2025-11-15T21:04:12-06:00 2024-12-31 133628255 CONDON O'MEARA MCGINTY & DONNELLY LLP ONE BATTERY PARK PLAZA 7TH FL NEW YORK NY 10004 990 2024-01-01 135365520 SALMAGUNDI CLUB SALM 2122557740 47 FIFTH AVENUE NEW YORK NY 10003 GEORGE GRUBB CHAIR 2122557740 2025-11-15 1 1 ALEXANDER LAZZARUOLO P01775353 2126617777 2024 2025-03-06 01:10:19Z WILLIAM JOBSON 47 FIFTH AVENUE NEW YORK NY 10003 3725232 0 X WWW.SALMAGUNDI.ORG X 1871 NY THE SALMAGUNDI CLUB OPERATES FOR EDUCATIONAL AND CHARITABLE PURPOSES. 10 10 0 100 0 0 1135635 811880 490039 401143 152472 264406 571339 632053 2349485 2109482 0 0 0 0 1381075 1125256 0 0 0 1154885 1017428 2535960 2142684 -186475 -33202 5142541 5149029 435928 507124 4706613 4641905 X SEE SCHEDULE O 0 0 1211226 804737 SALMAGUNDI OFFERS A WIDE RANGE OF SERVICES AND PROGRAMS SUCH AS LECTURES, CONCERTS, DEMONSTRATIONS, ART EXHIBITIONS, ARTS AND HISTORIC LITERATURE PRESERVATION, ARTISTS' AID AND SUPPORT, LANDMARK PRESERVATION, SUPPORT FOR THE U.S. COAST GUARD ART PROGRAM AND MILITARY VETERANS ART EXHIBITION, AND PANEL DISCUSSIONS THAT ALLOW FOR THE PUBLIC AS WELL AS FOR OUR MEMBERS TO PARTICIPATE IN EDUCATIONAL EVENTS AND ART CRITICISM. 15797 26200 SALMAGUNDI OFFERS QUALITY ART EDUCATION TO STUDENTS OF ALL AGES IN A RELAXED ATMOSPHERE WITHOUT THE PRESSURES OF ACADEMIA, ALLOWING EXPERIENCED ARTIST TEACHERS TO WORK WITH STUDENTS OF ALL AGES IN A ONE-ON-ONE LEARNING ENVIRONMENT IN DIFFERENT MEDIA AND AT THEIR OWN PACE. 1227023 1 1 0 0 0 0 0 1 0 1 1 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 72 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 10 10 0 1 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NY X PAUL MORRIS 2122557740 47 FIFTH AVENUE NEW YORK NY 10003 GEORGE GRUBB PRES TO 10/2024; CHAIR FROM 10/2024 1.00 X X 0 0 0 RAY CISNEROS CHAIR 5/2024 TO 7/2024 1.00 X X 0 0 0 WILLIAM JOBSON 1ST VP TO 10/2024; PRES FROM 10/2024 1.00 X X 0 0 0 BARBARA GENCO 2ND VICE PRESIDENT 1.00 X X 0 0 0 TRACY DOCKRAY SECRETARY 1.00 X X 0 0 0 CHRISTOPHER REHKOW TREASURER 1.00 X X 0 0 0 LOU LALLI DIRECTOR 1.00 X 0 0 0 KAREN LOEW DIRECTOR 1.00 X 0 0 0 JOANMARIE PALMER DIRECTOR 1.00 X 0 0 0 MICHAEL ROSENFELD DIRECTOR 1.00 X 0 0 0 DOROTHY WIGGINS DIRECTOR 1.00 X 0 0 0 ROD BRAYMAN DIRECTOR TO 5/2024 1.00 X 0 0 0 PAULINA BROWN DIRECTOR TO 5/2024 1.00 X 0 0 0 JACOB COLLINS DIRECTOR TO 5/2024 1.00 X 0 0 0 KATE FAUST DIRECTOR TO 5/2024 1.00 X 0 0 0 MILENE FERNANDEZ DIRECTOR TO 5/2024 1.00 X 0 0 0 SETH HARRIS DIRECTOR TO 5/2024 1.00 X 0 0 0 KARENE INFRANCO DIRECTOR TO 5/2024 1.00 X 0 0 0 ANNIE PATT DIRECTOR TO 5/2024 1.00 X 0 0 0 PATRICIA WATWOOD DIRECTOR TO 5/2024 1.00 X 0 0 0 ANTHONY BELLOV DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 