2024-05-14T10:14:00-05:00 2023-06-30 131655065 LUTZ AND CARR CPAS LLP 551 FIFTH AVENUE SUITE 400 NEW YORK NY 10176 990 2022-07-01 132936291 VOLUNTEER LAWYERS FOR THE ARTS INC VOLU 2123192787 729 7TH AVENUE 1401 NEW YORK NY 10019 JAY COHEN ESQ CHAIR 2123192787 2024-05-08 1 JAY COHEN ESQ 999009999 0 FREDERICK MARTENS P00298107 2126972299 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z KATHRYN E WAGNER ESQ 729 7TH AVENUE 1401 NEW YORK NY 10019 1962439 0 X WWW.VLANY.ORG X 1969 NY VLA PROVIDES PRO BONO LEGAL SERVICES, MEDIATION, EDUCATIONAL PROGRAMS, AND ADVOCACY TO THE ARTS COMMUNITY IN NEW YORK AND BEYOND. LAST YEAR, VLA SERVED MORE THAN 10,000 MEMBERS OF THE ARTS COMMUNITY AND FACILITATED THE CONTRIBUTION OF MORE THAN $20 MILLION OF FREE LEGAL SERVICES TO ARTISTS IN NEED AND ARTS & CULTURAL ORGANIZATIONS (ACOS) IN NEED FROM ALL ARTISTIC DISCIPLINES. 31 30 9 1285 0 0 1308821 1601838 95598 92882 20491 8192 674 495 1425584 1703407 0 0 0 0 942957 982770 0 0 133535 331720 305807 1274677 1288577 150907 414830 1654804 2908508 68859 851426 1585945 2057082 X VLA'S MISSION IS TO PROVIDE ACCESS TO DEDICATED LEGAL REPRESENTATION AND EDUCATION TO INDIVIDUAL ARTISTS AND ARTS AND CULTURAL ORGANIZATIONS (ACOS). FOCUSING ON NEW YORK STATE AND THE NEW YORK METROPOLITAN AREA, VLA STRIVES TO PROTECT THE LIVELIHOODS, BUSINESSES, AND CREATIVE WORKS OF THE ARTISTIC COMMUNITY. TO ACHIEVE THESE GOALS, VLA PROVIDES PRO BONO LEGAL REPRESENTATION TO LOW-INCOME INDIVIDUAL ARTISTS AND ACOS. VLA ALSO OFFERS EDUCATIONAL PROGRAMMING AND A RANGE OF OTHER SERVICES SUCH AS LEGAL COUNSELING, ADVOCACY, ALTERNATIVE DISPUTE RESOLUTION, AND TRAINING OF LAWYERS IN ARTS AND ENTERTAINMENT LAW. 0 0 744072 12660 VLA'S DEPARTMENT OF LEGAL SERVICES PROVIDES THE ARTS COMMUNITY WITH ACCESS TO SERVICES THROUGH LEGAL CLINICS AND IN-HOUSE CONSULTATIONS, WHERE ARTISTS AND ARTS AND CULTURAL ORGANIZATIONS (ACOS) CAN SEEK ADVICE ON ARTS-RELATED LEGAL ISSUES FROM VLA STAFF AND VOLUNTEER ATTORNEYS; AS WELL AS PRO BONO PLACEMENTS FOR LOW-INCOME ARTISTS AND ACOS WITH ONE OF APPROXIMATELY 1,285 VOLUNTEER ATTORNEYS.IN FY23, VLA PROVIDED MORE THAN 28,000 HOURS OF PRO BONO LEGAL WORK TO THE NEW YORK ARTS COMMUNITY. APPROXIMATELY 1,285 VOLUNTEER ATTORNEYS, 3 STAFF ATTORNEYS, AND 50 LAW STUDENT INTERNS AND LEGAL FELLOWS PROVIDED VITAL INFORMATION AND LEGAL COUNSELING TO THOUSANDS OF ARTISTS AND ACOS ON ISSUES AFFECTING THEIR ART.FOR EXAMPLE, VLA ATTORNEYS REVIEW A WIDE RANGE OF CONTRACTS INCLUDING GALLERY CONSIGNMENT AGREEMENTS, TALENT RELEASE AGREEMENTS, LICENSING AGREEMENTS FOR MUSICIANS AND FASHION DESIGNERS, AND COLLABORATION AGREEMENTS FOR CHOREOGRAPHERS. VLA ALSO ASSISTS ARTS ORGANIZATIONS SUCH AS DANCE AND THEATER COMPANIES WITH INCORPORATING AS NONPROFITS AND RECEIVING 501(C)(3) TAX-EXEMPT STATUS. VLA ATTORNEYS ALSO REPRESENT ARTISTS AND ACOS IN COPYRIGHT AND CONTRACTUAL DISPUTES BEFORE COURTS AND MEDIATORS. 