2016-05-06T10:04:50-07:00 2015-06-30 Leaf & Cole LLP 2810 Camino Del Rio South Suite 200 San Diego CA 921083820 990 2014-07-01 956044429 SAN DIEGO OPERA ASSOCIATION SAND 6192327636 233 A STREET SUITE SAN DIEGO CA 92101 CANDACE M CARROLL SEC/GOV CHAIR 2016-05-06 true JULIE A FIRL P00085551 6192947200 X 2014 2016-08-17 19:52:53Z DAVID BENNETT 10754751 false false X www.sdopera.org X 1953 CA The mission of San Diego Opera is to deliver exceptional vocal performances and exciting, accessible programs to diverse audiences, focusing on community engagement and the transformative power of live performance. 25 25 431 279 -12312 -12312 8077551 5174430 5391929 4467851 283493 225951 -178160 -35709 13574813 9832523 0 0 8521464 4819358 0 726404 7273120 6300703 15794584 11120061 -2219771 -1287538 17786464 14841731 3989017 2598603 13797447 12243128 MissionThe mission of San Diego Opera is to deliver exceptional vocal performances and exciting, accessible programs to diverse audiences, focusing on community engagement and the transformative power of live performance.VisionThe San Diego Opera will be recognized internationally as a leading example of adaptability, innovation and sustainability in the operatic arts, promoting diversified programming and unique performance venues with world-class and emerging talent. false false 8783973 4467851 During the 2014-15 fiscal year, San Diego Opera produced 3 main stage productions for a total of 12 performances. San Diego Opera also presented 2 recitals at the Balboa Theatre, presented a Mariachi Opera at San Diegos Civic Theatre and produced a 50th Anniversary concert at Copley Symphony Hall. Operas are produced and staged completely by San Diego Opera and feature internationally renowned artists. The chorus and stage crew are drawn from the local community and San Diego Symphony is contracted as the orchestra. San Diego Opera has a scenic studio that builds sets and costumes for many of its productions and for theatrical arts organizations and commercial purposes around the country. San Diego Opera offers extensive opera education and outreach programs, which serve adults and school children in San Diego and Northern Mexico, with a special emphasis on disadvantaged children. 8783973 true true false false false false false false false true true true false false true true true false false false false false false false true false false false false true false false false false false false false false false false false true false false false false true true false false false true 65 0 true 431 true true true false false false false true true false 0 false false false false false false false false false false X 25 25 true false false false true true true true true false false true true true true true true true true false CA X X X MICHAEL LOWRY 6192327636 233 A STREET SUITE 500 SAN DIEGO CA 921014095 X CAROL LAZIER President 15.00 0.00 X X 0 0 0 COURTNEY ANN COYLE ESQ EXEC. VP 4.00 0.00 X X 0 0 0 JAMES A MERRITT MD VP FINANCE 4.00 0.00 X X 0 0 0 FRANCES R MARSHALL Secretary 4.00 0.00 X X 0 0 0 ROBERT B HORSMAN COMM OUTREACH 4.00 0.00 X 0 0 0 DAVID KLEINFELD MEMBER AT LARGE 4.00 0.00 X 0 0 0 CANDACE M CARROLL SEC/GOV CHAIR 4.00 0.00 X 0 0 0 JOE WATKINS STRAT PLN CHAIR 4.00 0.00 X 0 0 0 DAVID BRENNER MD Director 2.00 0.00 X 0 0 0 ANN IRWIN Director 2.00 0.00 X 0 0 0 NATHAN FLETCHER Director 2.00 0.00 X 0 0 0 THOMAS SHIFTAN MD NOM CO-CHAIR 4.00 0.00 X 0 0 0 SARAH B MARSH-REBELO NOM CO-CHAIR 4.00 0.00 X 0 0 0 TERESA FISCHLOWITZ Director 2.00 0.00 X 0 0 0 MATTHEW LEIVO Director 2.00 0.00 X 0 0 0 GLORIA RASMUSSEN Director 2.00 0.00 X 0 0 0 ALEX LUKIANOV Director 2.00 0.00 X 0 0 0 ANITA NORTON SPEC EV CHAIR 4.00 0.00 X 0 0 0 KATHRYN HATTOX Director 2.00 0.00 X 0 0 0 ZANDRA RHODES