LANDON CLAY DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 MICHAEL FEATHERSTON DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 PATRICIA HYNES DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 ALEXANDER KATLAN DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 KEN KHARBANDA DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 JUDY KUDLOW DIRECTOR 5/2024 TO 7/2024 1.00 X 0 0 0 PAUL MORRIS EXECUTIVE DIRECTOR 40.00 X 90000 0 12000 90000 0 12000 0 0 0 0 0 616253 195627 811880 AUCTIONS & EXHIBITIONS 900099 293859 293859 OPERATING ASSESSMENT 900099 64850 64850 ART CLASSES 900099 27859 27859 APPLICATION FEES 900099 14575 14575 401143 45606 45606 254150 103462 150688 150688 150688 1610450 1391650 218800 218800 218800 550432 120638 429794 429794 MISCELLANEOUS REVENUE 900099 51571 51571 51571 2109482 830937 0 466665 102000 102000 815682 480213 335469 140514 89497 51017 67060 42196 24864 208494 208494 94241 94241 16186 16186 39218 39218 95426 58257 37169 89999 67499 22500 92767 64937 27830 AUCTIONS AND EXHIBITION 172426 172426 BUILDING MAINTENANCE 111218 76869 34349 DINING ROOM 52349 52349 UNCOLLECTABLE RECEIVABL 18810 3198 15612 26294 17582 8712 2142684 1227023 915661 0 336493 119652 58884 134563 286719 283243 11035 11035 28674 39887 4136212 1729496 2496715 2406716 1811900 2041812 112121 112121 5142541 5149029 200160 300217 235768 206907 435928 507124 X 1606084 1914498 3100529 2727407 4706613 4641905 5142541 5149029 -33202 -31506 0 X 0 1 X 1 0 X 922149 1039699 1091148 1135635 811880 5000511 325265 473816 920223 1110960 951575 3781839 1247414 1513515 2011371 2246595 1763455 8782350 7915 23660 14270 8500 10000 64345 0 7915 23660 14270 8500 10000 64345 8718005 158641 133820 239009 268400 299756 1099626 158641 133820 239009 268400 299756 1099626 52244 127863 50638 41531 51571 323847 1458299 1775198 2301018 2556526 2114782 10205823 0.85420 0.85510 0.10770 0.11120 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISC INCOME - 2020 AMOUNT: $ 52,244. 2021 AMOUNT: $ 127,863. 2022 AMOUNT: $ 50,638. 2023 AMOUNT: $ 41,531. 2024 AMOUNT: $ 51,571. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED X X 0 3100529 101188 216714 691024 2727407 2890263 253751 100792 144277 3100529 2807408 294725 -179883 31987 2890263 2451588 76951 481519 202650 2807408 2064783 226610 249439 89244 2451588 0.63370 0.36630 0 0 274278 274278 3494413 1404572 2089841 367521 324924 42597 2406716 2285890 -31506 224100 192594 2093296 16186 16186 2109482 2350598 224100 224100 2126498 16186 16186 2142684 PART III, LINE 4: SALMAGUNDI HOUSES AND EXHIBITS EXAMPLES OF AMERICAN ART SINCE THE 1870'S WITH GALLERIES OPEN TO THE PUBLIC DAILY. THE ORGANIZATION ALSO