To: BSA Board of Directors Fr: Josiah Stevenson, President Re: BSA Board Meeting Agenda Date: Tuesday, September 12, 2017

Please note this meeting will convene at BSA Space, 290 Congress Street, Boston at 12:00 (noon) on Tuesday, September 12.

12:00 pm Call to Order

• Approval of June minutes

12:05 pm Audit Report

12:15 pm Financial Update Q2

12:20 pm ABX Update

• Informa • TMS • AIA National

12:40 pm Conversation on Seaport Square Plan

12:45 pm Strategic Focus – Future of Practice

1:30 pm Strategic Focus Updates

• Advocacy • Future of BSA • ArchitectureBoston

1:55 pm Other Business

2:00 pm Adjourn

Enclosures:

2017 Board Member List p. 2

Board Meeting Dates p. 3

Board Team Assignments p. 4

Executive Director Report p. 5

Minutes from June Board Meeting p. 8

2016 Audit Report p. 10

2017 BSA Board of Directors Rebecca Berry AIA (’19) Secretary Finegold Alexander Architects 77 N Washington Street Boston, MA 02114-1908 617-227-9272 ext. 217 rberry@faainc.com Greg Bialecki Esq. (’17) Public Director (617) 406-6019 gregorybialecki@gmail.com Jeffry Burchard AIA (’17) School Representative Harvard Graduate School of Design 48 Quincy Street Cambridge, MA 02138 208-310-1098/burchard@gsd.harvard.edu Carol Burns FAIA (’18) Director-at-Large Taylor & Burns Architects 58 Winter Street Boston, MA 02108 617-357-5335 /cb@taylorburns.com Jean Carroon FAIA (’17) Vice President, Practice Goody Clancy 420 Boylston St. Boston, MA 02116 617-850-6651 jean.carroon@goodyclancy.com James H. Collins, Jr. FAIA (’17) Treasurer Payette 290 Congress Street, 5th Floor Boston, MA 02210 617-895-1022 / jcollins@payette.com Rick Dimino (’17) BSA Foundation Representative A Better City 33 Broad Street, Ste 300 Boston, MA 02109 617-502-6240 / rdimino@abettercity.org Christine Dunn AIA (’19) Director-at-Large Sasaki Associates, Inc. 64 Pleasant Street Watertown, MA 02476-2316 617-923-7164 / cdunn@sasaki.com

Natasha Espada AIA (’18) Vice President, Membership STUDIO ENÉE 460 Hillside Avenue, Suite J Needham, MA 02494 781-858-3011 nespada@studioenee.com David Fannon AIA (’17) School Representative Northeastern University 360 Huntington Ave. Boston, MA 02115 617-373-2641 / d.fannon@neu.edu Shauna Gillies-Smith, ASLA (’19) Affiliate Director Ground Inc. 164 Wachusett Avenue Arlington, MA 02476-7241 617-718-0889 / sgs@groundinc.com Kelly Hutzell AIA (’17) School Representative Wentworth Institute of Technology 550 Huntington Avenue Boston, MA 02115 617-989-4494 / hutzellk@wit.edu Eric Blake Jackson, AIA (’18) Vice President, Advocacy 27 Staten Road Braintree, MA 02184-3117 617-475-4260 / ebj_3@hotmail.com Amy Korté AIA (’19) Vice President, Communication Arrowstreet Inc. 10 Post Office Square, Ste 700N Boston, MA 02109-4616 617-666-7026 / korte@arrowstreet.com Peter Kuttner FAIA (’18) Fellows Representative Cambridge Seven Associates 1050 Massachusetts Avenue Cambridge, MA 02138 617-492-7000 / pkuttner@c7a.com Malia Lazu (’19) Public Director Epicenter Community 26 Trescott Street Boston, MA 02125 617-308-8265 malia@epicentercomm.org

Glen LeRoy FAIA (’17) School Representative Boston Architectural College 320 Newbury Street Boston, MA 02115 (617) 262-5000 / Glen.leroy@the-bac.edu Elizabeth Minnis AIA (’17) Director-at-Large Commonwealth of MA/DCAM 1 Ashburton Pl Rm 1500 Boston, MA 02108 (857) 204-1566 / lminnis57@gmail.com William O’Brien Jr. (’17) School Representative MIT 77 Massachusetts Avenue, Rm 5-421 Cambridge, MA 02141 617-285-3772 / wojr@mit.edu Mary Anne Ocampo Assoc. AIA (’17) Associate AIA Director Sasaki Associates, Inc. 64 Pleasant Street Watertown, MA 02472 617-923-7229 / mocampo@sasaki.com Tamara Roy AIA (’17) Past President ADD Inc./Stantec 311 Summer Street Boston, MA 02210 617-234-3196 / tamara.roy@stantec.com Patricia Seitz AIA (’17) School Representative Mass College of Art & Design 621 Huntington Ave Boston, MA 02115 617-879-7677 / pseitz@massart.edu Josiah Stevenson FAIA (’18) President Leers Weinzapfel Associates 75 Kneeland Street Boston, MA 02111 617-982-0903 jstevenson@lwa-architects.com Jay Wickersham FAIA (’19) President-Elect Noble, Wickersham & Hart, LLP 1280 Massachusetts Avenue Cambridge, MA 02138 617-491-9815 jw@noblewickersham.com

2017 BSA Board Meetings

Thursday, January 19 6-8p Joint Board Reception

Friday, January 20 9a-3p Board Planning Workshop Goulston & Storrs, 400 Atlantic Ave.

Thursday, March 16 12p-2p

Wednesday, April 12 12p-2p BSA & BSA Foundation Board Mtg.

Thursday, May 11 12p-2p

Thursday, June 22 12p-2p

Tuesday, September 12 12p-2p

Thursday, October 19 12p-2p Budget Meeting

Thursday, November 16 12p-2p

Thursday, December 14 6-8p Annual Meeting & Reception

All meetings/events will be held at BSA Space unless otherwise noted.

Dear BSA Board Members:

At the January 20th Board Planning Workshop, board members participated in breakout sessions centering on four themes: (1) Architecture Boston; (2) Architecture Schools; (3) BSA & BSA Foundation Business Plan; (4) Future Practice Models.

Teams agreed to meet and present their findings at future board meetings in May, June, September and November (see chart below).

ArchitectureBoston May

BSA & BSA Foundation Business Plan - June

Future Practice Models September

Architecture Schools November

Carol Burns Rebecca Berry Greg Bialecki William O’Brien, Jr. Jean Carroon Jim Collins Jeffry Burchard David Fannon Amy Korté Rick Dimino Christine Dunn Kelly Hutzell Peter Kuttner David Fannon Natasha Espada Glen LeRoy Malia Lazu Tamara Roy Blake Jackson Patricia Seitz Elizabeth Minnis Mary Anne Ocampo Josiah Stevenson

Shauna Gillies-Smith Jay Wickersham

Please email Kristin Lewandowski klewandowski@architects.org with any questions you may have.

To: BSA Board of Directors From: Josiah Stevenson FAIA, President and Eric White, Executive Director Re: President’s and Executive Director’s Report Date: September 12, 2017 Administrative The BSA Foundation welcomes Victoria McKay and Michela Davola who are leading our Development work. On the national scene we are gearing up for the next round of accreditation that will begin in 2018. National is also planning to maintain local support levels while adding opportunities for additional support through grants. Financials The 2016 audit is completed and will be discussed at the Board meeting. Q2 is also complete and tracked close to budget. As was mentioned last month, cash flow is tight this year due to the ABX/Greenbuild payment structure and TMS withholding $600K from 2016 ABX. Membership & Committees Members of the Women in Design Committee and Women Principals Group joined forces to establish programming around mid-career mentorship. They are exploring the possibility of continuing this important work in an ongoing committee format.

We’ve welcomed Dave Hampton and Devanshi Purohit as chairs of the Committee for Resilient Environments. Dave leads re:ground LLC, a resiliency strategies consultancy in Cambridge, MA, holds a Master of Design Studies in Risk and Resilience from the Harvard Graduate School of Design and a Bachelor of Architecture from Virginia Tech. Devanshi holds an MS in Architecture and Urban Design from Columbia University and is an associate urban designer with CBT. Professional Programs, Exhibitions & related programming Professional Programs supported annual and legacy programs including a week of continuing education workshops in August, before the state licensing deadline. Additionally, in partnership with BosNOMA, the BSA welcomed Michael Ford Assoc. AIA for a lecture on Hip Hop Architecture, which saw a large, diverse, and engaged audience of approximately 170 people. Planning for the fall continues, with upcoming programs including an Architecture School Roundtable and a discussion on the development review process in partnership with the Boston Planning and Development Agency (BPDA). A jury for the BSA Design Awards met to award projects for the Unbuilt Architecture and Design category. A group of BSA members also convened to jury AIA Detroit’s Honor Awards for 2017. The Harleston Parker Medal jury selected four finalists for 2017, and will select a winner later this month.

The BSA was joined by William Horgan RIBA for a talk on the Eden Project in Cornwall, and successfully livestreamed to Facebook with over 600 views. We also livestreamed a curator tour of The New Inflatable Moment and received over 1,100 views. Public Programs (BSA Foundation) In August, the BSA and the Foundation partnered with BosNOMA to bring Michael Ford to town to speak about Hip Hop Architecture to a large crowd. His visit culminated in a youth workshop that was sponsored by the Foundation that brought Ford’s methods of design awareness through hip hop to teenagers in Mattapan. Highlights of public programming include sold out walking tours of MIT, Chinatown and Fort Point Channel as well as daily architecture boat cruises. Back at BSA Space, the Foundation participated in ‘Downtown Playdates’ this summer which was organized by the Rose Kennedy Greenway to encourage families to spend their Saturdays downtown enjoying hands-on activities. Foundation staff and volunteers engaged our largest number of toddlers this summer through a partnership with the Highland Street Foundation on their TADPole 10 Thursday activities on Boston Common. Over 350 Boston youngsters designed a houses using collage. The BSA was joined by William Horgan RIBA for a talk on the Eden Project in Cornwall, and successfully livestreamed to Facebook with over 600 views. We also livestreamed a curator tour of The New Inflatable Moment and received over 1,100 views. Civic Initiatives (Joint BSA and BSA Foundation) Resilience: In partnership with Boston Harbor Now, the BSA will be hosting a candidates’ forum for City Council candidates in Districts 1 and 2 – the harbor front districts – on September 12, 2017. Housing: An ongoing partnership with the Housing Innovation Lab produced two events this summer, which showcased innovative solutions in the affordable housing realm; particular attention was paid to Boston’s Additional Dwelling Unit (ADU) pilot program. Urban Design/Placemaking: BSA staff are preparing a report of Fairmount Corridor design visions for submission to the Boston Foundation. In partnership with the Chleck Family Foundation, the BSA and BSA Foundation hosted a four-part discussion series in the spring, focused on the Columbia Road corridor. Partners: BSLA, LivableStreets, Emerald Necklace Conservancy. A new partnership with District Hall has produced a “Community Coffee” conversation series on innovation in urban design. Healthy Cities: Sumner Elementary School: Work has been taken over by the Public Facilities Department; designs will be finalized by spring 2018 and construction will be complete by fall 2018. Communications The mayor's office and the governor's office both proclaimed June 21, 2017 "Boston Society of Architects/AIA Day," to honor the BSA's sesquicentennial anniversary, which was celebrated on the waterfront lawn outside BSA Space the evening of June 21.

A new page related to the president's Design X initiative has been posted at architects.org/about/why-design-matters. Content includes a document establishing design principals, meant for use by institutional clients, plus information about ways to get involved and advocate for great design. The fall 2017 issue of ArchitectureBoston celebrates 20 years of publication for the magazine! The special commemorative issue includes reminiscences from several of the magazine’s founders and also looks ahead to the next generation of architects. Plans are under way for a "20th reunion" party on September 26 here at BSA Space. All BSA and Foundation board members are invited to attend! Recent press (for both)

• Finalists for Boston's 2017 Harleston Parker Medal Announced (archdaily.com) • 7 ways to get your kids excited for school to start: Accept a Lego Challenge (boston.com) • The Ticket: Things to do in the arts world<The New Inflatable Moment (bostonglobe.com) • Inflatables are having another moment, thanks to BSA Space in Boston (archpaper.com) • Building Forward exhibition explores innovation around ‘making’. (csengineermag.com) • New Exhibition from Autodesk at BSA Space: BUILDing Forward (buildingenclosureonline.com) • BSA show explores the history of inflatables as art and architecture (wbur.org) • Nader Tehrani Is Literally Shaping the Future of Architecture (architecturaldigest.com) • 24 Things to Do in Boston in 24 Hours: BSA Space (collegemagazine.com) • Take a Sunset, Twilight, or Architecture Cruise along the Charles (bu.edu) • Arts This Week: 'Fat Pig,' 'Wood as Muse,' 'The New Inflatable Moment' (news.wgbh.org) • "Beating The Belt" mural restoration begins (cctvcambridge.org) • Affordable Shipping Container Living Moves Forward in Orlando (nextcity.org) • Six finalist teams are still in the running to design The Quad for ABX 2017 (bustler.net) • Boston’s Chapter First to Launch Mobile App—AIA Guide to Boston Architecture (architosh.com) • Boston Architecture: There’s An App For That (bankerandtradesman.com) • BSA Announces 2017 Harleston Parker Medal Shortlist (Contract Design) • 2017 Harleston Parker Medal finalists revealed (archpaper.com)

June 22nd, 2017 Minutes of the BSA Board

BSA Board Present:

Absent:

Rebecca Berry AIA, Jean Carroon FAIA, James Collins FAIA, Christine Dunn AIA, Natasha Espada AIA, David Fannon AIA, Shauna Gillies-Smith ASLA, Eric Blake Jackson AIA, Malia Lazu, Glen LeRoy FAIA, Elizabeth Minnis AIA, Tamara Roy AIA, Patti Seitz AIA, Josiah Stevenson FAIA, Jay Wickersham FAIA Staff: Billy Craig, Ben Cohen, Pamela de Oliveira-Smith, Kristin Lewandowski, Eric White Other: David Gamble AIA, Emily Grandstaff Rice FAIA Greg Bialecki Esq., Jeffry Burchard AIA, Carol Burns FAIA, Brandon Clifford, Rick Dimino, Kelly Hutzell AIA, Amy Korté AIA, Peter Kuttner FAIA, Mary Anne Ocampo AIA

Call to order Noting the presence of a quorum, President Stevenson called the meeting to order at 12:10 pm.

May Minutes President Stevenson called to approve May Minutes and Roy motioned for approval

with second by Carroon. VOTED to accept the minutes of the May Board meeting as submitted; Unanimous. Honors & Awards Gamble discussed the recommendations of the Honors & Awards Committee included in the

BSA Board Packet. Seitz motioned to approve with second by Wickersham. VOTED to accept the recommendation; Unanimous.

Nominating Committee Report

Grandstaff-Rice discussed the Nominating Committee Report. Wickersham moved to accept the slate. Second by Collins. VOTED to accept the nominations; Unanimous. Roy brought up the Housing Awards System. White will speak with the New York ED about what happened.

ABX Update

Roy, Seitz, and Fannon reviewed the ABX report and Craig gave an update on the ABX Informa Exhibitions offer. Wickersham moved that the Board authorize the Executive Director, working with the Executive Committee, negotiate the Purchase Agreement and the Commercial Agreement between the BSA and Informa, on terms substantially consistent with the Letter of Intent dated June 15, 2017, and provided that the Agreements shall be brought back to the Board for its final approval before execution. Second by Fannon. VOTED to accept the motion; Unanimous.

Committees Seitz discussed creating three new committees. Natasha recommended one

committee rather than three. Wickersham, Fannon, Minnis, Espada, and Seitz volunteered for the committee.

Other Business White gave an update on member survey on value that will be wrapped up by

the end of the year. Jackson gave a committees update. Looked at 12. Already finding overlapping. White gave an Audit Committee Update. Audit will be reviewed at next board

meeting. We are in the process of kicking off the budget for next year. Give to Cohen or White.

Adjourn Upon a motion by Stevenson, seconded by Minnis, it was VOTED to adjourn the

meeting; Unanimous.

Respectfully submitted, Rebecca Berry AIA Secretary

THE BOSTON SOCIETY OF ARCHITECTS

Financial Statements

December 31, 201 6 and 2015

(With Independent Auditors' Report Thereon)

'MNanortte & TAYL?R, LLP

CERTI F I E D PU BLIC ACCOUNIANTS

24 llartwell AvenueLexington, Massachusetts 02420

Telephone: 7 81 862-6833Facsimile: 781 862-8277

INDEPENDENT AUDITORS' REPORT

The Board of DirectorsThe Boston Society of Architects:

We have audited the accompanying financial statements of The Boston Society of Architects (the

"SocietS/"), which comprise the statements of financial position as of December 31,2016 and2015,

and the related statements of activities and changes in net assets and cash flows for the years then

ended, and the related notes to the financial statements.

M an ag eme nt's Res po ns í b ìlíty fo r t h e F in an cial S taleme nt s

Management is responsible for the preparation and fair presentation of these financial statements in

accordance with accounting principles generally accepted in the United Søtes of America; this

includes the design, implementation, and maintenance of internal control relevant to the preparation

and fair presentation of financial statements that are free from material misstatement, whether due to

fraud or enor.