Director 2.00 0.00 X 0 0 0 LINDA SPUCK DEV CHAIR 4.00 0.00 X 0 0 0 ANTHONY S THORNLEY Director 2.00 0.00 X 0 0 0 ROBERT H KAPLAN PHD Director 2.00 0.00 X 0 0 0 KARL HOSTETLER MD Director 2.00 0.00 X 0 0 0 SANDRA JOY LAWHON Director 2.00 0.00 X 0 0 0 KEITH FISHER COO 40.00 0.00 X 181712 0 11544 MICHAEL LOWRY CFO 40.00 0.00 X 146047 0 11571 DAVID BENNETT - SEE SCH O GEN DIRECTOR 0.00 0.00 X 0 0 0 CHRISTINA LAZICH SEN DIR OF DEV 40.00 0.00 X 115787 0 7242 NICOLAS REVELES DIR OF EDUC & OUT 40.00 0.00 X 115931 0 12879 KAREN KELTNER DIR OF MUSIC 40.00 0.00 X 113838 0 13185 RISE WALTER DIR, AUDIENCE DEV 40.00 0.00 X 164676 0 18800 ANN SPIRA CAMPBELL SEE SCH J-PART III 0.00 0.00 X 938926 0 9747 IAN CAMPBELL SEE SCH J-PART III 0.00 0.00 X 531023 0 12841 2307940 97809 10 true true false Holland & Knight LLP 400 S Hope St 8th Floor Los Angeles CA 90071 LEGAL SERVICES 254951 1 74785 409146 4690499 45489 5174430 HANDLING FEES, MISC 711190 57652 57652 RENTAL SETS TO THEATERS 711190 71376 71376 SHOP PRODUCTION/THEATER 711190 106125 106125 TICKET SALES 711190 4232698 4232698 4467851 223949 211014 12935 0 0 0 2002 2002 2002 2002 59201 74785 86205 -27004 -27004 0 823711 836023 -12312 -12312 MISCELLANEOUS 711190 3607 3607 3607 9832523 4682472 -12312 -12067 X 0 0 0 0 343190 343190 0 3624875 2697329 514829 412717 210544 162946 31196 16402 334570 226403 70940 37227 306179 213643 57859 34677 0 39013 39013 21000 21000 0 0 0 2773504 2596382 157172 19950 667933 493105 174828 90044 41807 42590 5647 147890 9000 138890 0 321939 213945 91066 16928 298191 264943 32288 960 0 33224 6101 23453 3670 0 0 159704 140174 19530 85132 85132 PRODUCTION & OTHER EXPENSES 1010195 983527 26668 Theatre facility fees 448745 448745 RENTAL SETS & SET BUILDING 155032 155032 STUDENT TICKET VOUCHERS 45759 45759 3398 3398 11120061 8783973 1609684 726404 6197702 5239993 19732 220466 3257145 1660545 532460 439185 0 0 0 93796 96821 155810 499152 3593315 2673938 1034952 919377 121182 5899403 5645010 0 0 595464 0 17786464 14841731 1324755 553997 1936569 1921514 727693 123092 3989017 2598603 X 1272603 1615332 7082185 5415865 5442659 5211931 13797447 12243128 17786464 14841731 X -1287538 -243103 -23678 X false true X true false X 6935179 5453055 9111216 8077551 5174430 34751431 0 0 6935179 5453055 9111216 8077551 5174430 34751431 5137013 29614418 807985 488771 426759 257674 223949 2205138 0 4782 11560 14377 18033 3607 52359 37008928 28544047 0.80020 0.79310 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 5442659 -19714 211014 5211931 6203807 -1066576 550150 244722 5442659 5759418 111702 591017 258330 6203807 6144391 37266 -142802 279437 5759418 7192650 42309 1383238 2473806 6144391 1.00000 true true true 78025 78025 200000 200000 1242687 560625 682062 1568777 1419008 149769 503826 494305 9521 919377 5645010 DEFICIENCY IN CGA 53277 POOLED INCOME FUND LIABILITY 69815 123092 X 9819343 -243103 280253 37150 9782193 50330 50330 9832523 11373662 303931 303931 11069731 50330 50330 11120061 Part V, Line 4: Intended uses of the endowment fund. THE INTENDED USE OF THE SAN DIEGO OPERA'S ENDOWMENT FUNDS IS TO PROVIDE GENERAL SUPPORT. Part X : FIN48 Footnote San Diego Opera is a public charity and is exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code and Section 23701(d) of the California Revenue and Taxation Code except on net income derived from unrelated business activities. San Diego Operas unrelated business activity did not generate taxable income and no tax liability has been recorded at June 30, 2015 and 2014. San Diego Opera believes that it has appropriate support for any tax positions taken, and as such, does not have any uncertain tax positions that are material to the financial statements. San Diego Opera is not a private foundation.San Diego Operas Return of Organization Exempt from Income Tax and Exempt Organization Business Income Tax Returns for Tax for the years ended June 30, 2015, 2014, 2013 and 2012 are subject to examination by Internal Revenue Service and State taxing authorities, generally three to four years after the returns were filed. Part XI, Line 4b: Other revenue amounts included on 990 but not included in F/S STUDENT TICKET VOUCHERS $45759 RENTAL SETS & SET BUILDING EXPENSES $4571 Part XII, Line 4b: Other revenue amounts included on 990 but not included in F/S STUDENT TICKET VOUCHER $45759 RENTAL SETS & SET BUILDING EXPENSES $4571 false OPENING NIGHT GALA 103035 74785 28250 9052 21584 8778 OTHER FUNDRAISING EVENTS 30951 30951 25932 20859 133986 74785 59201 9052 47516 29637 86205 -27004 X false true X X X X X true false false false false false false false false false ANN SPIRA CAMPBELL SEE SCH J-PART III 116007 822919 4360 5387 948673 IAN CAMPBELL SEE SCH J-PART III 172188 358835 4360 8481 543864 KEITH FISHER COO 179938 1774 4004 7540 193256 MICHAEL LOWRY CFO 146047 5536 6035 157618 RISE WALTER DIR, AUDIENCE DEV 164676 6150 12650 183476 Part I, Line 1a: Relevant information in regards to selections on 1a. Wages are grossed up to include the tax implications of non-cash benefits provided to certain employees. Part I, Line 1b: Reason for not following policy regarding payment provisions for expenses San Diego Opera does not have a written policy regarding tax gross-up payments and generally does not gross up employee wages for the tax implications of compensation or benefits. Gross-ups were applied at the direction of the Compensation Committee on select non-cash benefits for certain employees. Part III, Additional Information On May 15th, 2014, San Diego Opera and Ian Campbell agreed to end their employment relationship with each other and entered into an Interim Agreement to mediate the conclusion of his employment agreement and any ancillary retirement and benefit plans. AS PART OF THIS INTERIM AGREEMENT, SAN DIEGO OPERA ASSOCIATION AGREED TO MAKE AN ANNUAL LIFE INSURANCE PREMIUM PAYMENT IN THE AMOUNT OF $7,093 WHICH WAS DUE ON MAY 13, 2014. THIS WAS ONE OF TWO LIFE INSURANCE POLICIES FOR MR. CAMPBELL WHICH WERE BEING PAID FOR BY SAN DIEGO OPERA IN ACCORDANCE WITH HIS EMPLOYMENT CONTRACT. Effective July 25, 2014, San Diego Opera and Ian Campbell entered into a Settlement Agreement and Mutual Release of all Claims. The terms of this agreement included a lump sum payment in the gross amount of $276,000, making available to Mr. Campbell two opening night seats for all events put on by San Diego Opera for his lifetime and Mr. Campbell will keep and maintain at his own expense any insurance policies issued to him while employed by San Diego Opera Association. During the course of his employment, Mr. Campbell participated in the company sponsored 403(b) retirement plan that is available to all full-time employees. During the 2013-2014 fiscal year, and in previous years, Mr. Campbell received matching contributions as defined in the plan. This Settlement agreement did not impact Mr. Campbells 403(b) plan account. On May 15th, 2014, San Diego Opera and Ann Spira Campbell agreed to end their employment relationship with each other and entered into an Interim Agreement to mediate the conclusion of her employment agreement and any ancillary retirement and benefit plans. As part of this interim Agreement, San Diego Opera Association agreed to pay out accrued vacation time in the amount of $17,823.36 and to relinquish any claim of right to funds it held in trust pursuant to a Supplemental Executive Retirement Plan (SERP) in which Ms. Campbell was the SOLE participant. The SERP was established in 2006 and required