PROVIDES HISTORIC INFORMATION UPON REQUEST ABOUT ITS COLLECTION AND HISTORY, WHETHER THEY BE QUESTIONS FROM RESEARCHERS OR THE PUBLIC. PART V, LINE 4: TEMPORARILY RESTRICTED NET ASSETS INCLUDE CONTRIBUTIONS RECEIVED WITH DONOR STIPULATIONS THAT LIMIT THE USE OF THE DONATED ASSETS FOR A SPECIFIC PURPOSE OR RELATED TO FUTURE PERIODS. WHEN A DONOR TIME RESTRICTION EXPIRES OR THE PURPOSES IS ACCOMPLISHED, TEMPORARILY RESTRICTED NET ASSETS ARE RECLASSIFIED TO UNRESTRICTED NET ASSETS AND REPORTED IN THE STATEMENT OF ACTIVITIES AS NET ASSETS RELEASED FROM RESTRICTIONS. PERMANENTLY RESTRICTED NET ASSETS INCLUDE FUNDS THAT HAVE BEEN DESIGNATED BY THE DONOR TO BE HELD AND INVESTED IN PERPETUITY, THE INCOME FROM WHICH IS EXPENDABLE TO SUPPORT THE ACTIVITIES OF THE CLUB. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 120,638. RENTAL EXPENSES 103,462. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 120,638. RENTAL EXPENSE 103,462. X 1 0 N/A 0 1 0 PART I, COLUMN (B): THE NUMBER REPRESENTS THE NUMBER OF ITEMS CONTRIBUTED. PART I, LINE 33: THE SALMAGUNDI CLUB DOES NOT TREAT DONATIONS OF ART, HISTORICAL TREASURES, AND OTHER SIMILAR ITEMS DESCRIBED IN PART I, LINE 1, 4, AND 25 OF SCHEDULE M AS REVENUE OR CAPITALIZE AS ASSETS ON ITS BALANCE SHEET. SHOULD SUCH PROPERTY BE SOLD, PROCEEDS FROM SUCH SALE WOULD BE USED SOLELY TO ACQUIRE OTHER ITEMS FOR THE COLLECTION. PART III - LINE 1 FOUNDED IN 1871, SALMAGUNDI'S MISSION, AS DESCRIBED IN THE BY-LAWS READS: "THE OBJECTS OF THE CLUB ARE THE ENCOURAGEMENT OF ORIGINALITY AS ARTISTS AMONG ITS MEMBERS AND THE ADVANCEMENT OF ART OF ALL KINDS; THE ENCOURAGEMENT OF THE APPRECIATION OF ART BY THE PUBLIC BY ALL AVAILABLE MEANS; TO PROVIDE A PLACE FOR ARTIST MEMBERS WHERE THEY MAY MEET ON A PROFESSIONAL LEVEL AND WHERE ALL MEMBERS MAY GATHER SOCIALLY AND CULTURALLY IN FURTHERANCE OF THESE AND RELATED PURPOSES; TO PROVIDE FACILITIES FOR THE EXHIBITION OF PAINTINGS, SCULPTURES, AND OTHER WORKS OF ART AND TO BRING TOGETHER THE ARTIST AND LAY MEMBERS OF THE CLUB. FOR ITS CHARITABLE PURPOSES IT RENDERS PROFESSIONAL AND FINANCIAL ASSISTANCE TO INDIGENT ARTISTS." FORM 990, PART VI, SECTION A, LINE 3 SALMAGUNDI CLUB HAS AN EMPLOYMENT MANAGEMENT AGREEMENT WITH A PROFESSIONAL EMPLOYMENT ORGANIZATION ("PEO") WHICH PROVIDES A COMPREHENSIVE PERSONNEL MANAGEMENT SYSTEM ENCOMPASSING A BROAD RANGE OF SERVICES, INCLUDING BENEFITS AND PAYROLL ADMINISTRATION, HEALTH AND WORKER'S COMPENSATION INSURANCE PROGRAMS, PERSONNEL RECORDS MANAGEMENT, EMPLOYER LIABILITY MANAGEMENT, ETC. EMPLOYEES ARE INCLUDED IN A FORM W-3, TRANSMITTAL OF WAGE AND TAX STATEMENTS, ISSUED DIRECTLY BY THE PEO AND THEREFORE SALMAGUNDI CLUB DOES NOT ISSUE A FORM