Audítors' ResponsíbíIþ

Our responsibility is to express an opinion on these frnancial statements based on our audits. We

conducted our audits in accordance with auditing standards generally accepted in the United States ofAmerica. Those standards require that we plan and perform the audit to obtain reasonable assurance

about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures

in the financial statements. The procedures selected depend on the auditor's judgment, including the

assessment of the risks of material misstatement of the financial statements, whether due to fraud or

enor. ln making those risk assessments, the auditor considers internal control relevant to the entity'spreparation and fair presentation of the financial statements in order to desigrr audit procedures that

are appropriate in the circumstances, but not for the purpose of expressing an opinion on the

effectiveness of the entþ's internal control. Accordingly, we express no such opinion. An audit also

includes evaluating the appropriateness of accounting policies used and the reasonableness ofsigrificant accounting estimates made by management, as well as evaluating the overall presentation

of the financial statements.

We believe that the audit evidence we have obtained is suffrcient and appropriate to provide a basis

for our audit opinion.

I

Opînìon

In our opinion, the financial statements referred to above present fairly, in all material respects, the

financial position of The Boston Society of Architects as of December 31,2016 and 2015, and the

changes in its net assets and its cash flows for the years then ended in accordance with accounting

principles generally accepted in the United States of America.

Ño,JølÞ Tlol o( I-u p

May 25,2017

2

THE BOSTON SOCIETY OF ARCHITECTS

Statements of Financial Position

December 3l ,2016 and 2015

Assets

Current assets:

Cash and cash equivalentsAccounts receivable, net ofallowance for doubtful accounts

of $612,596 and $3,21 I in2016 and2015, respectivelyDue fronr allied organizationsPrepaid expenses and other current assets

Accrued interest and dividends receivableShort-term investments, at fair value

Total current assets

2016 2015

$ 431,986 S 537,743

145,864395,408105,21323,728

2,367,903

231,449| 15,681140,33l2s,729

2,489 ,948J 70,102 3,s40,88 r

Property and equipment, at cost:Furniture and fixturesComputer software and equipmentLeasehold improvements

Less: accumulated depreciation and amortizationNet property and equipment

Long-term investments, at fair valueDeposits

Total assets

223,345557,285

3,334,2684,114,898

(1,594,574)

223,345550,670

3,334,2694,108,283

(l,3 82,496)

0,324 2,725,787

1,106,177320,116

1,022,062

443,943

$7 16, 719 s 7,732,673

Liabilities and Net Assets

Current liabilities:Accounts payable and accrued expenses

Deferred revenue

Due to allied organizationsCustomer deposits

Total current liabilities

Deferred rentDeferred lease incentives, net of amortization

Total liabilities

Commitments and contingencies

Net assets:

Unrestricted

$ $421,703507,197

409,366

29,008

401,359624,834113,676

36,954367 274

539,501

970,s 8 I

877 56

4,539,363

2,742,340

1,176,823

529,9031,035,614

4,990,333

Total liabilities and net assets s 7,416,7'19

The accompanying notes are an integral part of these financial statements

3

$ 7,732,673

THE BOSTON SOCIETY OF ARCHITECTS

Statements of Activities and Changes in Net Assets

For the Years Ended December 31,2016 and 2015

2016

$

2015

Revenue:Membership dues and assessments

Professional and member servicesIndustry conventions and tradeshowsRental incomeMiscellaneous income

Total revenue

Operating expenses:

Professional and member servicesIndustry conventions and tradeshowsSalaries, payroll taxes and other benefitsBuilding expenses

Other operating expenses

Interest expense

Total operating expenses

Deficiency ofrevenue over expenses from operations

Other income (expenses):

Interest and dividendsNet realized and unrealized gains (losses) on investmentsInvestment advisory fees

Decrease in unrestricted net assets

Unrestricted net assets, beginning of year

Unrestricted net assets, end of year

1,937,353994,947

2,505,55076,0822,339

$ 1,946,57 5

1,018,7172,531,561

1 03,1 33

2 850

5,602,8365,516,270

1,407,9711,473,5661,688,420

614,5t0944,593

1,481,2761,547,7481,745,832

616,908381,081

6,129,060283

5,774,128

612,790) (171,292)(

117,436

79,933(35,s49)

13 1,635(54,960)(34,553)

161,820 42,122

(129,110)

5 119 503

$ 4,539,363 $ 4,990,333

The accompanying notes are an integral part of these financial statements,

(450,970)

4,990,333

4

THE BOSTON SOCIETY OF ARCHITECTS

Statements of Cash Flows

For the Years Ended December 31,2016 and2015

Cash flows from operating activities:Decrease in net assets

Adjr-rstments to reconcile decrease in net assets

to net caslr (used in) provided by operating activities:Increase in deferred rentDepreciation and amortization of properly and equipmentAmortization of deferred lease incentives

Provision for bad debtsNet realized and unrealized losses (gains) on investlnentsClianges in operating assets and liabilities:

Accrued interest and dividends receivable

Accounts receivablePrepaid expenses and other current assets

Accounts payable and accrued expenses

Due tolfrom allied organizalionsDeferred revenue

Net cash (used in) provided by operating activities

2016 2015

$ (450,970) $ (129,170)

9,598212,078(65,033)

(609,385)(79,933)

13,766277,201(65,033)

54,960

2,001694,970

35,1 1 8

20,34415,963

(117,637)

923

(66,229)15,879

275,195(20,668)

(224,134)(332,886) 132.690

Cash flows from investing activities:Purchases of investmentsProceeds from sale of investmentsPurchases of property and equipmentIncrease in depositsIncrease in customer deposits

Net cash provided by investing activities

(2,163,550)2,281,413

(6,615)123,827

(1,946)227 129

(3,809,511)4,212,949

(31,409)(812)

2 131

373,348

Cash flows from financing activities:Repayments on note payable

Net cash used in financing activities

(Decrease) increase in cash and cash equivalents (105,757)

Cash and cash equivalents at beginning ofyear 537 743

Cash and cash equivalents at end ofyear $ 431,986

The accompanying notes are an integral part of these financial statements.

(400,000)(400,000)

$ s37

106,038

431 705

743

5

(continued)

THE BOSTON SOCIETY OF ARCHITECTS

Statements of Cash Flows (Continued)

For the Years Ended December 31, 2016 and 2015

2016 2015

Supplemental cash flow data.

Cash paid for interest $ 1,283$

The accompanying notes are an integral part of these finqncial statements

6

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 3I,2016

The Boston Society of A.rchitects (the "Society" or "BSA") was incorporated inMassachusetts as a not-for-profit membership organization whose purpose is to serve

members and the general public within the following broad areas: education, ethicalpractices, advancement of the profession, publications, advocacy of the profession, and other

member and public services. The Society is the American Institute of Architects chapter in

eastern Massachusetts. The Society derives its revenues from membership dues and

programs, tradeshows, advertising in its magazine, newsletters and website, other activities,and investment income.

(2) Summar), of Significant Accounting Policies

(a) Net Asset Catesories

The Society reports information regarding its financial position and activities according tothree classes of net assets: unrestricted, temporarily restricted and permanently restricted.

Unrestricted net assets represent net assets without existing donor-imposed stipulations as to

their use by the Society. Temporarily restricted net assets are net assets with donor-imposed

time or purpose restrictions that have not yet expired or been met by the Society. It is the

Society's policy to treat as unrestricted support contributions with donor-imposed restrictions

when those restrictions are met in the same year the contribution is received, Permanently

restricted net assets are assets with donor-imposed restrictions that require the amount to be

held in perpetuity by the Society. As of December 3 1,2016 and 2015, all of the Society's net

assets were classified as unrestricted.

(b) Revenue Recognition

Revenue from membership dues and assessments are recognized ratably over the term of the

membership. Revenue from professional and membership services, including advertising,are recognized in the period when the services are rendered. Revenues from industryconventions and tradeshows are recognized in the period when these events are held.

Contributions are recognized as revenue in the period when assets are unconditionallypromised to the Society, or if not previously unconditionally promised to the Society, in theperiod when the assets are received. Rental revenues are generated primarily from the short-term rental of certain areas of the office and exhibit space occupied by the Society to thirdparties who hold events, functions or meetings in the space. Rental revenues are recognizedratably over the period of use by the third party, which is generally one day.

7(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

(c) Cash and Cash Equivalents

Short-term investments that are highly liquid, readily convertible into cash and have originalmaturities of three months or less are considered to be cash equivalents,

(d) Investments

Investments in marketable securities with readily determinable fair values and investments indebt securities are valued at their fair values in the statement of financial position. Realized

and unrealized gains and losses are reported as changes in unrestricted net assets.

(e) Accounts Receivable

Accounts receivable are stated at the amounts management expects to collect fromoutstanding balances at year-end. The Society maintains an allowance for doubtful accounts

at an amount the Society estimates to be sufficient to provide adequate protection against

losses resulting from extending credit to customers. In judging the adequacy of the

allowance, the Society considers multiple factors including historical bad debt experience,

the general economic environment, the need for specific customer reserves and the aging ofreceivables. Management will charge off to the allowance any balance that remains after ithas exhausted all reasonable collection efforts and concludes that additional collection effortsare not cost-justified. Accounts receivable are considered past due based on contractualterms.

(f) Property and Equipment

Property and equipment are stated at cost or estimated fair market value at the time ofdonation if donated to the Society. Amounts over $ 1,000 with useful lives greater than oneyear are capitalized. Repairs and maintenance are expensed when incurred. Depreciationand amortization is provided for on the straight-line method over the estimated useful lives ofthe assets as follows:

3-5 years3-7 yearsShorter of estimated useful life or remainingterm of lease

(e) Operating Leases

The Society leases office space in Boston, Massachusetts. Minimum rental expense,including minimum scheduled rent increases under non-cancellable operating lease

agreements is recognized on a straight-line basis over the lease term. The lease term is 20

Computer software and equipmentFurniture and fixturesLeasehold improvements

8(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

years. The straight-line rent calculation and rent expense includes the period of time between

taking control of a leased site and the rent commencement date. The Society recognizes the

difference between the recognized straight-line rental expense and the amounts payable

under the lease as a deferred rent liability. Tenant allowances from the landlord are recorded

as liabilities when received and are reported as deferred leasehold incentives, net ofamorlization.

(h) Deferred Revenue

Deferred revenue represents revenue, such as dues and special membership assessments,

received in the current year, which relate to a future reporting period.

(i) Compensated Absences

The Society has not accrued compensated absences because the amount would not be

material to the financial statements.

The Society is a not-for-profit organization exempt from taxation under Section 501(c)(6) ofthe Internal Revenue Code. The Society has reviewed its tax positions and has determinedthat no provision for uncertain tax positions is required for open tax years through December31,2016. The Society files tax returns in the U.S. federal jurisdiction,

(k) Advertisine

The Society publishes a magazine and contracts with a third party to manage the relatedadvertising. The Society pays an advertising sales commission. Advertising productioncosts are expensed as they are incurred and advertising communication costs are expensed

the first time the advertising takes place. Advertising expense was 566,954 in 2016 and

584,443 in2015.

(l) Use of Estimates

The preparation of financial statements in conformity with accounting principles generallyaccepted in the United States of America requires management to make estimates andassumptions that affect the reported amounts of assets, liabilities and disclosure of contingentassets and liabilities at the date of the financial statements and the reported amounts ofrevenue and expenses during the reporting period. Accordingly, actual results could differfrom these estimates.

9(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

(m) Reclassifications

Certain 2015 amounts have been reclassified to conform to the 2016 presentation. These

reclassifications had no effect on previously reported results ofoperations or net assets.

(n) Risks and Uncertainties

Financial instruments, which potentially subject the Society to concentrations of credit risk,

consist principally of cash and cash equivalents, investments and accounts receivable. The

Society places its temporary cash investments with creditworthy, high-quality financialinstitutions.

The Society maintains its cash balances in one financial institution located in Boston,

Massachusetts. The Federal Deposit Insurance Corporation (FDIC) insures deposits at

member banks up to $250,000 per depositor, per bank. At December 31, 2016 and 2015, the

Society's uninsured cash balances at the bank totaled $531,921 and $728,005, respectively.

The Society's investment securities, including temporary investments in cash equivalents, are

held by a brokerage firm that is a member of the Securities Investment Protection

Corporation (SIPC). Securities held by member brokerage firms, including up to $250,000

of cash equivalents, are insured by the SIPC up to $500,000 per customer, per brokerage

f,rrm. SIPC protection would be triggered only in the event of a financial failure and

liquidation of a participating brokerage firm or if the customer's securities are not returned.

This protection does not cover investment losses in customer accounts due to marketfluctuation or other claims for losses incurred while the brokerage firm remains in business.

Investment securities are exposed to various risks, such as changes in interest rates or creditratings and market fluctuations. Due to the level of risk associated with certain investment

securities and changes in the market value of investment securities, it is possible that the

value of the Society's investments and total net assets balance could fluctuate materially.

Accounts receivable represent amounts related to the Society's sale of advertising, trade

show revenue (lrtrote 8), and other miscellaneous sources of income. It is the Society'spolicy, with respect to the credit risk of receivables, to evaluate, prior to the extension ofcredit, any potential debtor's financial condition and determine the amount of open credit tobe extended. The carrying amounts of cash, receivables, accounts payable and accrued

expenses approximate fair market value because of the short-term nature of these items.

10(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 3I,2016

(3) Investments

Investments consist of marketable securities and money market funds held for investment,which are stated at fair value and summarized as follows as of December 3 1 :

2016 2015

CostFair

Value CostFair

Value

Money market fundsU.S. equity securitiesMortgage and asset-backed

securitiesU.S, corporate bonds

International bonds

U.S. Treasury and U.S.government agencies

$ 55,2981,720,598

391,142r,723,954

731,977

$ 55,298

7,209,836

365,8431,712,307

130,796

$ 110,7131,132,860

80,477r,442,864

232,975

$ I 10,713

r,216,427

99,7731,422,824

228,678

432.t42 433 595

s 3,422,963 $ 3,474,080 s 3,432,031 $ 3,512,010

Following is a reconciliation of total return on investments to the statement of activities forthe years ended December 31:

2016 2015

Interest and dividendsNet realized and unrealized gains (losses) on investments:

Net realized gains on sales

Net unrealized losses in fair market value

Investment advisory fees

$ 117,436

108,834

$ 13 1,63 5

108,555

901) (163,515)79,933

(35,549)(54,960)(34,553)

Total return on investments $ 161,820 $ 42,t22

(4) Fair Value Measurements

The Society has implemented the requirements of FASB ASC 820-10 Fair ValueMeasurements and Disclosures for its financial assets and liabilities. ASC 820-10 refines thedefinition of fair value, establishes a framework for measuring fair value, and expands

11(Continued)

THE BOSTON SOCIETY OF ARCHITBCTS

Notes to Financial Statements

December 31,2016

disclosures about fair value measurements. The standard defines fair value as the price thatwould be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants. The standard requires the use of market-based information overentity-specific information, when available, and establishes a three-level hierarchy formeasuring fair value based on whether the inputs to a fair value measurement are considered

to be observable or unobservable in an active marketplace.

The hierarchy requires the use of observable market data when available. These inputs have

created the following fair value hierarchy:

Level 1 - Valuation based on quoted market prices in active markets for identical assets orliabilities that the Society has the ability to access as of the reporting date, and where

transactions occur with sufficient frequency and volume to provide pricing information on an

ongoing basis.

Level 2 _ Yaluation based on inputs other than quoted prices within Level 1. For example,

quoted prices for similar assets in active markets or quoted prices for identical assets ininactive markets, in which there are few transactions, prices are not current, or prices varysubstantially over time.

Level 3 - Valuation based on inputs that are unobservable and significant to the fair valuemeasurement of the asset or liability. Unobservable inputs are supported by little or no

market activity as of the measurement date and therefore reflect the entity's own assumptions

about what market participants would use in pricing the asset or liability using the best

information available under the circumstances. The following is a description of the

Society's valuation methodologies used for assets measured at fair value:

Money Market Funds; The fair value of money market funds is based on quoted net asset

values at the end of the business day. Due to the short-term nature of the investments, the

fair value is expected to approximate cost.

Equity Securities, Mortgage and Asset-Backed Securities, Corporate Bonds and U.S.

Treasury and U.S. Agencies: The fair value of these securities is based on the closing pricesreported in the active market in which the individual securities are traded, These securitiesare classified as level 1 financial instruments as they are valued on an active exchange usingprices provided by broker/dealers who actively make markets in these securities.

The following table sets forth, by level within the fair value hierarchy, the Society's assets atfair value:

I2(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

2016 Total Level I Level2 Level3December 31

Investments:

Money rnarket funds

U.S. equity securities

Mortgage and asset-

backed securities

U.S, corporate bonds

International bonds

December 3l 2015

Investments:

Money market funds

U.S. equity securities

Mortgage and asset-

backed securities

U.S. corporate bonds

International bonds

U.S. Treasury and U.S

government agencies

s 3,474,080 $ 3,474,080 $

$$$$ 55,298

1,209,836

55,298

1,209,836

365,8431,712,307

130.796

365,843

1,712,307

130,796

$

Total Level I Level2 Level3

$ 110,713

1,216,427

99,773

1,422,824

228,678

$ 110,713

1,216,427

99,773

1,422,824

228,678

$$

433,595 433,595

$ 3,512,010 $ 3,5 t2.010 $ $

(5) Internal Use Software Development Costs

The Society has capitalized certain internal use software development costs incurred undercontracts with vendors to develop a database and website network system. The database was

completed and placed in service in September 2010. Subsequent upgrades and enhancements

have also been capitalized. Total costs of $162,550 as of December 31, 2016 and 2015,respectively are included in computer software and equipment on the statement of financialposition and are being amofüzed over the expected useful life of five years.

The website was completed and placed in service in 2011. Total costs of $169,405 are

included in computer software and equipment on the statement of financial position as ofDecember 31,2016 and2075 and are being amortized over the expected useful life of fiveyears.

l3(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

During the years ended December 31,2016 and 2015, the Society incurred amortizationexpense on internal use software of $16,612 and $66,049 respectively. Accumulatedamortizafion for internal use software was $371,053 and 5354,441 as of December 31,2076and 2015, respectively.

(6) Leasehold Improvements

Under the Society's lease agreement for office space (see Note 9), the landlord agreed to pay

approximately 50% of the actual cost of the leasehold improvements, up to an agreed upon

tenant allowance. The construction was substantially completed in December 201I when the

leasehold improvements were placed in service,

All improvements to the space are shown in leasehold improvements on the Society'sstatements of financial position at December 31, 2016 and 2015, in the amount of93,334,268. The Society will recognizethe incentive on a straight-line basis overthe lease

term as a reduction of rental expense. The unamortized portion of the deferred lease

incentive amounted to $970,581 and $1,035,614 as of December 31,2016 and 2015,respectively, net of accumulated amortizationof $395,106 and $330,073 as of December 31,

20 I 6 and 20 I 5, respectively.

(7) Deposits

During December of 2010, the Society transferred $400,000 to a letter of credit held by abank as escrow for the Society's lease commitment for office space located at290 Congress

Street Qllote 9). The letter of credit was reduced to $300,000 on November 1,2016, the fifthanniversary of the rent commencement date. The amounts of $300,000 and $400,000 are

included in deposits for the years ended December 31, 2016 and 2015, respectively, andshould be reduced by additional $100,000 increments every five years through the end of the2)-year lease term.

(8) Consultins Agreement

On December 1, 2011, the Society entered into an agreement with an entity that became theexclusive seller on behalf of the Society of booth, sponsor and event-related sales for theArchitecture Boston Exposition Tradeshow. The agreement was for a period of five years,

and was renewable upon agreement between the parties. This agreement may be terminatedwith 90 days written notice by either party. However, if the contract is terminated for anyreason, the Society is obligated to pay this entity a residual sales commission on revenuefrom all existing event customers at a rate of 27Yo for a period of two years. This entity alsohas separate agreements with the Society related to the sale of advertising space in theSociety's publications and through other forms of media.

t4(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

During the year ended December 31,2016,52,143,770 (38.86%) of total revenue was earned

through this customer. As of December 31, 2016,9737,874 (97.29%) of accounts receivablewas due from this same customer,

During 2016, and prior to the contract ending date of December l, 2016, this customer

terminated the booth, sponsor and event-related agreement for the tradeshow and stated that

the Society is obligated to pay the residual sales commission in accordance with the contracttermination clause. The Society has initiated arbitration proceedings against this customer(See Note l1). An allowance for bad debts for the amount receivable from this customer was

deemed to be necessary because the receivable is unsecured and the amount that the Societymay ultimately recover,iî any, is not presently determinable. For the year ended December31,2016, bad debt expense of$608,596 has been charged to other operating expenses on the

Statement of Activities and Changes in Net Assets, which represents the amounts receivable

from this customer for the tradeshow of $694,505 reduced by the related tradeshow accounts

payable to this customer of $85,909.

During the year ended December 31,2015, $2,350,007 (41.86%) of total revenue was earned

through this customer. As of December 31, 2075, $198,938 (84.78%) of accounts receivablewas due from this same customer.

(9) Operatine Leases

The Society leases office space in Boston, Massachusetts under an operating lease expiringon October 31,2031 (the "Lease Agreement") with an option to renew for an additional one

or five years at the fair market rental rates. Under the terms of the Lease Agreement, the

Society was granted access to the property on April I,2011 in order to make improvementsprior to occupying the premises. Rental payments commenced on November 1 ,2011. The

Society leases office equipment under long-term operating leases expiring on various dates

through September 2021. Rent expense under these leases for the years ended December 3 l,2016 and 2015 was 5356,934 and $356,709, respectively. Future minimum rental paymentsunder non-cancellable operating leases are as follows for the years ending December 31:

201620r7201820192020Thereafter

s 432,509

429,709427,709427,709431,198

4,550,000$ 6,698,834

15(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

(l 0) Commitments

During 2015, the Society extended their agreement with a company to provide logistics and

other services at its 2016, 2017 and 2018 tradeshows, The Society made purchases of$131,456 and $165,460 under this agreement during the years ended December 31,2016 and2015, respectively. The Society estimates that it will make purchases between $165,000 and

$185,000 under this agreement for the 2017 and 2018 tradeshows. The Society anticipatesthis agreement will be upheld under the event agreement for the 2077 tradeshow (See Note14).

In 2074, the Society entered into agreements to hold its annual tradeshow at a conventioncenter in Boston, Massachusetts in November of 2015,2016 and 2017. During the yearended December 37, 2076, the Society made purchases of 5208,244 under the agreement.

The remaining agreement requires the Society to provide the convention center with a

minimum license fee of $179,389 for the 2077 tradeshow. This agreement will be upheldunder the event agreement for the 2077 tradeshow (See Note 14).

(11) Contineencies

The Society is involved in an arbitration with a customer with whom they had a consultingagreement for tradeshow management (See Note 8). The Society claims that the customerbreached its contractual obligation under the agreement to pay certain sums of money to the

Society for the 2076 tradeshow and violated Massachusetts General Law. The customer has

filed counterclaims against the Society for breach of contract and violation of MassachusettsGeneral Law, The agreement included a penalty to be paid by the Society to the customer ifthe agreement was cancelled for any reason. Since the arbitration is in the early stage, theultimate outcome of the arbitration cannot be determined and no amount has been recognizedin the financial statements.

( I 2) Related-Party Transactions

The Society provides administrative services to four other architectural not-for-profitorganizations: AIA Massachusetts, AIA Central Massachusetts, 'Western

MassachusettsAIA, and the BSA Foundation (formerly the "Boston Foundation for Architecture").

AIA Massachusetts

AIA Massachusetts is a state organization of the American Institute of Architects. Most AIAMassachusetts revenue is derived from the Society through dues assessed to Societymembers who are licensed architects. Dues expenses of 5122,356 and $100,776 are includedin professional and member services on the Society's statements of activities for the years

t6(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 37,2016

ended December 31, 2016 and 2015, respectively. As of December 31, 2016 and 2015,

$ 136,844 and $ 100,776 were payable to AIA Massachusetts and are included in due to alliedorganizations on the Society's statements of financial positions.

During 2016 and 2015 the Society billed AIA Massachusetts for administrative fees and

expense reimbursements totaling 54,454 and 54,756, respectively, which are included inprofessional and member services revenue on the Society's statements of activities.

Expenses incurred by the Society on behalf of AIA Massachusetts for the years ended

December 31,2076 and2015 of $29 and $5,343, respectively, are included in professional

and member services expenses. As of December 31, 2076 and 2075, amounts receivable

from AIA Massachusetts of $52,180 and $79,690, respectively, are included in due fromallied organizations on the Society's statements of financial position.

Local AIA Chapters

The Society has agreements with AIA Central Massachusetts and Vy'estern Massachusetts

AIA to provide them with management services. During the years ended December 31,

2016 and 2015, the Society billed AIA Central Massachusetts $4,027 and 54,029,respectively, and Western Massachusetts AIA $3,034 and $3,059, respectively, foradministrative fees and expense reimbursements which are included in professional and

member services revenue on the Society's statements of activities. As of December 3I,2016and 2075, amounts receivable from AIA Central Massachusetts were 51,244 and $1,003,respectively, and amounts receivable from Western Massachusetts AIA were $755 and $756,respectively. These receivables are included in due from allied organizations on the

Society's statements of f,rnancial position as of December 31 ,2016 and2015.

The Society collects member payments on behalf of the allied organizations as part of itsduties under the management contracts, As of December 31, 2016 and 2075, amountspayable to the Western Massachusetts AIA were $4,883 and $6,015, respectively, and

amounts payable to AIA Central Massachusetts were $481 and $100, respectively. These

amounts are included in due to allied organizations on the Society's statements of financialposition as of December 31, 2016 and2015.

BSA Foundation

The BSA Foundation (the "Foundation") is a not-for-profit public charity under Section

503(cX3) of the Internal Revenue Code.

On March 17, 2014, the BSA entered into a one-year transition agreement with theFoundation, overseen by a joint committee. The purpose of the agreement was to develop a

joint strategic collaboration plan that allowed the Foundation to carry out the public

17(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

educational programs and related fundraising that were historically developed and operated

by the BSA. All activities undertaken via the collaboration are intended to further the

Foundation's charitable mission. Initial areas of collaboration included civic initiatives,exhibitions, lectures, forums and symposiums.

On May 7, 2075, the BSA Foundation and the BSA entered into a joint collaborationagreement for a period of five years that may be renewed for subsequent two-year terms

unless terminated earlier by either party. Under the provisions of the agreement, the

Foundation agrees to pay the BSA for services rendered by the BSA. The agreement

includes an expense-sharing arrangement whereby specified personnel, facilities and services

costs are directly allocated to the Foundation. All BSA employees and contractors who workon Foundation programs and activities remain employees and contractors of the BSA, and the

BSA has sole responsibility for terms of employment and contractor arrangements. The

Foundation's responsibility is to focus its attention on public outreach and engagement forthe benefit of the joint organizations. The BSA will support the Foundation by participatingin necessary meetings and by sharing its staff and operating resources. The BSA willcontinue to pursue its professional programs that support the creation of architecture,

including expositions, committees, websites and design awards.

During 2016 and2015, the BSA provided financial support to the Foundation in the amount

of $427 ,935, paid in monthly installments. During the years ended December 37, 2016 and

2075, the BSA also incurred operating expenses on behalf of the Foundation. TotalFoundation support and expenses of $443,890 and 8448,274 for the years ended December31,2016 and 2015, respectively, are included in professional and member services expenses

in the BSA's statements of activities and changes in net assets, During the year ended

December 31, 2016 and 2075, the BSA collected program fees and donations totalingSI7,164 and $16,884, respectively, on behalf of the Foundation. As of December 31,2016and2015, amounts payable to the Foundation were 5267 ,158 and $6,785, respectively.

During 2015 and 2016, certain BSA employees worked directly for the Foundation. Inaccordance with the terms of the 2015 agreement, the BSA allocated these salaries, payrolltaxes and benefits to the Foundation. For the year ended December 31, 2016 and 2015,salaries, payroll taxes and benefits in the BSA's statements of changes in net assets havebeen reduced by the allocated amount of $349,161 andS276,647,respectively.

During the years ended December 31, 2016 and 2015, the BSA charged the Foundation524,352 and $27,087, respectively, for administrative fees and expense reimbursements.These amounts are included in professional and member services revenue in the statementsof activities and changes in net assets. As of December 31,2016 and2015. The BSA has

amounts receivable from the Foundation of 534I,229 and $34,232, respectively, which are

included in due from allied organizations.

18(Continued)

THE BOSTON SOCIETY OF ARCHITECTS

Notes to Financial Statements

December 31,2016

(13) Defined Contribution Pension Plan

The Society has in effect a qualif,red profit-sharing retirement plan covering all eligibleemployees, established under Internal Revenue Code Section 401(k). Each eligibleparticipant may elect to defer up to 1 5%o of compensation subject to IRC limitations. The

Society made matching contributions of $32,153 and$.29,931in2016 and2015, respectively.

(14) Subsequent Events

In March of 2017, the Society entered into an agreement with a tradeshow management

company to assist in the management and operation of its 2017 tradeshow. This tradeshow

will be two events (ABX 2017 and Greenbuild Expo 2017) held in conjunction with one

another. The agreement requires that the two parties establish a detailed overall working

budget for the tradeshow. The Society will earn revenue based upon a pre-determined

formula, which is dependent upon actual total revenue and expenses of the tradeshow and a

management fee to the tradeshow management company'

The 2017 tradeshow will be hosted at a different convention center than in 2016. The

agreement with the tradeshow management company accepts the obligation to pay the

minimum license fee of $ 179,3 89 (Note 10) from a previous contract.

The Society has evaluated all subsequent events through }i4ay 25,2017 the date the financial

statements were available to be issued,

t9