2020-03-10T16:30:06-05:00 2019-07-31 350921680 CROWE LLP 720 Cool Springs Blvd Suite 600 Franklin TN 370677260 990 2018-08-01 620550979 Nashville Symphony Association NASH 6156876515 1 Symphony Place Nashville TN 37201 Marye Lewis CFO 2020-03-10 true Jackie Coburn P00244301 6153605500 2018 2020-04-17 16:48:07Z The Nashville Symphony Alan Valentine 1 Symphony Place Nashville TN 37201 28820604 false X nashvillesymphony.org X 1946 TN The Nashville Symphony inspires, entertains, educates and serves through musical performance, innovation, collaboration, and inclusion. 47 39 561 280 -71805 0 8289589 9667688 11626539 10754030 1663173 389036 1977960 2368590 23557261 23179344 34000 34000 0 0 14152446 14839555 190380 241405 1446067 12080042 12306565 26456868 27421525 -2899607 -4242181 101369905 97192767 26315206 26362252 75054699 70830515 The Nashville Symphony inspires, entertains, educates and serves through musical performance, innovation, collaboration, and inclusion. Vision: As Middle Tennessee continues to grow and transform, the Nashville Symphony will be a financially robust, world-class orchestra fully supported and embraced by the community it serves. Key to achieving this vision, the Nashville Symphony will: * Become the leading orchestra for the performance, recording and commissioning of contemporary American Music. * Transform into an equitable and inclusive institution that is representative of the diverse community it serves. * Deliver visionary artistic and educational programming that excites the public, drives institutional growth and contributes to the growth of the art form. false false 21023707 0 13543394 Artistic Programming : Led by Music Director Giancarlo Guerrero, the Nashville Symphony inspires, entertains, educates and serves through musical performance, innovation, collaboration and inclusion. The orchestra consists of 83 full-time musicians, who perform more than 160 concerts annually. The orchestra's flagship Classical Series consist of 14 concert weekends exploring the full breadth of classical repertoire. The 2018/19 season kicked off with a full night of Leonard Bernstein, headlined by selections from On the Waterfront and West Side Story, in celebration of the centennial of the composer's birth. Other highlights included the HD Odyssey series, featuring Dvoak's Ninth Symphony accompanied by images of deep space from NASA; Messiaen's large-scale masterpiece Turangalla, featuring French pianist Jean-Yves Thibaudet and the ondes Martenot, a rare instrument utilized by Messiaen throughout his career; works by Beethoven, Mozart, Tchaikovsky, Mahler and more; and a blend of established and new works by American composers. Artists featured as part of the Classical Series included pianist Emanuel Ax, violinist Gil Shaham, Nashville Symphony concertmaster Jun Iwasaki, and the all-volunteer Nashville Symphony Chorus. In the 2018/19, the Nashville Symphony continued to expand its reputation as one of the most prolific recording orchestras in the United States with four new recording projects, all captured live in concert: John Adams' Harmonielehre; Aaron Jay Kernis' Symphony No. 4, "Chromelodeon"; Tobias Picker's The Encantadas; and Christopher Rouse's Concerto for Orchestra and Supplica. In addition, the orchestra released two recordings on Naxos, the world's leading independent classical music label: John Harbison's Requiem and Jonathan Leshnoff's Symphony No. 4 "Heichalos." Other key projects during the concert season including hosting the League of American Orchestras' national conference, which convened thousands of leaders across our industry to discuss trends in classical music. The orchestra also worked