W-3 OR FORM W-2. FORM 990, PART VI, SECTION A, LINE 4 SIGNIFICANT CHANGES INTRODUCED IN THE 2024 SALMAGUNDI CLUB BYLAWS COMPARED TO THE PRIOR VERSION AMENDED THROUGH DECEMBER 2022: I. GOVERNANCE STRUCTURE AND PHILOSOPHY - MODERNIZED FRAMEWORK: THE 2024 BYLAWS ADOPT A MORE CONTEMPORARY NONPROFIT GOVERNANCE MODEL, ALIGNING WITH NEW YORK NOT-FOR-PROFIT CORPORATION LAW AND IRS STANDARDS. THIS INCLUDES CLEARER DEFINITIONS OF BOARD POWERS, FIDUCIARY DUTIES, AND COMMITTEE ROLES. - CODIFIED NONPROFIT COMPLIANCE: EXPLICIT REFERENCES TO THE INTERNAL REVENUE CODE AND NYS LAW NOW GUIDE BOARD ACTIONS, ESPECIALLY REGARDING ASSET DISPOSITION AND CONFLICT OF INTEREST. II. MEMBERSHIP STRUCTURE AND POLICY - MEMBERSHIP POLICY DELEGATION: INSTEAD OF EMBEDDING DETAILED MEMBERSHIP CLASSES IN THE BYLAWS, THE 2024 VERSION DELEGATES THIS TO A SEPARATE MEMBERSHIP POLICY DOCUMENT, SUBJECT TO BOARD RECOMMENDATION AND MEMBER APPROVAL. - VOTING RATIO REQUIREMENT: ARTIST MEMBERS MUST NOW COMPRISE AT LEAST 55% OF VOTING MEMBERS AND DIRECTORS, CODIFYING ARTISTIC PRIMACY IN GOVERNANCE. - ELECTRONIC PARTICIPATION: MEMBERS MAY NOW ATTEND MEETINGS AND VOTE VIA ELECTRONIC MEANS, WITH DETAILED PROVISIONS FOR WAIVER OF NOTICE AND ACTION WITHOUT A MEETING. - EXPULSION AND SUSPENSION: A FORMAL PROCESS IS INTRODUCED, WITH THE AUDIT COMMITTEE EMPOWERED TO RECOMMEND SUSPENSION OR EXPULSION, SUBJECT TO BOARD APPROVAL. III. BOARD OF DIRECTORS - TERM LIMITS INTRODUCED: DIRECTORS ARE LIMITED TO TWO CONSECUTIVE TERMS (2 YEARS EACH), WITH A MANDATORY 2-YEAR BREAK UNLESS WAIVED BY A SUPERMAJORITY VOTE. - EXPANDED REMOVAL POWERS: DIRECTORS MAY BE REMOVED WITH OR WITHOUT CAUSE BY A TWO-THIRDS VOTE OF THE BOARD. - ELECTRONIC MEETING PARTICIPATION: DIRECTORS MAY ATTEND MEETINGS VIA VIDEO CONFERENCING, WITH SUCH ATTENDANCE CONSTITUTING PRESENCE. - SUPERMAJORITY VOTING FOR KEY ACTIONS: CERTAIN DECISIONS (E.G., SALE OF MAJOR ASSETS, AMENDMENTS INCREASING QUORUM THRESHOLDS) NOW REQUIRE A TWO-THIRDS VOTE OF THE ENTIRE BOARD. IV. OFFICERS - CLARIFIED ROLES AND SUCCESSION: - THE CHAIR PRESIDES OVER THE BOARD AND IS THE CHIEF EXECUTIVE (EXCLUDING ART ACTIVITIES). - THE PRESIDENT OVERSEES ART ACTIVITIES AND PRESIDES OVER MEMBER MEETINGS. - VICE PRESIDENTS ARE DEFINED BY MEMBER CLASS (ARTIST OR PATRON). - TERM LIMITS FOR OFFICERS: OFFICERS ARE ALSO LIMITED TO TWO TERMS UNLESS EXTENDED BY BOARD VOTE. - EXECUTIVE DIRECTOR ROLE ADDED: A NEW OPERATIONAL ROLE IS INTRODUCED, REPORTING TO THE EXECUTIVE COMMITTEE AND ATTENDING BOARD MEETINGS (NON-VOTING). V. COMMITTEES - FORMAL COMMITTEE POWERS: THE BYLAWS NOW SPECIFY WHICH POWERS CANNOT BE DELEGATED TO COMMITTEES (E.G., AMENDING BYLAWS, ELECTING DIRECTORS). - SIX