325007 80522 EDUCATION:VLA EDUCATES INDIVIDUAL ARTISTS, ARTS PROFESSIONALS WITHIN ACOS, ATTORNEYS, STUDENTS, AND THE GENERAL PUBLIC ABOUT LEGAL AND BUSINESS ISSUES THAT AFFECT ARTISTS AND THEIR CREATIVE ENDEAVORS. CLASSES ARE OFTEN AN ARTIST'S FIRST EXPOSURE TO VLA. THEY PLAY A FUNDAMENTAL ROLE IN HELPING ARTISTS AND ACOS IDENTIFY IMPORTANT LEGAL AND BUSINESS ISSUES THEY FACE, AND TEACH THEM HOW TO PROTECT THEMSELVES AND THEIR ARTISTIC ENDEAVORS.VLA'S EDUCATION PROGRAMS ARE ALSO A VITAL RESOURCE FOR THE ARTS COMMUNITY AND THE LAWYERS WHO SERVE IT. IN FY23, VLA SERVED 1,204 ARTISTS, ARTS ORGANIZATIONS, ATTORNEYS, AND LAW STUDENTS THROUGH CLASSES, SEMINARS, PANEL DISCUSSIONS, AND WORKSHOPS FOR THE ARTS AND LEGAL COMMUNITIES. VLA'S EDUCATION PROGRAMMING ALSO INCLUDES INTERNSHIPS FOR LAW SCHOOL STUDENTS, PARTICIPATION IN PREPARING MATERIALS FOR LEGAL PUBLICATIONS, AND VOLUNTEER ATTORNEY TRAINING PROGRAMS.VLA'S HIGHLY SUCCESSFUL CORE CLASSES INCLUDE COPYRIGHT FOR ARTISTS, CONTRACT ESSENTIALS FOR ARTISTS, FOR PROFIT INCORPORATION, AND NONPROFIT INCORPORATION AND TAX-EXEMPT STATUS. VLA ALSO OFFERS CLASSES THAT ADDRESS SPECIFIC LEGAL ISSUES RELATED TO DIFFERENT CREATIVE DISCIPLINES SUCH AS PHOTOGRAPHY, CONTEMPORARY ART, CHOREOGRAPHY, DANCE, FILMMAKING, MUSIC, AND THEATER. VLA'S COURSE CATALOG CONTINUES TO EVOLVE AS NEW LEGAL ISSUES EMERGE, WITH NEW CLASS OFFERINGS ON AI, SOCIAL MEDIA, AND OTHER IN-DEMAND TOPICS BEING ADDED IN THE LAST YEAR. 1069079 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 0 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 1 14 0 1 9 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 31 30 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY X KATHRYN E WAGNER ESQ 2123192787 729 7TH AVENUE SUITE 1401 NEW YORK NY 10019 JAY COHEN ESQ CHAIR 1.00 X X 0 0 0 CYNTHIA S ARATO ESQ VICE CHAIR 1.00 X X 0 0 0 DONNA ROSS DANIELS ESQ TREASURER 1.00 X X 0 0 0 MICHAEL E SALZMAN ESQ SECRETARY 1.00 X X 0 0 0 RICHARD ALSOP ESQ BOARD MEMBER 1.00 X 0 0 0 HARRY BALLAN ESQ BOARD MEMBER 1.00 X 0 0 0 EDWARD COPELAND ESQ BOARD MEMBER 1.00 X 0 0 0 CYNTHIA DAIGNAULT BOARD MEMBER 1.00 X 0 0 0 MARGARET A DALE ESQ BOARD MEMBER 1.00 X 0 0 0 JONATHAN D DAVIS ESQ BOARD MEMBER 1.00 X 0 0 0 JOHN F DELANEY ESQ BOARD MEMBER 1.00 X 0 0 0 NICHOLAS GAGLIO ESQ BOARD MEMBER 1.00 X 0 0 0 TIMOTHY GILMAN ESQ BOARD MEMBER 1.00 X 0 0 0 GARY H GLASER ESQ BOARD MEMBER 1.00 X 0 0 0 JUSTIN G HAMILL ESQ BOARD MEMBER 1.00 X 0 0 0 MARK P HANNAFEY ESQ BOARD MEMBER 1.00 X 0 0 0 MICHAEL T HEYRICH ESQ BOARD MEMBER 1.00 X 0 0 0 DANIEL ILAN ESQ BOARD MEMBER 1.00 X 0 0 0 ELEANOR M LACKMAN ESQ BOARD MEMBER 1.00 X 0 0 0 MICHAEL C LASKY ESQ BOARD MEMBER 1.00 X 0 0 0 DEIRDRE M MCDONALD ESQ BOARD MEMBER 1.00 X 0 0 0 DOUGLAS R NEMEC ESQ BOARD MEMBER 1.00 X 0 0 0 PETER R RIENECKER ESQ BOARD MEMBER 1.00 X 0 0 0 MICHAEL SCHAPER ESQ BOARD MEMBER 1.00 X 0 0 0 ANDRES SERRANO BOARD MEMBER 1.00 X 0 0 0 PRITESH P SHAH ESQ BOARD MEMBER 1.00 X 0 0 0 SABRINA SILVERBERG ESQ BOARD MEMBER 1.00 X 0 0 0 BARRY I SLOTNICK ESQ BOARD MEMBER 1.00 X 0 0 0 ALISON I STEIN ESQ BOARD MEMBER 1.00 X 0 0 0 JOSEPH C TEDESCHI ESQ BOARD MEMBER 1.00 X 0 0 0 PAULA VIOLA ESQ BOARD MEMBER 1.00 X 0 0 0 KATHRYN E WAGNER ESQ EXECUTIVE DIRECTOR 40.00 X 257470 0 19815 AMY A LEHMAN ESQ DIRECTOR OF LEGAL SERVICES 40.00 X 167283 0 21152 424753 0 40967 2 0 1 0 0 60550 470802 252590 817896 1601838 CONFERENCES & WORKSHOP 900099 80222 80222 LEGAL SVCS-ADMIN FEE 541100 12660 12660 92882 23997 23997 109169 124974 -15805 -15805 -15805 134058 470802 134058 0 300 0 300 300 MISCELLANEOUS 900099 195 195 195 1703407 93182 0 8387 452972 371831 27047 54094 380262 322870 15175 42217 94019 77698 4793 11528 55517 46245 2815 6457 20121 20121 9016 9016 12032 11495 179 358 5910 5254 62 594 70676 66823 1139 2714 122576 115221 2452 4903 6988 6751 79 158 3901 3668 77 156 33501 31490 671 1340 OTHER EXPENSES 21086 9733 2337 9016 1288577 1069079 85963 133535 580015 398013 573774 119045 151516 20470 20888 110218 97355 16764 12863 912120 964829 6390 786625 1654804 2908508 36379 31894 32480 26435 0 793097 68859 851426 X 1543503 1663614 42442 393468 1585945 2057082 1654804 2908508 414830 56307 0 X 0 1 X 1 0 X 1151088 840088 1305592 1308821 1601838 6207427 1151088 840088 1305592 1308821 1601838 6207427 409442 5797985 18091 22895 24915 21171 23997 111069 38 543 359 195 1135 6319631 497899 0.91750 0.94600 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 101543 88680 12863 8675 8675 0 12863 OPERATING LEASE RIGHT-OF-USE ASSET 786625 786625 OPERATING LEASE LIABIITY 793097 793097 1750698 56307 56307 1694391 9016 9016 1703407 1279561 0 1279561 9016 9016 1288577 ANNUAL SPRING GALA 570358 448465 121893 450 20000 76473 13620 11350 FALL EVENT 34502 22337 12165 9375 1621 800 369 604860 470802 134058 450 29375 78094 14420 11719 134058 0 X X 0 0 0 0 0 0 0 0 0 KATHRYN E WAGNER ESQ EXECUTIVE DIRECTOR 237470 0 20000 0 0 0 0 0 19815 0 277285 0 0 0 AMY A LEHMAN ESQ DIRECTOR OF LEGAL SERVICES 159783 0 7500 0 0 0 0 0 21152 0 188435 0 0 0 FORM 990, PART VI, SECTION A, LINE 1A WHEN NOT IN SESSION, VLA'S BOARD OF DIRECTORS DELEGATES AUTHORITY TO ACT ON ITS BEHALF TO AN EXECUTIVE COMMITTEE CONSISTING OF AT LEAST THREE DIRECTORS WHICH SHALL INCLUDE THE CHAIR OF THE BOARD OF DIRECTORS, THE OTHER ELECTED OFFICERS THAT ARE DIRECTORS OF THE CORPORATION AND SUCH OTHER DIRECTORS DESIGNATED IN A RESOLUTION