in partnership with Nashville Ballet to present a reimagined version of Carl Orff's Carmina Burana as a dynamic multimedia project. The Nashville Symphony continues to engage in a long-term initiative rooted in Equity, Diversity, Inclusion, and Belonging. In the 2018/19 season, this included the establishment of an EDIB task force along with mandatory anti-racism training for staff. In recognition of this vital work, the Nashville Symphony received grant awards from the League of American Orchestras and Metro Arts, Nashville's Office of Arts and Culture. In addition to its classical programming, the Nashville Symphony offers a wide variety of concerts for the Middle Tennessee community, including pops, jazz, family events and movies with live orchestra. Of special note, the Nashville Symphony hosted local organizations including Casa de la Cultura to present Mexico en el Corazon, a free mariachi celebration at Schermerhorn Symphony Center. 1828149 34000 33722 Education & Community Engagement Program: The Nashville Symphony proudly serves thousands of children and families each year from the 41-county Middle Tennessee region, both at Schermerhorn Symphony Center and in local schools and community gathering spaces across the region. The Symphony works to offer integrated support across a number of programs for children with autism and/or other sensory sensitivities, including flexible and accessible seating, closed captioning, quiet spaces, trained staff and additional resources. Education and community programming highlights include: Young People's Concerts are live orchestra performances at Schermerhorn Symphony Center, with age-appropriate programming and accompanying curriculum and lesson plans for teachers tied to statewide learning outcomes. In the 2018/19 season, these concerts reached 9,981 students over 16 concerts. Program highlights included "Sound Lab with the Symphony" featuring works from Smetana, Rimsky-Korsakov, Rossini, and Marquez; "Symphony in Space," with classics from Brahms, Beethoven, and Strauss; and a symphonic field trip with classic orchestral dances and marches from around the world. Teachers received downloadable curriculum with lesson plans and music. The Accelerando Program prepares gifted young students of diverse ethnic backgrounds to pursue music at the collegiate level and beyond. Sixteen students participated in the 2018/19 season. Accelerando achieved a major milestone in 2019 with its first program graduate, Aalia Hanif, who was accepted to Northwestern University's prestigious Bienen School of Music with a generous scholarship. Ensembles in the Schools serve local schools with multiple visits from Nashville Symphony ensembles, along with lesson plans and other resources to enrich classroom learning. Sites included three primary partner schools that received three or more visits from a variety of ensembles and 10 other MNPS schools that received one or two ensemble visits. This program reached 5,364 students over 26 performances. Masterclasses, Sectionals and Lessons provide resources, instruction and performance coaching for small groups of students around Middle Tennessee. 2,394 students were engaged over 152 sessions. Open Dress Rehearsals offer a look at what goes on behind the scenes at our Classical Series concerts before the first public performance. 1,593 students witnessed noted international soloists such as Emanuel Ax, James Ehnes, Juho Pohjonen, and others in rehearsal at the Schermerhorn Symphony Center. Instrument Petting Zoos give children hands-on opportunities to try out a variety of instruments. 1,542 children were guided in trying musical instruments via school and community settings. Is It a Fiddle or a Violin?, offered in collaboration with the Country Music Hall of Fame, invited 1,426 students to explore the commonalities and the differences between country and classical music. The Nashville Symphony's Community Concerts series brings the orchestra's music to neighborhoods across the region during the summer months, reaching 6,000+ community members via free concerts. 22851856 true true false false false false false false true true false false false false true true false false false false false false true true false false true false true false false false true false false false false false false false false false true true true false false true 199 0 true 561 true true true false false false false true true true false false false false false X 47 39 true false true false false false false true true false false false true true true true true true true false TN X X Marye Lewis 6156876515 1 Symphony Place Nashville TN 37201 KEVIN W CRUMBO BOARD CHAIR 1.0 0.0 X X 0 0 0 REV DEXTER S BREWER BOARD VICE-CHAIR 1.0 0.0 X X 0 0 0 RUSSELL W BATES TREASURER 1.0 0.0 X X 0 0 0 THALLEN BRASSEL SECRETARY 1.0 0.0 X X 0 0 0 DR PAMELA L CARTER CHAIR-ELECT 1.0 0.0 X X 0 0 0 ALAN D VALENTINE PRESIDENT & CEO 40.0 0.0 X X 379504 0 17491 NEWMAN ARNDT DIRECTOR 1.0 0.0 X 0 0 0 DR H VICTOR BRAREN DIRECTOR 1.0 0.0 X 0 0 0 CHRIS BURGER DIRECTOR 1.0 0.0 X 0 0 0 CAROL DANIELS DIRECTOR 1.0 0.0 X 0 0 0 ANDREW GIACOBONE DIRECTOR 1.0 0.0 X 0 0 0 EDWARD A GOODRICH DIRECTOR 1.0 0.0 X 0 0 0 DEBRA L GREENSPAN DIRECTOR 1.0 0.0 X 0 0 0 BRENDA P GRIFFIN DIRECTOR 1.0 0.0 X 0 0 0 DEREK HAWKES DIRECTOR (see Schedule O) 40.0 0.0 X 73090 0 9078 MICHAEL W HAYES DIRECTOR 1.0 0.0 X 0 0 0 CHRISTOPHER T HOLMES DIRECTOR 1.0 0.0 X 0 0 0 VICKI HORNE DIRECTOR 1.0 0.0 X 0 0 0 MARTHA R INGRAM DIRECTOR 1.0 0.0 X 0 0 0 ORRIN INGRAM DIRECTOR 1.0 0.0 X 0 0 0 WILLIAM JONES JR DIRECTOR 1.0 0.0 X 0 0 0 RICHARD L MILLER DIRECTOR 1.0 0.0 X 0 0 0 LOUISE MORRISON DIRECTOR (see Schedule O) 40.0 0.0 X 65074 0 7707 KATE MUNAGIAN DIRECTOR (see Schedule O) 40.0 0.0 X 55257 0 18035 PATRICK MURPHY DIRECTOR 1.0 0.0 X 0 0 0 MICHAEL MUSICK DIRECTOR 1.0 0.0 X 0 0 0 ROBERT OLSEN DIRECTOR 1.0 0.0 X 0 0 0 VICTORIA PAO DIRECTOR 1.0 0.0 X 0 0 0 DR MARK D PEACOCK DIRECTOR 1.0 0.0 X 0 0 0 W BRANTLEY PHILLIPS JR DIRECTOR 1.0 0.0 X 0 0 0 RIC J POTENZ DIRECTOR 1.0 0.0 X 0 0 0 JENNIFER H PURYEAR DIRECTOR 1.0 0.0 X 0 0 0 ALLISON REED DIRECTOR 1.0 0.0 X 0 0 0 DR JANICE RILEY-BURT DIRECTOR 1.0 0.0 X 0 0 0 DR E KELLEY SANFORD DIRECTOR 1.0 0.0 X 0 0 0 CAROLYN W SCHOTT DIRECTOR 1.0 0.0 X 0 0 0 JAMES C SEABURY III DIRECTOR 1.0 0.0 X 0 0 0 LUIS SOLANA DIRECTOR 1.0 0.0 X 0 0 0 JEREMY TUCKER DIRECTOR 1.0 0.0 X 0 0 0 GLEN WANNER DIRECTOR (see Schedule O) 1.0 0.0 X 74879 0 12928 JONATHAN G WEAVER DIRECTOR 1.0 0.0 X 0 0 0 JAMES W WHITE DIRECTOR 1.0 0.0 X 0 0 0 DAVID WILLIAMS DIRECTOR 1.0 0.0 X 0 0 0 BETSY WILLS DIRECTOR 1.0 0.0 X 0 0 0 CLARE YANG DIRECTOR (see Schedule O) 40.0 0.0 X 66059 0 11556 ALAN R YUSPEH DIRECTOR 1.0 0.0 X 0 0 0 SHIRLEY ZEITLIN DIRECTOR 1.0 0.0 X 0 0 0 STEVEN BROSVIK COO 40.0 0.0 X 204018 0 18188 MARYE WALKER LEWIS CFO 40.0 0.0 X 202092 0 16120 GIANCARLO GUERERRO MUSIC DIRECTOR 40.0 0.0 X 493630 0 18188 JUN IWASAKI CONCERTMASTER 40.0 0.0 X 212635 0 13097 DANIEL B GROSSMAN VP OF MARKETING 40.0 0.0 X 225608 0 7578 JONATHAN NORRIS VP OF DEVELOPMENT 40.0 0.0 X 162406 0 5000 ERIC SWARTZ VP OF VENUE MANAGEMENT 40.0 0.0 X 104326 0 6120 2318578 0 161086 8 false true false Aerogo Inc 1170 Andover Park West Seattle WA 98188 Design & Install Seatwagon Aircaster System 406421 William Morris Endeavor Entertainment LLC 11 Madison Ave 18th Floor NEW YORK NY 10010 Guest Artist Management 366500 Duncan Copp Ltd 12 Southvalle Road Blackheath London UK SE OTP UK Produce & Direct Background Film 314291 Bennett Direct PO Box 0015 Milwaukee WI 532010015 Professional Telefunding 218104 Allied Universal Security Services PO Box 828854 Philadelphia PA 19182 Security Service 210625 20 0 11325 1448920 0 249700 7957743 0 9667688 Ticket sales 711190 10271824 10271824 Orchestra fees 711190 482206 482206 0 0 0 0 10754030 363102 363102 1497191 0 1568996 0 -71805 0 -71805 -71805 3407127 8000 3389193 0 17934 8000 25934 25934 143785 1448920 526476 -382691 -382691 0 0 0 0 0 0 641066 156595 484471 484471 TICKET HANDLING CHARGES/FACILITY FEES 711190 2251659 2251659 COMMISSIONS ON ARTIST MERCH SALES & MISC VENUE 711190 86956 86956 0 0 0 0 2338615 23179344 13577116 -71805 6345 X 30000 30000 4000 4000 0 0 0 0 2007355 1135991 871364 0 0 0 0 0 10826459 9605136 362387 858936 480669 480669 0 0 594698 486868 65615 42215 930374 801804 63138 65432 152500 152500 0 0 19920 0 19920 0 69615 0 69615 0 0 0 0 0 241405 241405 125123 0 125123 0 4276898 4218178 46217 12503 1151174 990130 0 161044 119781 29282 83915 6584 280360 280360 222978 222978 1109035 1105586 3449 96729 46221 33812 16696 0 0 0 0 93197 12186 79107 1904 509210 509210 0 0 0 0 2089680 2089680 0 0 295248 173621 121627 0 OTHER PRODUCTION EXPENSES 1189939 1189939 OTHER ADMIN EXP 388743 388743 OTHER MARKETING EXP 32650 32650 0 0 83785 44437 0 39348 27421525 22851856 3123602 1446067 7458671 3771849 0 0 3212771 3301403 800995 577961 0 0 0 0 0 114839 112242 1627206 907548 147606148 72817547 75553346 74788601 12602077 13733163 0 0 0 0 101369905 97192767 914989 985483 5400217 5376769 20000000 20000000 0 0 26315206 26362252 X 66863004 64159375 5337376 3812069 2854319 2859071 75054699 70830515 101369905 97192767 X -4242181 68562 -50565 X false true X true false X 10603311 5813618 7798807 8289589 9667688 42173013 11219857 13680231 13613168 14544736 13733711 66791703 0 0 0 21823168 19493849 21411975 22834325 23401399 108964716 604348 570000 596707 657138 608142 3036335 0 0 0 0 0 0 604348 570000 596707 657138 608142 3036335 105928381 1581111 1753081 1877398 1846299 1860293 8918182 0 1581111 1753081 1877398 1846299 1860293 8918182 0 693270 746699 117884 129965 143785 1831603 24097549 21993629 23407257 24810589 25405477 119714501 0.8848 0.8727 0.0745 0.0716 X Schedule A, Part III Line 2 & Line 12 restatement Lines 2 and 12 of Schedule A, Part III have been restated for all years shown to report inventory sales amounts correctly. Schedule A, Part III, Line 12 Other Income DESCRIPTION - FUNDRAISING REVENUE, COLUMN A - 174711.0, COLUMN B - 124940.0, COLUMN C - 117884.0, COLUMN D - 129965.0, COLUMN E - 143785.0, COLUMN F - 691285.0; DESCRIPTION - GROSS SALES OF INVENTORY (10A), COLUMN A - 518559.0, COLUMN B - 562384.0, COLUMN C - 0.0, COLUMN D - 0.0, COLUMN E - 0.0, COLUMN F - 1080943.0; DESCRIPTION - GAMING (RAFFLE), COLUMN A - 0.0, COLUMN B - 59375.0, COLUMN C - 0.0, COLUMN D - 0.0, COLUMN E - 0.0, COLUMN F - 59375.0; RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 11121240 4752 296373 526898 108380 10787087 10796215 164153 711734 447908 102954 11121240 10332572 51695 894966 386774 96244 10796215 10646267 30320 220997 497932 67080 10332572 10778281 7083 557481 625996 70582 10646267 0.918 0.082 0.0 false true true 3500000 3500000 131543589 66715345 64828244 8296293 6102202 2194091 4266266 4266266 74788601 0 X 25210957 68562 374198 -3615 439145 24771812 125123 -1717591 -1592468 23179344 29435141 374198 1764541 2138739 27296402 125123 0 125123 27421525 Schedule D, Part V, Line 4 Intended uses of endowment funds The investment funds are used for mission related activities. Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote THE ASSOCIATION IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE; ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN MADE IN THE ACCOMPANYING FINANCIAL STATEMENTS. IN ACCORDANCE WITH APPLICABLE GUIDANCE, THE ASSOCIATION WILL RECOGNIZE A TAX BENEFIT ONLY IF IT IS MORE-LIKELY-THAN-NOT THE TAX POSITION WOULD BE SUSTAINED IN A TAX EXAMINATION, WITH A TAX EXAMINATION BEING PRESUMED TO OCCUR. THE AMOUNT RECOGNIZED WILL BE THE LARGEST AMOUNT OF TAX BENEFIT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED ON EXAMINATION. FOR TAX POSITIONS NOT MEETING THE MORE-LIKELY-THAN-NOT TEST, NO TAX BENEFIT WILL BE RECORDED. AS OF JULY 31, 2019 AND 2018, MANAGEMENT IS NOT AWARE OF ANY UNCERTAIN TAX POSITIONS. THE ASSOCIATION DOES NOT EXPECT THE TOTAL AMOUNT OF UNRECOGNIZED TAX BENEFITS TO SIGNIFICANTLY CHANGE IN THE NEXT 12 MONTHS. THE ASSOCIATION DID NOT RECOGNIZE OR ACCRUE ANY INTEREST OR PENALTIES RELATED TO UNCERTAIN TAX POSITIONS AS OF JULY 31, 2019 AND 2018, AND FOR THE YEARS THEN ENDED. Schedule D, Part XI, Line 2(d) Other revenues in audited financial statements not in form 990 Miscellaneous Fundraising Event Expense - -3615 Schedule D, Part XI, Line 4(b) Other revenues in form 990 not in audited financial statements Event Rental Expense - -1568996 Cost of Goods Sold - -156595 Gain on Sale of Asset - 8000 Schedule D, Part XII, Line 2(d) Other expenses in audited financial statements not in form 990 Uncollectible Pledge Allowance - 50565 Miscellaneous Fundraising Event Expense - -3615 Event Rental Expense - 1568996 Gain on Sale of Asset - -8000 Cost of Goods Sold - 156595 X X X X X X X true Bennett Direct PO BOX 0015 Milwaukee WI 53201 TELEFUNDING false 616133 241405 374728 616133 241405 374728 TN SYMPHONY BALL 1033670 961965 71705 61963 61710 28142 100403 FASHION SHOW 480740 436975 43765 101342 83907 4050 62877 2 78295 49980 28315 1032 3433 14538 3079 1592705 1448920 143785 164337 149050 46730 166359 526476 -382691 Schedule G, Part I, Line 2b(ii) Describe the custody or control arrangement. BENNETT DIRECT-FUNDS RAISED BY TELEFUNDING COMPANY ARE PROCESSED BY THE REPORTING ORGANIZATION; DONATED FUNDS ARE NEVER IN POSSESSION OF THE TELEFUNDING FIRM. TELEFUNDING FIRM RECEIVES PAYMENT FOR ITS SERVICES VIA DIRECT INVOICE TO ORGANIZATION.; Schedule G, Part I, Line 2b(v) payment of fees or payment of expenses BENNETT DIRECT-CONTRACT PROVIDES FOR AN ANNUAL FEE PLUS HOURLY WAGES. ADDITIONALLY, CERTAIN EXPENSES, SUCH AS PRINTING, SUPPLIES, AND POSTAGE ARE REIMBURSED. IN 2019, FEES TOTALED $241,405, WHILE EXPENSE REIMBURSEMENTS AMOUNTED TO $1,954.; true BLAIR SCHOOL OF MUSIC AT VANDERBILT UNIVERSITY 2301 VANDERBILT PLACE NASHVILLE TN 37240 620476822 501(C)(3) 30000 to sponsor the curb youth symphony to promote music education for future generations. 1 0 Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds. Nashville Symphony sponsors Curb Youth Symphony at Blair School of Music with Vanderbilt University. NSA has a close partnering with Curb Youth Symphony at multiple times throughout the year, including the annual Side By Side concert. X X X false false false false false false false true false ALAN D VALENTINE PRESIDENT & CEO 347904 0 25000 0 6600 0 0 0 17491 0 396995 0 0 0 STEVEN BROSVIK COO 181298 0 22000 0 720 0 0 0 18188 0 222206 0 0 0 MARYE WALKER LEWIS CFO 180092 0 22000 0 0 0 0 0 16120 0 218212 0 0 0 GIANCARLO GUERERRO MUSIC DIRECTOR 443630 0 50000 0 0 0 0 0 18188 0 511818 0 0 0 JUN IWASAKI CONCERTMASTER 212635 0 0 0 0 0 6761 0 6336 0 225732 0 0 0 DANIEL B GROSSMAN VP OF MARKETING 165915 0 59693 0 0 0 0 0 7578 0 233186 0 0 0 JONATHAN NORRIS VP OF DEVELOPMENT 156566 0 5000 0 840 0 0 0 5000 0 167406 0 0 0 Schedule J, Part I, Line 3 COMPENSATION OF TOP MANAGEMENT OFFICIALS THE BOARD OF DIRECTORS DELEGATES RESPONSIBILITY TO THE EXECUTIVE COMMITTEE, WHICH ACTS AS THE COMPENSATION COMMITTEE, FOR THE REVIEW AND APPROVAL OF THE COMPENSATION OF THE ORGANIZATION'S TOP MANAGEMENT OFFICIALS. Schedule J, Part I, Line 7 Non-fixed payments The Vice President of Marketing receives a base salary plus commission. The commission is based upon meeting & exceeding ticket sales goals. There are fixed and non-fixed portions of the bonus payments for the CEO, CFO, & COO. The non-fixed portions are determined at the discretion of the executive committee. SYMPLACE REALTY DIRECTOR MARTHA INGRAM MORTGAGE ON SYMPHONY FACILITY X 23250000 20000000 false true true 20000000 Form 990, Part VI, Line 1a Delegate broad authority to a committee ARTICLE 4 (of Bylaws) EXECUTIVE COMMITTEE 4.1 Delegation of Power to Executive Committee. (a) The Executive Committee shall manage the business and affairs of the Association except as otherwise limited by these Bylaws, the Charter or the Act. The Executive Committee may advise the Board on all matters and shall report to the Board on all decisions made or actions taken by it which the Executive Committee or the Chairman reasonably determine to be major decisions or actions. The Executive Committee shall be assisted by such administrative staff as the Chairman or the President and CEO may determine. Except as otherwise provided in this Article, the provisions of Article 5 shall apply to the Executive Committee. (b) The Executive Committee shall have the power and authority (i) to appoint, negotiate and approve the terms of employment of, and evaluate the performance of the President and CEO and the Music Director and Conductor; (ii) approve agreements with the Musicians' Union (with any member who is an Orchestra Member being excluded, except by invitation of the Chairman); (iii) monitor compliance with the budget; (iv) establish and implement operating policies and procedures; (v) supervise the operations and functions of the other committees and receive reports from these committees on request or as required by these Bylaws; (vi) approve the creation of committees of the Board other than the committees created by these Bylaws and the appointment or removal of members of all committees and (vii) approve a sale, lease or pledge of less than all or substantially all of the assets of the Association. The Executive Committee shall have no power to amend any resolution of the Board or the budget. During discussions of salary, any collective bargaining negotiations, or other matters involving individual employees, the Executive Committee may exclude Association employees. 4.2 Number, Election and Term. (a) The Executive Committee shall have at least thirteen (13) and no more than seventeen (17) members, all of whom shall be directors. The Executive Committee shall be comprised of the elected officers of the Association, the President and CEO, the required Orchestra Member, the chairman of the Associate Board, the chairman of the Annual Campaign, the chairman of any capital campaign underway and the chairmen of the following committees: Artistic Planning, Governance, Strategic Planning, Marketing, Development, External Affairs and the Schermerhorn Symphony Center Committee. Subject to the limit on total members, other directors may be nominated by the Governance Committee and elected by the Board. Each member shall consent to serve prior to his or her nomination by the Governance Committee. (b) The members of the committee will be elected or appointed for minimum two-year terms, and members shall serve until their successors are elected or appointed and qualified. No member of the Executive Committee shall serve more than three consecutive two-year terms, and a former member may be re-elected or re-appointed following a one-year absence from the Executive Committee. (c) The members shall serve at the pleasure of the Executive Committee and the Board, and the Executive Committee or Board may remove any elected member at any time, with or without cause. 4.3 Meetings. Regular meetings of the Executive Committee shall be held every other month unless otherwise determined by the Chairman. Special meetings may be called at any time by an officer or any five (5) members of the Executive Committee. 4.4 Telephonic Meetings. The Executive Committee may permit any of its members to participate in any meeting by, or conduct the meeting through the use of, any means of communication by which all members participating may simultaneously hear each other during the meeting. 4.5 Quorum and Voting. At all meetings of the Executive Committee, the presence of a majority of the voting members shall constitute a quorum. Each member shall have one vote on all matters properly coming before the meeting. If a quorum is present when a vote is taken, the affirmative vote of a majority of members present is an act of the committee unless the Act, the Charter or these Bylaws require the vote of a greater number. Form 990, Part VI, Line 2 Family/business relationships amongst interested persons ORRIN INGRAM AND MARTHA INGRAM - Family relationship Form 990, Part VI, Line 4 Significant changes to organizational documents The allowed maximum number of Executive Committee members increased to 17. Form 990, Part VI, Line 11b Review of form 990 by governing body The Form 990 is prepared by the Controller; a draft is reviewed by the organization's public accounting firm, the CFO, the Board Treasurer, and Audit Committee Chair. A full copy of the 990, including supplemental schedules, is provided to the full governing body after filing. Form 990, Part VI, Line 12c Conflict of interest policy 2.8 Conflict of Interest. (from Bylaws of Organization) (a) The President and CEO shall be responsible for maintaining a written conflict of interest policy for the Association approved by the Board of Directors. This policy shall address conflict of interest related to any director, officer, committee member, or administrative staff member of the Association (b) Generally speaking, for directors, a conflict of interest is a situation in which a director or one of his or her family members has a direct or indirect personal or financial interest that compromises or could compromise the director's independence of judgment in exercising his or her responsibilities to the Association. When any conflict of interest relates to a matter requiring action by the Board of Directors or any Committee, the interested person shall call it to the attention of the Board of Directors or the Committee before which the matter is pending, as applicable. Any other Board or Committee member may call the matter to the attention of the Board or Committee, as applicable. The interested person shall not deliberate or vote on the matter; provided, however, that any director disclosing a conflict of interest may be counted in determining the presence of a quorum at a meeting of the Board of Directors or the Executive Committee. 