATION, IN ORDER TO CALCULATE THE APPROPRIATE BENCHMARKS FROM THE AAMD SURVEY UPON WHICH THE MUSEUM'S COMPENSATION RANGES ARE BASED. THE COMPENSATION COMMITTEE REPORTED TO THE BOARD AT THE BOARD'S JUNE 24, 2013 MEETING THAT IT REVIEWED COMPENSATION GOALS AND BENCHMARKING DATA, APPROVED COMPENSATION RANGES BASED ON EXTERNAL DATA, AND VOTED UNANIMOUSLY IN SUPPORT TO RATIFY THE COMPENSATION RANGES DETERMINED BY UCLA FOR ALL OFFICERS INCLUDING THE MUSEUM DIRECTOR/CEO, ASSISTANT TREASUER/DEPUTY DIRECTOR/CFO, AND ASSISTANT SECRETARY/DIRECTOR OF ADMINISTRATION. DOCUMENTATION OF THE COMPENSATION COMMITTEE'S DELIBERATIONS AND DECISIONS ARE REFLECTED ON THE MEETING MINUTES. THOSE MINUTES REFLECT: MEMBERS PRESENT AND THOSE THAT VOTED, THE COMPARABILITY DATA RELIED UPON AND HOW IT WAS OBTAINED AND HOW MEMBERS WITH ANY CONFLICTS OF INTEREST WERE RESOLVED (IF ANY).
Disclosure of Documents
Form 990, Part VI, Section C, Line 19 While federal tax laws do not mandate that the organization's governing documents, conflict of interest policy, and financial statements be made available for public inspection, the Hammer Museum makes its financial statements available upon request. In addition, the Museum files its Form 990 with the California Attorney General, and its completed Forms 990 are accessible at www.guidestar.org.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.