ADOPTED BY A MAJORITY OF THE ENTIRE BOARD OF DIRECTORS. AS OF JUNE 30, 2023, VLA'S EXECUTIVE COMMITTEE WAS COMPRISED OF TEN (10) DIRECTORS. THE EXECUTIVE COMMITTEE MAY EXERCISE ALL OF THE POWERS OF THE BOARD (UNLESS OTHERWISE RESERVED BY THE BOARD) WITH THE EXCEPTION OF (I) FILLING VACANCIES ON THE BOARD OF DIRECTORS OR ON ANY COMMITTEE OF THE BOARD OF DIRECTORS; (II) FIXING COMPENSATION OF THE DIRECTORS FOR SERVING ON THE BOARD OF DIRECTORS OR ON ANY COMMITTEE; (III) AMENDING OR REPEALING THE BY-LAWS OR ADOPTING NEW BY-LAWS; OR (IV) AMENDING OR REPEALING ANY RESOLUTION OF THE BOARD OF DIRECTORS WHICH BY ITS TERMS SHALL NOT BE SO AMENDABLE OR REPEALABLE. WITHOUT OTHERWISE LIMITING ITS POWERS, THE EXECUTIVE COMMITTEE MAY AUTHORIZE THE FILING OF BRIEFS AMICUS CURIAE BY THE CORPORATION, THE GIVING OF TESTIMONY BEFORE ANY GOVERNMENTAL OR OTHER BODY ON BEHALF OF THE CORPORATION, OR THE PUBLIC ADVOCACY OF ANY POSITION BY THE CORPORATION, PROVIDED THAT PRIOR TO TAKING ANY SUCH ACTION, MEMBERS OF THE EXECUTIVE COMMITTEE WILL USE REASONABLE EFFORTS TO CONSULT WITH THE MEMBERS OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE ALSO MAY PROVIDE FOR SUCH COMMITTEES, WHOSE MEMBERS NEED NOT BE DIRECTORS AND WHICH SHALL NOT BE STANDING COMMITTEES OR SPECIAL COMMITTEES OF THE BOARD OF DIRECTORS, AS IT MAY DEEM APPROPRIATE FROM TIME TO TIME AND MAY DELEGATE TO SUCH COMMITTEES OR OTHER BODIES SUCH DUTIES AND POWERS, NOT INCONSISTENT WITH LAW AND WITH THESE BY-LAWS, AS THE EXECUTIVE COMMITTEE SHALL DEEM APPROPRIATE. FORM 990, PART VI, SECTION B, LINE 11B THE EXECUTIVE DIRECTOR, EXECUTIVE COMMITTEE, AND AUDIT COMMITTEE OF THE ORGANIZATION'S BOARD OF DIRECTORS REVIEW FORM 990, AND IT IS THEN PROVIDED TO THE FULL BOARD OF DIRECTORS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY EACH MEMBER OF THE BOARD OF DIRECTORS, EACH OFFICER AND EACH KEY EMPLOYEE SHALL DISCLOSE IN WRITING ANY CONFLICTS OF INTEREST, INCLUDING RELATED PARTY TRANSACTIONS, WHICH MAY AFFECT THE CORPORATION. KEY EMPLOYEES INCLUDE ANY EMPLOYEE WHO EXERCISES SUBSTANTIAL INFLUENCE OVER VLA'S AFFAIRS. DIRECTORS NEWLY JOINING THE BOARD OF DIRECTORS MUST DISCLOSE ANY POTENTIAL CONFLICTS PRIOR TO THEIR ELECTION OR APPOINTMENT. DIRECTORS, OFFICERS AND KEY EMPLOYEES SHALL DISCLOSE IN WRITING CONFLICTS AS THEY ARISE DURING ANY YEAR. A CONFLICT OF INTEREST TRANSACTION IS A TRANSACTION WITH THE CORPORATION IN WHICH A DIRECTOR, OFFICER OR KEY EMPLOYEE OF THE CORPORATION HAS A DIRECT OR INDIRECT INTEREST, INCLUDING ANY RELATED PARTY TRANSACTIONS WITH ANOTHER ENTITY IN WHICH THE DIRECTOR, OFFICER, KEY EMPLOYEE OR THEIR IMMEDIATE FAMILY MEMBER(S) HAS A MATERIAL INTEREST OF AT LEAST 35% OWNERSHIP OR IS A GENERAL PARTNER, DIRECTOR, OR OFFICER, UNLESS SUCH ENTITY IS A