2012-06-15T10:15:12-05:00 2011-07-31 O'CONNOR DAVIES MUNNS & DOBBINS LLP 60 EAST 42ND STREET 36TH FL NEW YORK NY 101653698 990 2010-08-01 132906037 THE BIG APPLE CIRCUS LTD BIGA 6166166809 ONE METROTECH CENTER NO 3RD FL BROOKLYN NY 11201 PAUL BELANGER 2122682500 2012-06-15 1 GARRETT M HIGGINS CPA 2122862600 2012-06-15 2010 2016-02-24 21:20:13Z CHRIS WEARING ONE METROTECH CENTER NO 3RD FL BROOKLYN NY 11201 21295362 0 X WWW.BIGAPPLECIRCUS.ORG X 1977 NY THE CREATION AND PERFORMANCE OF AN ANNUAL PRODUCTION HAS ALWAYS BEEN THE CENTRAL ACTIVITY FOR THE CIRCUS. THIS PRODUCTION ASSURES THE ORGANIZATION'S ARTISTIC INTEGRITY AND GUIDES THE DEVELOPMENT OF ITS FIVE COMMUNITY OUTREACH PROGRAMS. EACH YEAR, THE CIRCUS USES ITS INTERCULTURAL APPEAL AS THE BASIS FOR OUTREACH TO DIVERSE AUDIENCES, TRANSFORMING THE CIRCUS ACTS INTO A RESOURCE FOR PHYSICALLY AND ECONOMICALLY DISADVANTAGED COMMUNITIES. FIVE OUTREACH PROGRAMS, CLOWN CARE, VAUDEVILLE CARAVAN, CIRCUS OF THE SENSES, CIRCUS FOR ALL! AND CIRCUS AFTER SCHOOL, CONTINUE TO BRING THE ARTISTRY OF THE CIRCUS TO SPECIAL AUDIENCES, UNDER THE BIG TOP, AND IN HOSPITALS AND COMMUNITY CENTERS. IN IT'S 32ND SEASON, THE BIG APPLE CIRCUS EMBRACED ITS ROLE AS NEW YORK'S "HOME TOWN" CIRCUS. THE SHOW TOURED FOR 33 WEEKS AND REACHED 5 LOCATIONS FOR A TOTAL OF 281 PERFORMANCES. 30 26 522 29 193949 -22050 4222291 6971437 13953712 11925734 3165 114132 964286 733640 19143454 19744943 0 0 0 0 9145499 8186927 0 0 610900 11473291 9546427 20618790 17733354 -1475336 2011589 7992825 9512562 6295120 5803268 1697705 3709294 X THE MISSION OF THE BIG APPLE CIRCUS IS TO INVIGORATE AUDIENCES WITH THE JOY AND WONDER OF CLASSICAL CIRCUS. AN ACCLAIMED SHOWCASE FOR PERFORMANCE TRADITIONS FROM CULTURES AROUND THE WORLD, THE BIG APPLE CIRCUS IS A DISTINCTLY NEW YORK INSTITUTION. EMBRACED BY GENERATIONS SINCE ITS FIRST PERFORMANCE IN LOWER MANHATTAN IN 1977, THE BIG APPLE CIRCUS LAUNCHED AN AMERICAN REVIVAL OF THE CLASSICAL CIRCUS. THE CIRCUS'S LOCATION IN NEW YORK IS PRECISELY THE REASON IT HAS FLOURISHED FOR OVER THREE DECADES, PERPETUATING AN INTERNATIONAL ART FORM IN ONE OF THE WORLD'S KEY URBAN CENTERS. 0 0 13132968 10749491 IN FISCAL YEAR 2011, THE SHOW TOURED FOR 33 WEEKS AND REACHED FIVE (5) LOCATIONS, FOR A TOTAL OF 281 PERFORMANCES. THE TOTAL AUDIENCE DURING THIS PERIOD EXCEEDED 336,000. OVER 61,000 CHILDREN AND SENIORS SAW THIS PRODUCTION EITHER FREE OR WITH DISCOUNTED TICKETS, THROUGH OUR CIRCUS FOR ALL PROGRAM. THE SCHOOL FOR PERFORMING CIRCUS ARTS, A COMMUNITY OUTREACH PROGRAM, IS A YOUTH ENRICHMENT PROGRAM WHERE STUDENTS AGES 9-16 LEARN AND PERFORM TEH CIRCUS ACTS IN A SUPPORTIVE, CONSTRUCTIVE ENVIRONMENT. IN FY 2011, THE CIRCUS SERVED 120 STUDENTS AT 3 FACILITIES. YOUNG PEOPLE AND EDUCATION HAVE BEEN A PART OF THE CIRCUS SINCE IT WAS FOUNDED IN 1977. 1707897 982294 CLOWN CARE SERVES OVER 225,000 ACUTELY AND CHRONICALLY ILL YOUNG PATIENTS AND THEIR FAMILIES AND CAREGIVERS EACH YEAR AT 18 PEDIATRIC FACILITIES NATIONWIDE. CURRENTLY, 75 COMMITTED AND TALENTED PROFESSIONAL ARTISTS GO ON CLOWN ROUNDS IN TEAMS OF TWO, ONE TO FIVE DAYS A WEEK, YEAR-ROUND. THERE ARE 25 DOCTORS WORKING IN NEW YORK, WITH RESPONSIBILITY FOR APPROXIMATELY 70,000 OF THESE INTERACTIONS. 215749 CIRCUS TO GO! (C2G) PROVIDES THE GENERAL PUBLIC WITH AN OPPORTUNITY TO EXPERIENCE THE BIG APPLE CIRCUS IN A MORE INTIMATE AND LOCAL SETTING. C2G CUSTOMIZES A CIRCUS PERFORMANCE TO FIT ANY SPACE AND ANY THEME, PROVIDING DAZZLING ENTERTAINMENT FOR SCHOOLS, NOT-FOR-PROFIT ORGANIZATIONS AS WELL AS PRIVATE EVENTS. SCHOOL FOR PERFORMING CIRCUS ARTS: CIRCUS AFTER SCHOOL IS A YOUTH ENRICHMENT PROGRAM WHERE STUDENTS AGES 9-16 LEARN AND PERFORM THE CIRCUS ARTS IN A SUPPORTIVE, CONSTRUCTIVE ENVIRONMENT. IN FY2011 THE CIRCUS SERVED 120 STUDENTS AT THREE FACILITIES. YOUNG PEOPLE AND EDUCATION HAVE BEEN A PART OF THE CIRCUS SINCE IT WAS FOUNDED IN 1977. 15056614 1 1 0 1 0 0 0 0 1 1 0 0 0 0 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 77 0 1 522 1 1 1 0 0 0 0 1 1 0 0 0 0 X 30 26 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY X X X PAUL BELANGER CHIEF FINANCIAL OFFICER 6466166809 ONE METROTECH CENTER THIRD FLOOR BROOKLYN NY 11201 PAUL BINDER 40.00 X 172762 0 6000 KIM LADOTA BOZZELLA 2.00 X 0 0 0 MARY JANE BROCK 4.00 X X 0 0 0 MICHAEL CHRISTENSEN 40.00 X 169225 0 6000 AMY CHURGIN 2.00 X 0 0 0 GUILLAUME DUFRESNOY 40.00 X 132915 0 6000 GARY B DUNNING 40.00 X X 194340 0 6000 PAUL GOLDENHEIM 2.00 X 0 0 0 PETER T GRAUER 4.00 X 0 0 0 ROBIN HENRY 2.00 X 0 0 0 LINDA F VOGEL KAPLAN 2.00 X 0 0 0 MARC LASRY 2.00 X 0 0 0 JUDITH LEVENTHAL 40.00 X X 125126 0 6000 URSULA G LOWERRE 2.00 X 0 0 0 RICHARD MAYBERRY 2.00 X 0 0 0 DAVID ROCKWELL 2.00 X 0 0 0 SAMANTHA RUDIN 2.00 X 0 0 0 MARK J SCHWARTZ 2.00 X 0 0 0 WENDY SIEGEL 4.00 X X 0 0 0 DANIEL H STERN 4.00 X X 0 0 0 JOHN SUYDAM 2.00 X 0 0 0 CHRIS WEARING 5.00 X X 0 0 0 SEANA WOOD 2.00 X 0 0 0 JIMMY ZANKEL 2.00 X 0 0 0 RON GROSS 2.00 X 0 0 0 MATT HILTZIK 2.00 X 0 0 0 OLIVIA METZGER 2.00 X 0 0 0 LEIGH BONNEY 2.00 X 0 0 0 DONI FORDYCE 2.00 X 0 0 0 ROBERT FRIEDMAN 2.00 X 0 0 0 NANCY VALENTINO 2.00 X 0 0 0 SHERMAN MELONI 2.00 X 0 0 0 ANNA QUINDLEN 2.00 X 0 0 0 NANCY PADUANO 2.00 X 0 0 0 THOMAS ROBARDS 2.00 X 0 0 0 HOLLIS FORBES 2.00 X 0 0 0 RICHARD ROBERTS 2.00 X 0 0 0 BARRY LUBIN 40.00 X 148259 0 6000 JAMES ROPER 40.00 X 103892 0 6000 MEAGAN O'NEIL 40.00 X 131794 0 6000 SCOTT O'DONNELL 40.00 X 101718 0 6000 1280031 0 54000 8 0 1 0 SERINO COYNE INC 1515 BROADWAY NEW YORK NY 10036 ADVERTISING 2332366 ENTERTAINMENT TRANSPORTATION 1633 PARK AVENUE NORTH STILLWATER MN 550821800 TRUCKING SERVICES 442880 SCHARFF WEISBERG 3636 33RD STREET 202 NEW YORK NY 11106 LIGHTING SERVICES 186171 TITAN OUTDOOR PO BOX 5179 NEW YORK NY 100875179 MARKETING SERVICES 168555 LINCOLN CENTERCENTERCHARGE 70 LINCOLN CENTER PLAZA NEW YORK NY 10023 TICKET SALES 147976 9 924560 336978 5709899 6971437 PERFORMING INCOME 711190 10749491 10749491 CLOWN CARE 711190 982294 982294 CIRCUS TO GO 711190 193949 193949 11925734 36994 36994 613 613 272542 195404 77138 77138 77138 55250 924560 114771 -59521 -59521 1817747 1240244 577503 577503 FORGIVENESS OF DEBT IN 900099 204768 204768 OTHER INCOME 711190 10277 10277 215045 19744943 11731785 193949 847772 892744 372108 427213 93423 5851216 5112065 466907 272244 707054 526725 127825 52504 735913 548223 133042 54648 59070 59070 57500 57500 63329 63329 583728 206070 271136 106522 2308722 2308722 327075 264808 47705 14562 45897 44407 1490 1450652 1332342 118310 204043 197170 2078 4795 266671 176565 90106 660015 660015 329917 249188 80729 PRODUCTION 2454333 2454333 EQUIPMENT RENTAL, REPAI 388139 351197 36942 CIRCUS TO GO EXPENSES 215749 215749 MISCELLANEOUS 87405 36927 38276 12202 BAD DEBT 44182 44182 17733354 15056614 2065840 610900 278339 420703 146704 218296 223106 1352514 385902 236855 19043 0 70020 42291 359434 441288 17322345 11603709 5380000 5718636 851158 864397 138250 130006 140869 87576 7992825 9512562 2678202 2650811 912521 655791 2704397 2496666 6295120 5803268 X -1518704 -815314 600000 1873374 2616409 2651234 1697705 3709294 7992825 9512562 2011589 0 X X 0 1 1 X 0 X 4535295 4635060 4225263 4222291 6971437 24589346 14776399 17712558 15537101 14023533 11787035 73836626 2464359 2584632 2127477 2040891 1817747 11035106 21776053 24932250 21889841 20286715 20576219 109461078 514615 1020305 890073 488948 1113590 4027531 217800 407500 625300 514615 1238105 1297573 488948 1113590 4652831 104808247 107162 77570 24568 3165 37607 250072 309346 135407 187990 35680 193949 862372 416508 212977 212558 38845 231556 1112444 30315 98860 113411 89419 215045 547050 22222876 25244087 22215810 20414979 21022820 111120572 0.94320 0.95270 0.01000 0.01230 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 1 63329 0 0 63329 0 EXPLANATION OF OTHER LOBBYING ACTIVITIES: PART II-B, LINE 1I: BIG APPLE CIRCUS ENGAGED SERVICES OF PROFESSIONAL LOBBYISTS TO ASSIST WITH GOVERNMENT RELATIONS REPRESENTATION WITHIN NEW YORK CITY AND NEW YORK STATE AGENCIES, COUNSELING ON NEW YORK CITY MATTERS, AND PUBLIC ADVOCACY FOR BUSINESS. 