2011-11-14T16:51:29-06:00 2010-12-31 BRUCE E BERNSTIEN & ASSOC PC 10440 N CENTRAL EXPRESSWAY STE 1040 DALLAS TX 75231 990 2010-01-01 756002511 STATE FAIR OF TEXAS STAT 2144218701 PO BOX 150009 DALLAS TX 75315 lee d winton 2011-11-14 BRUCE E BERNSTIEN 2147060840 2010 2016-02-24 21:20:13Z ERROL MCKOY PO BOX 150009 dallas TX 75315 43526074 false X www.bigtex.com X 1886 TX TO CONDUCT AN ANNUAL EDUCATIONAL AND AGRICULTURAL STATE FAIR. 51 50 1587 100 0 0 3032430 3264292 29443531 39003395 208982 380105 -653199 77924 32031744 42725716 188438 215603 0 0 7538806 8682205 0 0 175329 23469803 25181484 31197047 34079292 834697 8646424 37420085 47788746 18726453 19848658 18693632 27940088 IN KEEPING WITH ITS HISTORICAL COMMITTMENT TO THE PEOPLE OF TEXAS, THE STATE FAIR OF TEXAS FOLLOWS SOUND BUSINESS PRACTICES AND DEMONSTRATES CULTURAL SENSITIVITY TO PRODUCE AN ANNUAL EVENT, RECOGNIZED WITHIN THE COMMUNITY AND THROUGHOUT THE STATE FOR ITS QUALITY PROGRAMMING, PRICE ACCESSIBILITY AND SECURE ENVIRONMENT. false false 26975180 240500 39003395 CONDUCTED ANNUAL EDUCATIONAL AND AGRICULTURAL STATE FAIR FROM SEPTEMBER 24 THROUGH OCTOBER 17, 2010. 26975180 true true false false false false false false true true false false false true false true false false false false false false false true false false true false true false false false false false true false false true false false false false false false false false false true 637 0 true 1587 true false false false false false true true false false false false false false false X 51 50 true false false false true true true true true false false true true true true true true true true false X LEE D WINTON 2144218701 3921 MARTIN LUTHER KING JR BLVD dallas TX 75210 X Joe Alcantar 1.0 X 0 0 0 Billy R Allen 3.0 X X 0 0 0 Marissa R Anchia 1.0 X 0 0 0 Norman P Bagwell 1.0 X 0 0 0 Robert W Best 1.0 X 0 0 0 Jan Hart Black 1.0 X 0 0 0 Albert C Black Jr 1.0 X 0 0 0 John W Carpenter III 1.0 X 0 0 0 April Box Chamberlain 1.0 X 0 0 0 Roy C Coffee Jr 3.0 X X 0 0 0 John F Crawford 1.0 X 0 0 0 Dianne A Curry 1.0 X 0 0 0 Terry R Dallas 1.0 X 0 0 0 Thomas M Dunning 3.0 X X 0 0 0 Walter Elcock 1.0 X 0 0 0 Randall R Engstrom 1.0 X 0 0 0 Ruben E Esquivel 6.0 X X 0 0 0 Roy Gene Evans 2.0 X X 0 0 0 Rob Farrell 1.0 X 0 0 0 Lois Finkelman 1.0 X X 0 0 0 J Guadalupe V Garcia 1.0 X 0 0 0 Gary Griffith 1.0 X 0 0 0 Donna Halstead 1.0 X 0 0 0 Douglas D Hawthorne 1.0 X 0 0 0 Alfred Herron 1.0 X 0 0 0 Richard Knight Jr 2.0 X X 0 0 0 Kerney Laday 1.0 X 0 0 0 Tom Lazo 1.0 X 0 0 0 J Michael Lewis 1.0 X 0 0 0 Steve Mancillas 2.0 X 0 0 0 Todd C Meier 1.0 X 0 0 0 James M Moroney III 1.0 X X 0 0 0 Alice Murray 3.0 X X 0 0 0 Gina Norris 3.0 X 0 0 0 Raymond F Quintanilla 1.0 X 0 0 0 James C Roberts 3.0 X 0 0 0 Rowland K Robinson 1.0 X 0 0 0 Pete Schenkel 3.0 X X 0 0 0 John Field Scovell 1.0 X X 0 0 0 Carl Sewell 1.0 X 0 0 0 George A Shafer 3.0 X X 0 0 0 Bruce A Sifford 3.0 X X 0 0 0 Robert B Smith 1.0 X X 0 0 0 Ronald G Steinhart 1.0 X 0 0 0 Doug Thompson 1.0 X 0 0 0 Alan Walne 3.0 X X 0 0 0 AB Wharton 1.0 X 0 0 0 JL Williams 1.0 X 0 0 0 Joel T Williams III 1.0 X 0 0 0 Joel T Williams Jr 1.0 X X 0 0 0 Clark Willingham 1.0 X 0 0 0 Errol McKoy 45.0 X X 483823 0 215502 Lee D Winton 45.0 X X 274704 0 120147 Robert L Hilbun 45.0 X 193526 0 49005 Ron E Black 45.0 X 186692 0 68882 Mitchell Glieber 45.0 X 164621 0 38847 Jaime Navarro 45.0 X 136804 0 37022 Eunice D Sloan 45.0 X 134100 0 54385 Wanda S Gooding 45.0 X 120792 0 53523 Russell W Fitzgerald 45.0 X 115290 0 20858 Daryl E Real 45.0 X 107428 0 37203 1917780 0 695374 10 false true false ACT FACILITIES MANAGEMENT INC PO BOX 463 ADDISON TX 75501 GROUNDS CLNG JANITOR 1262032 USA Shade PO Box 560168 DALLAS TX 75356 Midway Shade Cover 883918 HAAS WILKERSON PO BOX 2946 FAIRWAY KS 66201 insurance svcs 799185 GLENN SMITH PRESENTS INC PO BOX 7814 HORSESHOE BAY TX 78657 ENTERTAINMENT SVCS 739500 WELDON WILLIAMS LICK INC PO BOX 168 FORT SMITH AR 72902 TICKET PRINTING 584783 43 555496 2708796 1283949 3264292 ADMISSIONS PARKING ENTRY 900099 15150386 15150386 CONCESSIONS SPECIAL ATTRACTIONS 900099 23853009 23853009 39003395 135411 135411 0 0 59136 0 59136 59136 59136 869723 625029 244694 244694 244694 194117 555496 175329 18788 18788 0 0 0 42725716 39003395 458029 215603 215603 0 0 0 1917780 1917780 0 5321988 5321988 480963 221295 259668 332183 306151 26032 629291 551740 77551 208884 208884 359082 359082 67360 67360 0 0 0 2978576 2978576 1134009 1134009 873126 873126 39564 39564 0 1382796 1382796 63648 63648 0 0 881665 881665 0 2179987 2179987 1033850 1033850 SPECIAL ATTRACTIONS 7871058 7871058 OPERATING AND SUPPLIES 4377988 4202659 175329 EQUIPMENT RENTAL AND MAINT 1729891 1729891 34079292 26975180 6928783 175329 437859 783727 10760837 19136747 205015 166362 66127 57873 147193 162411 40971569 23968540 16661800 17003029 8099601 9077242 1041653 1401355 37420085 47788746 216718 154278 9946526 8733997 8563209 10960383 18726453 19848658 X 17423376 26691090 1228587 1207329 41669 41669 18693632 27940088 37420085 47788746 X 8646424 600032 X false true true X false X 2420434 3754441 3544117 3032430 3264292 16015714 27987233 30751902 33097306 29443531 40365364 161645336 30407667 34506343 36641423 32475961 43629656 177661050 177661050 518123 445148 299570 160089 135411 1558341 518123 445148 299570 160089 135411 1558341 30925790 34951491 36940993 32636050 43765067 179219391 0.99130 0.98973 0.00869 0.01027 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 41669 9 9 41669 37500 4169 116 116 41669 37500 180 180 37500 0.00000 1.00000 0.00000 false false 4812648 4812648 13283958 9886304 3397654 8750762 6090461 2660301 13912811 7991775 5921036 211390 211390 17003029 0 ACCRUED SCHOLARSHIPS PAYABLE 569063 ACCRUED POLICE OT-CITY OF DALL 1125400 DEFERRED COMPENSATION-SEC 457 1401355 ACCRUED RENT 4457490 ACCRUED LEGAL FEES 24114 ACCRUED MANAGEMENT INCENTIVE 1202786 ACCRUED AUDIT FEES 75825 ACCRUED BANK ANALYSIS FEES 45000 ACCRUED CREDIT CARD FEES 27629 AUCTION SALES-2010 SEASON 43765 ACCRUED INTEREST 74198 ACCRUED FMV SWAP DERIVATIVE 1142826 ACCRUED UTILITIES 475000 ACCRUED UNEARNED REVENUE 0 OTHER ACCRUED LIABILITIES 295932 10960383 42725716 34079292 8646424 618821 -18788 600033 9246457 40259653 618821 618821 39640832 3084884 3084884 42725716 31013196 31013196 3066096 3066096 34079292 reconciliation of change in net assets form 990, schedule d, part xi, line 8: - NET INCOME FROM FUNDRAISING EVENTS $ -18,788 revenue items on books not on return form 990, schedule d, part xii, line 4b: - rent expense $-1,361,969 - CASH SPONSORSHIP CONTRIBUTIONS $ 3,809,021 - IN-KIND SPONSORSHIP CONTRIBUTIONS $ 619,044 - NET INCOME FROM FUNDRAISING EVENTS $ 18,788 EXPENSE ITEMS ON BOOKS NOT ON RETURN form 990, schedule d, part xiii, line 4b: - rent expense $-1,361,969 - CASH SPONSORSHIP CONTRIBUTION $-3,809,021 - IN-KIND SPONSORSHIP CONTRIBUTION $ -619,044 intended use of endowment fund FORM 990, SCHEDULE D, PART V, LINE 4: THE ENDOWMENT IS RESTRICTED BY THE DONOR FOR PURPOSES OF LIVESTOCK AUCTION PREMIUMS AT THE ANNUAL YOUTH LIVESTOCK AUCTION. LIVESTOCK AUCT. 749613 555496 194117 175329 0 749613 555496 194117 175329 175329 18788 true Blinn Junior College 902 College Avenue Brenham TX 77833 756000400 115 5625 FMV Education Southern Methodist University P O Box 750196 Dallas TX 75275 750800689 501 (c)(3) 5625 FMV Education Tarleton State University Box T 0310 Tarleton Station Stephenville TX 76402 756001870 115 14375 FMV Education Texas A&M University - College Station The Pavilion College Station TX 77843 746000531 115 82500 FMV Education Texas A&M University - Commerce PO Box 3011 TAMU Station Commerce TX 75429 756001353 115 5625 FMV Education Texas Tech University PO Box 45011 Lubbock TX 79409 756002622 115 25625 FMV Education University of Texas at Austin P O Box 7699 Austin TX 78713 746000203 115 17188 FMV Education West Texas A&M University WTAMU Box 60939 Canyon TX 76016 756031405 115 6875 FMV Education 1 7 PROCEDURE FOR MONITORING THE USE OF GRANTS IN THE US FORM 990, SCHEDULE I, PART I, LINE 2 The recipients of scholarships from the State Fair of Texas Youth Scholaship Fund must meet these five requirements: 1) Compete in one of the State Fair of Texas competitive agriculture/livestock events; 2) Submit high school transcript (complete through third six weeks of senior year) including verified ACT and/or SAT scores and verified rank in graduating class and graduating class size; 3) Submit a completed application during the period March 1-15 4) Graduate from high school during the current year and begin college or university course work the following Fall Semester; 5) Attend an accredited college or university in Texas and take a minimum of 12-hour course load per term and maintain a minimum 2.5 grade point average. Scholarship awards are determined on the basis of financial need, academic performance and participation in extra-curricular activities, with preference given to those applicants who enroll in an agricultural and/or natural resources curriculum who show financial need. Additionally, scholarships are awarded to inner-city youth attending the five Dallas Independent School District high schools surrounding the Fair Park area (James Madison, Lincoln, North Dallas, Irma Rangel and Woodrow Wilson high schools). Such awards are based upon applications received from students at the five high schools and selection is based upon financial need, academic performance and participation in extra-curricular activities and the criteria listed in items two through five above. awards are renewable annually if the student maintains a 3.0 gpa toward their college degree at a texas university and/or community college. sft employs an independent scholarship coordinator to administer the scholarship program. X X false true X X X false true false false false false false false false Errol McKoy 299329 0 156000 0 28494 0 52625 0 162877 0 699325 0 0 0 Lee D Winton 204816 0 59000 0 10888 0 40655 0 79492 0 394851 0 0 0 Robert L Hilbun 148908 0 33000 0 11618 0 21076 0 27929 0 242531 0 0 0 Ron E Black 139920 0 34000 0 12772 0 40302 0 28580 0 255574 0 0 0 Mitchell Glieber 131441 0 33000 0 180 0 25980 0 12867 0 203468 0 0 0 Jaime Navarro 118429 0 16000 0 2375 0 18119 0 18903 0 173826 0 0 0 Eunice D Sloan 97362 0 21000 0 15738 0 25963 0 28422 0 188485 0 0 0 Wanda S Gooding 98832 0 18000 0 3960 0 34947 0 18576 0 174315 0 0 0 relevant information regarding companion travel form 990, schedule j, part i, line 1a: travel of a listed person's guest not traveling primarily for bona fide business purposes is paid by the organization and included in the listed person's form W2. written policy regarding payment of reimbursement form 990, schedule j, part i, line 1b: THE PRESIDENT RECEIVES A CAR ALLOWANCE OF $1,000 PER MONTH WHICH IS GROSSED UP. THE CAR ALLOWANCE WAS APPROVED BY THE EXECUTIVE COMMITTEE WITH APPROPRIATE DOCUMENTATION IN THE MINUTES OF ITS MEETING. participation in supplemental nonqualified retirement plan form 990, schedule j, part i, line 4b: In 2007, State Fair of Texas (SFT) adopted a nonqualified deferred compensation plan under IRC Section 457(f) and entered into deferred compensation agreements with the President and CFO/Senior Vice President, Finance. SFT's contributions to the nonqualified plan for services performed by the executives in 2010 were as follows: Employee Amount Errol McKoy $130,000 Lee Winton $ 50,000 ROBERT B SMITH gen counsel & vchair/sec 340788 ROUTINE LEGAL BUSINESS false Business Transactions Involving Interested Persons Schedule L, Part IV: State Fair of Texas made payments totaling $340,788.43 to Robert B. Smith of Smith & Smith for legal services rendered. Mr. Smith serves as the organization's general legal counsel and is Vice-Chairman/Corporate Secretary of the Executive Committee of the Board of Directors. The organization conducts routine business with entities affiliated with members of its Board of Directors. With respect to the organization and these entities, such transactions are conducted in the normal course of operations. X 31 61867 LEASE VALUE X ADVERTISING AND PROMOTIONS 0 363311 FMV X UNIFORMS 0 28030 REPLACEMENT VALUE X EQUIPMENT RENTAL 0 146355 REPLACEMENT VALUE X CELLULAR TELEPHONE 0 19481 FMV false false false THE NUMBER OF VOTING MEMBERS OF THE GOVERNING BODY FORM 990, PART VI, SECTION A, LINE 1a: State Fair of Texas ("SFT") is governed by a 51 member Board of Directors elected by its stockholders (see Schedule O supplementary statement for Part VI - Section A - 6). Article V Section 1 of SFT's bylaws provides for the establishment of an Executive Committee of the Board of Directors, as follows: "The Corporation shall have an Executive Committee consisting of the Chairman of the Board, acting ex officio as chairman of the Executive Committee, the President, the General Counsel, the Chief Financial Officer/Senior Vice President of Finance, each of the other Vice Chairmen, the Treasurer, the Secretary and the chairman of the Finance/Audit Committee. The Executive Committee shall have and exercise all of the authority and power of the Board of Directors in connection with the management, business and affairs of the Corporation, provided that the Executive Committee shall not be authorized to take any action which the Charter or the By Laws require to be taken by vote of a specified number of directors or any other action required or specified by the Texas Business Organizations Code or other applicable law to be taken by the Board of Directors. Each officer of the Corporation shall report to the Executive Committee. The appointment of the Executive Committee and the delegation of authority thereto shall not operate to relieve the Board of Directors or any director of any responsibility imposed upon the Board of Directors or such director by law. DIRECTOR OR KEY EMPLOYEE FAMILY OR BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 2: Name of Individuals Type of Relationship Roy Coffee and J. Michael Lewis Business Roy Gene Evans and Pete Schenkel Business Roy Gene Evans and Rob Farrell Business Roy Gene Evans and Bruce Sifford Business Roy Gene Evans and Alan Walne Business Roy Gene Evans and Joel Williams, Jr. Business Roy Gene Evans and Joel Williams III Business Joel Williams, Jr. and Joel Williams III Family John W. Carpenter III and J. Michael Lewis Business Ruben Esquivel and Robert W. Best Business ORGANIZATION MEMBERS AND STOCKHOLDERS FORM 990, PART VI, SECTION A, LINE 6: SFT was originally charted as a Texas corporation on May 27, 1904, prior to the enactment of the Texas Non-Profit Corporation Act. At the time of SFT's incorporation, all Texas corporations, whether for-profit or non-profit, were required to have capital stock. In accordance with the original charter, SFT has outstanding capital stock. All of the capital stock is one class without nominal or par value. The Restated Certificate of Formation and the Bylaws of SFT provide that no part of the net earnings shall inure to the benefit of any stockholder and upon dissolution of SFT, all of its assets shall be distributed to an organization or organizations organized and operated exclusively for charitable, educational, and/or public purposes and exempt from Federal income tax. Each stockholder is entitled to one vote per share of capital stock for each matter submitted at a meeting of the stockholders, the stockholders of SFT elect the Board of Directors, which manages the affairs of SFT. MEMBERS AND OTHERS WHO ELECT MEMBERS OF THE GOVERNING BODY FORM 990, PART VI, SECTION A, LINE 7A: SFT has a single class of stockholders which is entitled to elect the Board of Directors at each annual meeting of the stockholders and to fill vacancies on the Board of Directors which result form an increase in the number of directors. DECISIONS OF GOVERNING BODY SUBJECT TO APPROVAL FORM 990, PART VI, SECTION A, LINE 7B: SFT has a single class of stockholders which has the authority to approve amendments to SFT's Restated Certificate of Formation and to approve the Board of Directors' recommendations of the distribution of assets upon the dissolution of SFT. PROCESS TO REVIEW FORM 990 FORM 990, PART VI, SECTION A, LINE 11A: The Form 990 was reviewed in detail with the Finance/Audit Committee at its meeting on November 14, 2011. The Form 990 was then distributed to all members of the Board of Directors prior to filing. CONFLICT OF INTEREST, WHISTLEBLOWER, DOCUMENT POLICY FORM 990, PART VI, SECTION B, LINES 12-14: SFT adopted a Conflicts of Interest and Ethics Policy (the "Policy") on April 15, 2009. The Policy also includes a Whistleblower Policy for SFT. SFT also adopted a Document Retention Policy on April 15, 2009. MONTIORING AND ENFORCING CONFLICT OF INTEREST POLICY FORM 990, PART VI, SECTION B, LINE 12C: sft performs an annual survey of its directors, officers, and key employees regarding any business or family relationships with sft or with other of the organization's directors, officers and key employees. any exceptions noted are reviewed by the finance/audit committee which recommends any necessary corrective action to the executive committee. PROCESS FOR DETERMINING COMPENSATION FORM 990, PART VI, SECTION B, LINE 15: In August 2010, SFT engaged an independent national accounting and consulting firm to update the previous compensation review which was last performed in 2006. Positions included in this compensation review were President, Senior Vice Presidents, Vice Presidents and Department Directors. The firm conducted market analyses for these positions' base and total cash compensation and advised sft that all amounts were within the competitive range. The President provides salary and incentive pay recommendations for all employees (other than the President), which are reviewed by the Finance/Audit Committee. The Chairman of the Board of Directors makes A recommendation of the President's salary and incentive pay, which is also reviewed by the Finance/Audit Committee. Salary and incentive pay amounts are deliberated on by the Finance/Audit Committee without the presence of management and utilizing the compensation review referenced above, with recommendations then made to the Executive Committee of the Board of Directors for consideration, deliberation and decision. All such decisions of the Executive Committee are documented with contemporaneous minutes of its meetings. all of these recommendations, deliberations and decisions are made taking into account the independent review mentioned above. HOW MAKE DOCUMENTS PUBLIC FORM 990, PART VI, SECTION C, LINE 19: SFT makes its governing documents, conflict of interest policy and financial statements available to the public by providing copies upon request and available for inspection at its administrative office. Additionally, the following documents are available to the general public on SFT's website at www.bigtex.com: Bylaws, Certificate of Formation, Conflict of Interest/Ethics Policy, Finance/Audit Committee Charter, Early Adoption of Business Organization Code and audited financial statements. Reconciliation of Net Assets Form 990, Part XI, Line 5: Unrealized gain on investments totals $618,820.