PARTNERSHIP OR PROFESSIONAL CORPORATION, IN WHICH CASE THE DIRECTOR, OFFICER, KEY EMPLOYEE OR THEIR IMMEDIATE FAMILY MEMBER(S) HAS AN OWNERSHIP INTEREST OF AT LEAST 5%. ALL DISCLOSURES SHALL BE PROVIDED TO AND REVIEWED BY THE AUDIT COMMITTEE, CONSISTING ENTIRELY OF DISINTERESTED DIRECTORS, WHO HAVE NO DIRECT OR INDIRECT INTEREST IN THE TRANSACTION. THE AUDIT COMMITTEE WILL DISCUSS THOSE DISCLOSURES, IF ANY, THAT IDENTIFY A POTENTIAL CONCERN WITH THE DISCLOSING PARTY TO CLARIFY WHETHER A CONFLICT OF INTEREST EXISTS, AND TO ADDRESS THE MATTER IN AN APPROPRIATE MANNER CONSISTENT WITH THIS POLICY. IN ANY MATTER REQUIRING A DECISION BY THE AUDIT COMMITTEE IN WHICH A PARTICIPATING MEMBER OF THE BOARD OF DIRECTORS, OFFICER OR KEY EMPLOYEE HAS A CONFLICT OF INTEREST, THE MATERIAL FACTS OF THE TRANSACTION AND THE INDIVIDUAL'S INTEREST SHALL BE DISCLOSED AND THE TRANSACTION APPROVED BY THE AFFIRMATIVE VOTE OF A MAJORITY OF THE MEMBERS ON THE AUDIT COMMITTEE CONSISTING ENTIRELY OF DISINTERESTED DIRECTORS. IN ANY RELATED PARTY TRANSACTION, THE AUDIT COMMITTEE CONDUCTING SUCH VOTE SHALL DETERMINE WHETHER THE TRANSACTION IS FAIR, REASONABLE AND IN VLA'S BEST INTEREST AT THE TIME OF THE DETERMINATION. IN THEIR DETERMINATIONS, THE AUDIT COMMITTEE SHALL CONSIDER ALTERNATIVE TRANSACTIONS TO THE EXTENT POSSIBLE. THE MINUTES OF THE AUDIT COMMITTEE SHALL REFLECT THE NAMES OF ANY INTERESTED PARTIES, THE NATURE OF THE CONFLICT, THE DETAILS OF THE COMMITTEE'S DELIBERATIONS (SUCH AS DOCUMENTS REVIEWED, ALTERNATIVES CONSIDERED, COMPARATIVE COSTS, AND MARKET VALUE), WHETHER THE INTERESTED PARTIES WERE PRESENT DURING DELIBERATIONS AND DURING THE VOTE AND THE RESOLUTION OF THE CONFLICT. BOARD OF DIRECTOR MEMBERS WHO HAVE DECLARED OR HAVE BEEN FOUND TO HAVE A CONFLICT OF INTEREST IN ANY MATTER PENDING BEFORE THE AUDIT COMMITTEE SHALL REFRAIN FROM PARTICIPATING IN CONSIDERATION OF THE MATTER. SUCH MEMBERS SHALL ALSO REFRAIN FROM ATTEMPTING TO INFLUENCE OTHER BOARD MEMBERS' DELIBERATIONS AND VOTING ON THE MATTER. THE AUDIT COMMITTEE MAY REQUEST INFORMATION OR INTERPRETATION FROM THE PERSON OR PERSONS INVOLVED IN THE CONFLICT. ANY BOARD MEMBER INVOLVED IN THE CONFLICT SHALL NOT VOTE ON SUCH MATTERS. ANY BOARD MEMBER WHO IS UNCERTAIN ABOUT A POSSIBLE CONFLICT OF INTEREST IN ANY MATTER SHOULD REQUEST THE AUDIT COMMITTEE TO MAKE A DETERMINATION. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION'S EXECUTIVE COMMITTEE REVIEWS FORM 990 AND OTHER AVAILABLE INFORMATION FROM COMPARABLE ORGANIZATIONS IN DETERMINING THE COMPENSATION OF OFFICERS AND KEY EMPLOYEES. FORM 990, PART VI, SECTION C, LINE 19 THE EXECUTIVE DIRECTOR REVIEWS REQUESTS FOR THE ORGANIZATION'S GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AND PROVIDES COPIES AS APPROPRIATE.