1193378 116484 -184091 1125771 1697895 1000000 -4517 1500000 1193378 1697895 22529 22529 1697895 0.97820 0.02180 0 0 373787 373787 3438017 3438017 1118082 1118082 7893246 7603709 289537 4499213 4000000 499213 5718636 19744943 17733354 2011589 0 2011589 19529194 0 19529194 215749 215749 19744943 17517605 0 17517605 215749 215749 17733354 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: THE USE OF THE ENDOWMENT FUND IS BASED ON THE DONOR SPECIFIED USE OF THE FUNDS (SUPPORTING A SPECIFIC PROGRAM SUCH AS CLOWN CARE OR TO SUPPORT PROGRAM OR OPERATING EXPENSES OF THE ORGANIZATION'S CHOICE) AND IN SOME CASES THE DONORS SPECIFIED AN INVESTMENT POLICY (HOW IT IS TO BE INVESTED). IN ALL CASES THE EARNINGS FROM THE ENDOWMENT FUNDS SUPPORT GENERAL OPERATING AND SPECIFIC PROGRAM COSTS OF THE ORGANIZATION THAT ADVANCE THE MISSION OF THE ORGANIZATION. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE CIRCUS RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. MANAGEMENT HAS DETERMINED THAT THE CIRCUS HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION. THE CIRCUS IS NO LONGER SUBJECT TO AUDITS BY THE APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO 2007. PART XII, LINE 4B - OTHER ADJUSTMENTS: CIRCUS TO GO EXPENSES 215,749. PART XIII, LINE 4B - OTHER ADJUSTMENTS: CIRCUS TO GO EXPENSES 215,749. FALL GALA 979810 924560 55250 35000 63308 16463 979810 924560 55250 35000 63308 16463 114771 -59521 X X X 0 0 0 0 0 0 0 0 0 PAUL BINDER 172762 0 0 0 0 0 0 0 6000 0 178762 0 0 0 MICHAEL CHRISTENSEN 169225 0 0 0 0 0 0 0 6000 0 175225 0 0 0 GARY B DUNNING 194340 0 0 0 0 0 0 0 6000 0 200340 0 0 0 BARRY LUBIN 148259 0 0 0 0 0 0 0 6000 0 154259 0 0 0 FORM 990, PART VI, SECTION B, LINE 11 THE FINANCE COMMITTEE OF THE BOARD OF DIRECTORS WILL REVIEW AND APPROVE THE IRS FORM 990 BEFORE IT IS FILED. IT WILL BE DISTRIBUTED TO THEM ELECTRONICALLY. THE FINANCE COMMITTEE WILL MEMORIALIZE THEIR REVIEW IN THE FINANCE COMMITTEE MINUTES. THE CHAIR OF THE FINANCE COMMITTEE WILL REPORT THE REVIEW AND APPROVAL AND ANY RELEVANT FINDINGS TO THE BOARD OF DIRECTORS DURING THE BOARD OF DIRECTOR'S SUBSEQUENT MEETING. COPIES OF THE FORM 990 WILL BE DISTRIBUTED TO ALL MEMBERS OF THE BOARD OF DIRECTORS ELECTRONICALLY BEFORE THE FORM IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY COVERS MEMBERS OF THE BOARD OF DIRECTORS AND KEY EMPLOYEES. ALL KEY EMPLOYEES AND ALL MEMBERS OF THE BOARD OF DIRECTORS NEED TO RENEW THEIR CERTIFICATION OF COMPLIANCE ON AN ANNUAL BASIS. IF AT ANY TIME DURING HIS OR HER TERM OF SERVICE, A DIRECTOR OR KEY EMPLOYEE ACQUIRES ANY INTEREST OR OTHERWISE A CIRCUMSTANCE ARISES WHICH MAY POSE A CONFLICT OF INTEREST, THAT INTEREST OR OTHER CONFLICT SHALL BE PROMPTLY DISCLOSED IN WRITING TO THE CHAIR OF THE BOARD. WHEN ANY MATTER FOR DECISION OR APPROVAL COMES BEFORE THE BOARD OR ANY COMMITTEE OF THE BOARD IN WHICH A DIRECTOR HAS AN INTEREST OR OTHER CONFLICT, THAT INTEREST OR OTHER CONFLICT SHALL BE IMMEDIATELY DISCLOSED TO THE BOARD OR RELEVANT COMMITTEE BY THAT DIRECTOR. THE POLICY CALLS FOR THE FOLLOWING DISCLOSURE REQUIREMENTS: 1. DIRECTORS AND KEY EMPLOYEES SHALL DISCLOSE IN WRITING, ANY INTEREST (AS DEFINED BELOW) SUCH PERSON MAY HAVE IN ANY ENTITY WHICH PROVIDES PROFESSIONAL OR OTHER GOODS OR SERVICES TO THE CORPORATION FOR A FEE OR OTHER COMPENSATION 2. ANY POSITION OR OTHER MATERIAL RELATIONSHIP SUCH DIRECTOR OR KEY EMPLOYEES MAY HAVE WITH ANY OTHER NOT-FOR-PROFIT CORPORATION WITH WHICH THE CORPORATION HAS AN ATTORNEY-CLIENT OR OTHER BUSINESS RELATIONSHIP THE CONFLICT OF INTEREST POLICY DEFINES THE FOLLOWING AS RISING TO THE LEVEL OF A POTENTIAL CONFLICT OF INTEREST: 1. IF THE DERIVE A SIGNIFICANT INDIVIDUAL ECONOMIC BENEFIT, EITHER DIRECTLY OR INDIRECTLY, FROM ANY TRANSACTION OR RELATIONSHIP INVOLVING SUCH ENTITY OR ANY DECISION ON A MATTER INVOLVING SUCH ENTITY BY THE BOARD OR A COMMITTEE. THE FOLLOWING RESTRICTIONS WOULD BE IMPOSED ON SUCH PERSONS WITH A CONFLICT: 1. VOTING. NO DIRECTOR SHALL VOTE ON ANY MATTER IN WHICH HE OR SHE HAS A CONFLICT OF INTEREST. 2. NON-PARTICIPATION. ANY DIRECTOR WHO HAS A CONFLICT OF INTEREST IN A MATTER SHALL LEAVE THE ROOM IN WHICH DISCUSSION REGARDING THAT MATTER IS CARRIED ON, IF SO REQUESTED BY THE BOARD OR THE RELEVANT COMMITTEE; PROVIDED, HOWEVER, THAT THE INTERESTED DIRECTOR MAY PARTICIPATE IN ANY DISCUSSION REGARDING HIS OR HER ABSENCE. 3. ATTEMPTS TO INFLUENCE. DIRECTORS SHALL NOT ATTEMPT TO INFLUENCE OTHER DIRECTORS REGARDING MATTERS IN WHICH THEY HAVE A CONFLICT OF INTEREST, WITHOUT FIRST DISCLOSING THAT CONFLICT OF INTEREST. 4. CONTRACT REVIEW COMMITTEE. THE BOARD MAY, IN ITS OWN DISCRETION ESTABLISH A CONTRACT REVIEW COMMITTEE CONSISTING OF AT LEAST THREE (3) DIRECTORS TO REVIEW ANY CONTRACT THAT IS PROPOSED FOR APPROVAL BY THE BOARD RESPECTING WHICH A DIRECTOR OR KEY EMPLOYEE MAY HAVE A CONFLICT OF INTEREST (AN "INTERESTED PARTY CONTRACT"). IF NO CONTRACT REVIEW COMMITTEE HAS BEEN DULY APPOINTED, AT ANY TIME, THE BOARD (NOT INCLUDING THE DIRECTORS HAVING AN INTEREST IN THE APPLICABLE CONTRACT) SHALL SERVE SUCH ROLE. THE CONTRACT REVIEW COMMITTEE OR BOARD SHALL REVIEW THE INTERESTED PARTY CONTRACT AND DETERMINE WHETHER TO AUTHORIZE THE CONTRACT; PROVIDED THAT IF THE CONTRACT IS OF A MAGNITUDE THAT IT WOULD OTHERWISE REQUIRE BOARD APPROVAL, THE CONTRACT REVIEW COMMITTEE SHALL SUBMIT THE CONTRACT TO THE BOARD WITH ITS RECOMMENDATION WHETHER OR NOT TO APPROVE IT. THE CONTRACT REVIEW COMMITTEE OR THE BOARD MUST APPROVE AN INTERESTED PARTY CONTRACT BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS ENTITLED TO VOTE ON THE MATTER. THE CONFLICT OF INTEREST POLICY DEFINES THE FOLLOWING AS RISING TO THE LEVEL OF A POTENTIAL CONFLICT OF INTEREST: IF THEY DERIVE A SIGNIFICANT INDIVIDUAL ECONOMIC BENEFIT, EITHER DIRECTLY OR INDIRECTLY, FROM ANY TRANSACTION OR RELATIONSHIP INVOLVING SUCH ENTITY OR ANY DECISION ON A MATTER INVOLVING SUCH ENTITY BY THE BOARD OR A COMMITTEE. THE FOLLOWING RESTRICTIONS WOULD BE IMPOSED ON SUCH PERSONS WITH A CONFLICT: 1. VOTING. NO DIRECTOR SHALL VOTE ON ANY MATTER IN WHICH HE OR SHE HAS A CONFLICT OF INTEREST. 2. NON-PARTICIPATION. ANY DIRECTOR WHO HAS A CONFLICT OF INTEREST IN A MATTER SHALL LEAVE THE ROOM IN WHICH DISCUSSION REGARDING THAT MATTER IS CARRIED ON, IF SO REQUESTED BY THE BOARD OR THE RELEVANT COMMITTEE; PROVIDED, HOWEVER, THAT THE INTERESTED DIRECTOR MAY PARTICIPATE IN ANY DISCUSSION REGARDING HIS OR HER ABSENCE. 3. ATTEMPTS TO INFLUENCE. DIRECTORS SHALL NOT ATTEMPT TO INFLUENCE OTHER DIRECTORS REGARDING MATTERS IN WHICH THEY HAVE A CONFLICT OF INTEREST, WITHOUT FIRST DISCLOSING THAT CONFLICT OF INTEREST. 4. CONTRACT REVIEW COMMITTEE. THE BOARD MAY, IN ITS OWN DISCRETION ESTABLISH A CONTRACT REVIEW COMMITTEE CONSISTING OF AT LEAST THREE (3) DIRECTORS TO REVIEW ANY CONTRACT THAT IS PROPOSED FOR APPROVAL BY THE BOARD RESPECTING WHICH A DIRECTOR OR KEY EMPLOYEE MAY HAVE A CONFLICT OF INTEREST (AN "INTERESTED PARTY CONTRACT"). IF NO CONTRACT REVIEW COMMITTEE HAS BEEN DULY APPOINTED, AT ANY TIME, THE BOARD (NOT INCLUDING THE DIRECTORS HAVING AN INTEREST IN THE APPLICABLE CONTRACT) SHALL SERVE SUCH ROLE. THE CONTRACT REVIEW COMMITTEE OR BOARD SHALL REVIEW THE INTERESTED PARTY CONTRACT AND DETERMINE WHETHER TO AUTHORIZE THE CONTRACT; PROVIDED THAT IF THE CONTRACT IS OF A MAGNITUDE THAT IT WOULD OTHERWISE REQUIRE BOARD APPROVAL, THE CONTRACT REVIEW COMMITTEE SHALL SUBMIT THE CONTRACT TO THE BOARD WITH ITS RECOMMENDATION WHETHER OR NOT TO APPROVE IT. THE CONTRACT REVIEW COMMITTEE OR THE BOARD MUST APPROVE AN INTERESTED PARTY CONTRACT BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS ENTITLED TO VOTE ON THE MATTER. FORM 990, PART VI, SECTION B, LINE 13: THE WHISTLEBLOWER POLICY HAS BEEN IN PLACE FOR MANY YEARS. THE POLICY IS COMMUNICATED TO THE STAFF VIA THE PERSONNEL MANUAL. THE DOCUMENT RETENTION AND DESTRUCTION POLICY WAS REVIEWED BY THE FINANCE COMMITTEE AND ADOPTED BY THE BOARD OF TRUSTEES IN MAY OF 2009. IT WAS THEN COMMUNICATED TO STAFF VIA E-MAIL. THE CONFLICT OF INTEREST POLICY WAS ADOPTED IN 2006. IT IS COMMUNICATED TO THE SENIOR STAFF AND TO THE TRUSTEES AT THE YEAR END MEETING IN JUNE. FORM 990, PART VI, SECTION B, LINE 15 ON JULY 24, 2009 THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS CONDUCTED A COMPENSATION REVIEW OF THE ORGANIZATION'S KEY EMPLOYEES. NO CHANGES TO THE COMPENSATION WERE MADE IN FY 2010-2011. FIRST, THE COMMITTEE CONDUCTED A QUALIFYING TEST FOR KEY EMPLOYEES. THE COMMITTEE DETERMINED THAT FIVE (5) EMPLOYEES MET THE CRITERIA: THEY EARNED OVER $150,000 AND HAD THE SIGNIFICANT RESPONSIBILITIES AND AUTHORITY OUTLINED BY THE IRS. THE KEY EMPLOYEES WERE AS FOLLOWS: EXECUTIVE DIRECTOR CHIEF FINANCIAL OFFICER ARTISTIC DIRECTOR FOUNDING ARTISTIC DIRECTOR CO-FOUNDER & CREATIVE DIRECTOR THE COMMITTEE THEN REVIEWED THEIR COMPENSATION. THEY SUBSTANTIATED THE REVIEW WITH THE FOLLOWING INFORMATION: 2007 AND 2008 GUIDESTAR NATIONAL COMPENSATION SURVEY ERI NON-PROFIT COMPARABLES ASSESSOR COMPARISONS FROM SPECIFIC COMPANIES THAT WERE USED RECENTLY AS BENCHMARKS WHEN REVIEWING COMPENSATION FOR THE FOUNDER AND CO-FOUNDER. IN ALL CASES, THERE WAS SUFFICIENT COMPARABLE DATA FROM SIMILAR ORGANIZATIONS. IN NO CASE WAS THE COMPENSATION CONSIDERED TO BE EXCESSIVE. THE REVIEW WAS DOCUMENTED IN THE MEETING MINUTES. THE FOUNDING DIRECTORS' COMPENSATION WAS REVIEWED DURING THEIR RESPECTIVE CONTRACT NEGOTIATIONS. FORM 990, PART VI, SECTION C, LINE 19 THE BIG APPLE CIRCUS (BAC) WILL DISCLOSE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS TO THE PUBLIC. IT WILL PROVIDE COPIES ON REQUEST, OR WILL MAKE THE DOCUMENTS AVAILABLE FOR INSPECTION AT THE BAC OFFICE. THE FINANCIAL STATEMENTS WILL BE AVAILABLE ON ANOTHER ENTITY'S WEBSITE, SUCH AS GUIDESTAR. AUDIT OVERSIGHT FORM 990, PART XI, LINE 2C: THERE HAS BEEN NO CHANGE IN THE ORGANIZATION'S PROCESS FOR THE SELECTION OF OUTSIDE AUDITORS OR OVERSIGHT OF THE AUDIT IN FISCAL YEAR 10-11.