STANDING COMMITTEES CODIFIED AS COMMITTEES OF THE BOARD: 1. EXECUTIVE 2. FINANCE 3. AUDIT 4. NOMINATING/GOVERNANCE 5. ART AND EXHIBITION 6. HOUSE - ONE STANDING COMMITTEE CODIFIED AS COMMITTEES OF THE CLUB: 1. ADMISSIONS - AUDIT COMMITTEE EMPOWERMENT: NOW RESPONSIBLE FOR FINANCIAL OVERSIGHT, ETHICS, WHISTLEBLOWER INTAKE, AND MEMBER DISCIPLINE. - NOMINATING/GOVERNANCE COMMITTEE EXPANDED: INCLUDES 35 AT-LARGE MEMBERS (NON-DIRECTORS) TO ADVISE ON NOMINATIONS AND GOVERNANCE REFORMS. VI. ART AND EXHIBITION OVERSIGHT - MERGED ART OVERSIGHT: THE ART COMMITTEE AND EXHIBITION RESPONSIBILITIES ARE NOW UNIFIED UNDER THE "ART AND EXHIBITION COMMITTEE." - FINAL AUTHORITY ON EXHIBITIONS: THIS COMMITTEE RETAINS FINAL SAY ON ARTWORK SELECTION AND DISPLAY, WITH THE ABILITY TO APPOINT SUBCOMMITTEES. VII. MEETINGS AND VOTING - QUORUM ADJUSTED: - MEMBER MEETINGS (ANNUAL, REGULAR OR SPECIAL MEETING): 100 VOTING MEMBERS OR 10% OF VOTING MEMBERS, WHICHEVER IS LESS. - BOARD MEETINGS: MAJORITY OF DIRECTORS IN OFFICE. - ELECTRONIC VOTING AND WAIVERS: DETAILED PROVISIONS NOW ALLOW FOR ELECTRONIC CONSENT AND WAIVER OF NOTICE, ENHANCING FLEXIBILITY AND COMPLIANCE. FORM 990, PART VI, SECTION A, LINE 6 THE SALMAGUNDI CLUB WAS INCORPORATED AS A MEMBERSHIP ORGANIZATION. CLASSIFICATIONS OF MEMBERSHIP: RESIDENT, NON-RESIDENT, JUNIOR, AND SCHOLARSHIP. ONLY THE FIRST CATEGORY, RESIDENT MEMBERS, PARTICIPATE IN THE ORGANIZATION'S GOVERNANCE. FORM 990, PART VI, SECTION A, LINE 7A FOR ELECTION OF OFFICERS, RESIDENT MEMBERS ELECT A NOMINATING COMMITTEE WHO, IN TURN, SELECTS THE SLATE OF INCOMING OFFICERS. THIS SLATE IS THEN VOTED UPON BY THE MEMBERSHIP. FORM 990, PART VI, SECTION A, LINE 7B MEMBERS MUST BE CONSULTED IN SELECTED FINANCIAL MATTERS AS PER THE BY-LAWS SUCH AS INCREASING MEMBER DUES. THIS IS ALSO THE CASE WITH ANY AMENDMENTS TO THE BY-LAWS. SPECIAL MEETING OF THE MEMBERSHIP ARE CALLED, IF A SPECIAL MEETING IS NECESSARY AND THE ISSUES AT HAND ARE VOTED UPON (THERE MUST BE A QUORUM PRESENT TO HOLD A VOTE). GENERAL MEMBERSHIP MEETINGS ARE HELD QUARTERLY. FORM 990, PART VI, SECTION B, LINE 11B THE CHAIRMAN OF THE BOARD, TREASURER, AND FINANCE COMMITTEE REVIEW THE 990 WHEN IT IS COMPLETED AND BEFORE IT IS FILED WITH THE IRS. COPIES ARE THEN DISTRIBUTED TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 12C ALL VENDORS ARE FORMALLY APPROVED ANNUALLY BY THE HOUSE COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15 OTHER FULL-TIME STAFF MEMBERS ARE APPROVED BY EITHER THE HOUSE COMMITTEE OR THE BOARD OF DIRECTORS, DEPENDING UPON THE RANK OF THE STATION BEING FILLED. FORM 990, PART VI, SECTION C, LINE 19 THE CLUB MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST.