The Santa Fe Opera

“All regular members of the board (excluding honorary members, directors emeritus, and ex-officio members who have no voting rights) have the same voting rights. In between quarterly board meetings, the executive committee of the board is vested with the power of the board of directors with the following exceptions: the power to dissolve or merge the opera with another organization, the power to change the name of the opera, the power to change the bylaws of the opera, the power to delegate its authority, the power to remove the general director or any other director, and the power to sell real property valued over $2.5 million.”

“Family relationship - walter kirchner and josephine gilmore”

“Two categories of non-voting members were added, a standing committee was added and the executive committee is now authorized to sell real property up to $2.5million, if the sale occurs in between board meetings.”

“The board of directors of the santa fe opera has approved a resolution approving a process by which the audit committee of the board of directors reviews the full version of the form 990 including all schedules as prepared by an outside accounting firm. After review and any changes by the audit committee, the draft public disclosure version of the form 990, excluding schedule b (schedule of contributors), is sent electronically or by priority mail to all members of the board of directors for their review and comment before it is filed with the irs. The schedule b to the form 990 is not reviewed by the board due to the confidential and private nature of its donor list.”

“Members of the board of directors of the santa fe opera are asked each year to sign conflict of interest disclosure statements and to submit these signed statements to the secretary of the board of directors. By signing the annual disclosure statements, each director undertakes to notify the president of the opera of any material changes that might result in a conflict of interest. The president reviews the signed disclosure statements for conflicts and, with the assistance of committee chairs, monitors compliance with the policy at meetings of the board and committees considering transactions or arrangements that might give rise to a conflict of interest. The signed conflict of interest disclosure statements are maintained at the offices of the santa fe opera. Compliance with this policy is monitored by the audit committee. If a conflict arises, the person with such conflict is not allowed to vote on the transaction. There have been no incidences of conflict during the reporting period.”

“The compensation committee of the board of directors, composed of the president, chairman, treasurer and two additional board members appointed by the president, all of whom are unrelated to the general director, reviews and approves compensation and other terms of employment for the general director. In considering appropriate compensation for this position, the compensation committee reviews salary data for comparable positions at similar opera companies. The compensation committee also conducts annual reviews of the performance of the general director. Minutes of the compensation committee's meetings are recorded and maintained at the offices of the santa fe opera. Compensation for the director of accounting and finance is determined by the general director. The general director takes job performance and salary data for comparable positions at other opera companies into account when setting the annual salary for the director of accounting and finance. The compensation committee reviews the salaries for all senior employees, comparing the salaries to compensation for similar positions at other opera companies. This process was last completed in 2015.”

“Governing documents, conflict of interest policies, and financial statements are maintained in the offices of the santa fe opera. They are made available to members of the public who make written requests for the information.”

“Artist fees: program service expenses 2,022,565. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,022,565. Teaching/teaching artist fees: program service expenses 185,323. Management and general expenses 0. Fundraising expenses 0. Total expenses 185,323. Other contract labor: program service expenses 602,381. Management and general expenses 101,050. Fundraising expenses 10,454. Total expenses 713,885.”

“Change in value of split interest agreement -168,877. Passthrough income not included in f/s -1,091.”