annual employer contributions based on a percentage of Ms. Campbells compensation. Effective July 5, 2014, San Diego Opera and Ann Spira Campbell entered into a Settlement Agreement and Mutual Release of all Claims. The terms of this agreement included a lump sum payment in the gross amount of $200,000, releasing the accumulated funds held in the SERP to Ms. Campbell (fair market value as of the release date was $594,698) and making available to Ms. Campbell two opening night seats for all events put on by San Diego Opera for her lifetime. During the course of her employment, Ms. Campbell participated in the company sponsored 403(b) retirement plan that is available to all full-time employees. During the 2013-2014 fiscal year, and in previous years, Ms. Campbell received matching contributions as defined in the plan. This Settlement agreement did not impact Ms. Campbells 403(b) plan account.The monetary portions of these severance payments were made in July 2014. However, because the San Diego Opera uses the accrual method of accounting, the amounts were included in the Statement of Functional Expenses (Page 10 of Form 990, Part IX) for the tax year ended June 30, 2014. X PARKING 1 36680 FMV CRUISE TICKETS 1 3398 FMV CATERING 3 5411 FMV false false true Part I, Line 32, Hire and Use of Third Parties Charitable Auto Resources, Inc. is a commercial fundraiser that handles our vehicle donation program.Charitable Auto Resources, Inc.4669 Murphy Canyon Road, Suite 100San Diego, CA 92123 Form 990, Part VI, Line 2: Description of Business or Family Relationship of Officers, Directors, Et CAROL LAZIER (WHO SERVES AS PRESIDENT OF THE BOARD OF DIRECTORS) AND JAMES A. MERRITT, M.D. (WHO SERVES ON THE BOARD AS VICE PRESIDENT, FINANCE)ARE HUSBAND AND WIFE. Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder DONATIONS OF $100 OR MORE QUALIFIES A DONOR FOR MEMBERSHIP WITH THE ORGANIZATION. Form 990, Part VI, Line 7a: How Members or Shareholders Elect Governing Body MEMBERS VOTE FOR DIRECTORS PER THE ORGANIZATION BYLAWS. Form 990, Part VI, Line 7b: Describe Decisions of Governing Body Approval by Members or Shareholders Per San Diego Operas Bylaws, Members are required to vote on the election of the Board of Directors, election of the Audit Committee, amendments to the Articles of Incorporation, voluntary dissolution of the Association, and any other matter which legally requires approval by the membership. The Members must also approve any amendments to the bylaws which materially or adversely affect the rights of members as to voting, dissolution or transfer of membership; amend or repeal the Associations Objectives and Purposes; specify or change the number of Directors allowed or required; or the maximum or minimum number of Directors, or change from a fixed to a variable number of Directors or vice-versa; or amend or repeal the method of amending the bylaws. Form 990, Part VI, Line 11b: Form 990 Review Process SAN DIEGO OPERA ASSOCIATIONS PROCESS TO REVIEW THE FORM 990 IS AS FOLLOWS:A. AFTER PREPARATION OF THE FORM 990 BY THE CFO AND THE AUDIT FIRM, A DRAFT IS DISTRIBUTED TO THE AUDIT COMMITTEE FOR REVIEW AND INPUT. THE AUDIT COMMITTEE, SELECTED BY THE NOMINATING COMMITTEE OF THE BOARD AND ELECTED EACH YEAR BY THE MEMBERSHIP, IS COMPRISED OF INDIVIDUALS WHOSE BUSINESS AND PROFESSIONAL BACKGROUNDS BRING APPROPRIATE EXPERTISE TO THIS PROCESS. THE ASSOCIATIONS VICE PRESIDENT OF FINANCE IS ALSO A NON-VOTING MEMBER OF THE AUDIT COMMITTEE.B. ONCE THE FORM 990 HAS BEEN REVIEWED AND APPROVED BY THE AUDIT COMMITTEE, IT IS THEN DISTRIBUTED ELECTRONICALLY TO EACH MEMBER OF THE ASSOCIATIONS BOARD OF DIRECTORS. THE FORM 990 IS PROVIDED TO THEM IN AMPLE TIME TO PERMIT THEIR REVIEW AND INPUT OF IT BEFORE THEY ARE ASKED TO VOTE ON IT. THE FORM 990 IS THEN PUT FORTH FOR APPROVAL BY A QUORUM OF THE BOARD OF DIRECTORS.C. SHOULD ANY REVISIONS BE NECESSARY, THE UPDATED DRAFT OF THE FORM 990 IS THEN PROVIDED TO BOTH THE AUDIT COMMITTEE AND FULL BOARD FOR FINAL REVIEW. IT IS PROVIDED TO THEM IN AMPLE TIME TO PERMIT THEM TO REVIEW THE CHANGES, TO ASK QUESTIONS AND / OR MAKE FINAL SUGGESTIONS BEFORE IT IS SUBMITTED TO THE INTERNAL REVENUE SERVICE. Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts The organization maintains a Code of Conduct that includes, among other provisions, a Conflict of Interest policy. That policy covers all of the organization's officers, directors, board members and staff. The policy is circulated to all covered persons, each of whom is required to disclose any facts or relationships that could give rise to a conflict of interest, and to sign that disclosure after acknowledging that he or she has carefully read and considered the questions. While the policy requires each covered person to disclose voluntarily any transaction or relationship that he or she believes to result in a conflict of interest, the organization's officers, directors, board members and staff are also instructed to report any violation of the policy to management. The Board of Directors makes the final determination as to whether a conflict exists, and reviews the relevant facts if a conflict arises. If any covered person has a conflict, he or she is prohibited from participating in both the deliberation process and the decision-making process with respect to the relevant transaction. Further, each covered person is required to update his or her disclosure statement immediately if at any time during their service to the organization there occurs an event, change or development that would require an additional disclosure. Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management The Finance Committee negotiated the compensation and benefits for the General Director in June of 2015 which resulted in a written employment contract. The employment contract was also approved by the Board of Directors. In setting the General Directors compensation and benefits, the Finance Committee utilized the form 990 of other organizations and compensation surveys. Form 990, Part VI, Line 15b: Compensation Review and Approval Process for Officers and Key Employees The Finance Committee approved an across the board ten percent salary reduction for the 2014-15 fiscal year for all staff as part of the efforts to Save San Diego Opera, including those noted as Officers in Part VII of the 990. The Finance Committee discussed compensation available via the form 990 of other organizations and compensation surveys during the budgeting process. The Board of Directors also approved the budget and compensation change for FY 2014-15 in July 2014. Form 990, Part VI, Line 19: Other Organization Documents Publicly Available San Diego Opera Association makes its audited financials, corporate bylaws, board of directors governance guidelines, conflict of interest policy and committee charters available on its website. Other Changes In Net Assets Or Fund Balances - Other Decreases FMV OF TICKETS EXCHANGED FOR IN-KIND GIFTS = -$23678 Form 990, Part VII, Section B, Line 1 Highest Compensated Independent Contractor:The law firm of Holland & Knight was engaged by the Board of Directors to advise them on matters related to a management transition in Spring 2014, negotiating the settlement agreements with Ian Campbell and Ann Spira Campbell and other related matters. All but approximately seventeen thousand dollars of the amount reported in Part VII, Section B of the 990 was accrued in FY 2013-14. 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