3 (c) Unless requested to remain present during the meeting, the interested person shall retire from the room in which the Board of Directors or Executive Committee is meeting, and shall not participate in the final deliberation or decision regarding the matter under consideration. However, the interested person shall provide the Board or Committee, as applicable with any and all relevant information. (d) The minutes of the meeting of the Board or any Committee, as applicable, shall reflect that the conflict of interest was disclosed, that the interested person did not participate in the final discussion or vote and did not vote, and the rationale for approving the action. Form 990, Part VI, Line 15a Process to establish compensation of top management official THE ORGANIZATION UTILIZED SURVEYS AND RESEARCH OF LOCAL, REGIONAL AND NATIONAL ORGANIZATIONS OF SIMILAR SIZE AND MAKEUP TO ACCUMULATE FAIR AND REASONABLE COMPENSATION DATA FOR THE CEO SALARY. THE MAJORITY OF THIS INFORMATION COMES FROM THE ORCHESTRA STATISTICAL REPORT MAINTAINED BY THE LEAGUE OF AMERICAN ORCHESTRAS. THIS INFORMATION IS PRESENTED TO THE EXECUTIVE COMMITTEE, WHICH ACTS AS THE COMPENSATION COMMITTEE FOR CEO SALARY REVIEW AND APPROVAL. AFTER APPROVAL BY THE EXECUTIVE COMMITTEE, THE BOARD CHAIR THEN SIGNS DOCUMENTATION WHICH STATES THE APPROVED SALARY FOR THE CEO FOR THE FISCAL YEAR. Form 990, Part VI, Line 15b Process to establish compensation of other employees THE ORGANIZATION UTILIZED SURVEYS AND RESEARCH OF LOCAL, REGIONAL AND NATIONAL ORGANIZATIONS OF SIMILAR SIZE AND MAKEUP TO ACCUMULATE FAIR AND REASONABLE COMPENSATION DATA FOR SALARIES PAID TO OFFICERS AND KEY EMPLOYEES, SPECIFICALLY THE MUSIC DIRECTOR, CFO, COO, CONCERTMASTER, AND VICE PRESIDENTS. THE MAJORITY OF THIS INDUSTRY SALARY INFORMATION COMES FROM THE ORCHESTRA STATISTICAL REPORT MAINTAINED BY THE LEAGUE OF AMERICAN ORCHESTRAS. THIS INFORMATION IS PRESENTED TO THE EXECUTIVE COMMITTEE, WHICH ACTS AS THE COMPENSATION COMMITTEE FOR SALARY REVIEW AND APPROVAL OF THE ABOVE-MENTIONED POSITIONS. AFTER APPROVAL BY THE EXECUTIVE COMMITTEE, THE BOARD CHAIR THEN SIGNS DOCUMENTATION WHICH STATES THE APPROVED SALARY FOR EACH OF THESE POSITIONS FOR THE FISCAL YEAR. Form 990, Part VI, Line 19 Required documents available to the public Governing documents and conflict of interest policies are not required disclosures pursuant to Internal Revenue Code (IRC) Section 6104 and are not available to the public at this time. The Nashville Symphony does, however, make its annual financial audit & the 990 available on its own website. Form 990, Part VII, Section A COMPENSATION OF DIRECTORS FIVE BOARD MEMBERS SERVED AS EMPLOYED MUSICIANS OF THE NASHVILLE SYMPHONY ORCHESTRA AND RECEIVED COMPENSATION IN THEIR CAPACITY AS MUSICIANS OF THE ORCHESTRA. NONE OF THE LISTED COMPENSATION AT PART VII, SECTION A IS FOR THEIR ROLE AS BOARD MEMBERS. THESE INDIVIDUALS ARE LISTED BELOW: LOUISE MORRISON KATHERINE MUNAGIAN DEREK HAWKES GLEN WANNER CLARE YANG Form 990, Part IX, Line 11g Other Fees GUEST ARTIST FEES, SECURITY, COMMISSIONING, AUDIO ENGINEER - Total Expense: 4218178, Program Service Expense: 4218178, Management and General Expenses: 0, Fundraising Expenses: 0; PUBLIC RELATIONS, BACKGROUND SEARCH - Total Expense: 46217, Program Service Expense: 0, Management and General Expenses: 46217, Fundraising Expenses: 0; DONOR MARKET RESEARCH CONSULTANTS - Total Expense: 12503, Program Service Expense: 0, Management and General Expenses: 0, Fundraising Expenses: 12503; Form 990, Part XI, Line 9 Other changes in net assets or fund balances UNCOLLECTIBLE PLEDGE ALLOWANCE - -50565; NASHVILLE SYMPHONY ENDOWMENT TRUST CUMBERLAND TRUST 40 BURTON HILLS BLVD STE 300 NASHVILLE TN 37215 620550979 INVESTMENTS TN NASHVILLE SYMPHONY ASSOCIATION Trust true false false false false false false false false false false false false false false false false false false true NASHVILLE SYMPHONY ENDOWMENT TRUST S 526898 CASH