l efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93491327005085 Return of Private Foundation OMB No 1545-0052 Form 990 -PF or Section 4947 ( a)(1) Nonexempt Charitable Trust ` Treated as a Private Foundation 2012 Note . The foundation may be able to use a copy of this return to satisfy state reporting requirements Department of the Treasury • . - Internal Revenue Service , - M.- For calendar year 2012 , or tax year beginning 01 - 01-2012 , and ending 12-31-2012 Name of foundation A Employer identification number OPEN SOCIETY INSTITUTE 13-7029285 O/o MATIA ARBOLINO ieiepnone number (see instructions) Number and street (or P 0 box number if mail is not delivered to street address) Room/suite U 224 WEST 57TH STREET (212) 548-0600 City or town, state, and ZIP code C If exemption application is pending, check here F NEW YORK, NY 10019 G Check all that apply r'Initial return r'Initial return of a former public charity D 1. Foreign organizations, check here F r-Final return I' Amended return 2. Foreign organizations meeting the 85% test, r Address change r'Name change check here and attach computation H Check type of organization FSection 501(c)(3) exempt private foundation r'Section 4947(a)(1) nonexempt charitable trust r'Other taxable private foundation J Accounting method F Cash F Accrual E If private foundation status was terminated I Fair market value of all assets at end und er section 507 ( b )( 1 )( A ), c hec k here F of y e a r (from Part 77, col. (c), F Other (specify) _ F If the foundation is in a 60-month termination line 16)x$ 685,871,435 (Part I, column (d) must be on cash basis.) under section 507 b 1 B, check here 0- F (d) Disbursements Analysis of Revenue and Expenses (The (a) Revenue and (b) Net investment (c) Adjusted net for charitable total of amounts in columns (b), (c), and (d) may not expenses per income income purposes necessanly equal the amounts in column (a) (see books instructions) ) (cash basis only) 1 Contributions, gifts, grants, etc , received (attach schedule) 202,281,105 2 Check 1111 F_ if the foundation is not required to attach Sch B 3 Interest on savings and temporary cash investments 4,525 4,525 4,525 4 Dividends and interest from securities. 5a Gross rents . b Net rental income or (loss) 6a Net gain or (loss) from sale of assets not on line 10 123,978,633 b Gross sales price for all assets on line 6a 190,000,000 co 7 Capital gain net income (from Part IV , line 2) . 58,651,041 8 Net short-term capital gain . 9 Income modifications . 924,558 10a Gross sales less returns and allowances b Less Cost of goods sold . c Gross profit or (loss) (attach schedule) . 11 Other income (attach schedule) . -1,096,176 338,588 358,340 12 Total . Add lines 1 through 11 . 325,168,087 58,994,154 1,287,423 13 Compensation of officers, directors, trustees, etc 2,383,849 2,383,849 14 Other employee salaries and wages . 41,000,296 41,093,260 15 Pension plans , employee benefits . 26,804,811 21,411,117 16a Legal fees (attach schedule) . 825,272 0 0 845,949 b Accounting fees (attach schedule) . 406,239 0 0 462,391 W co c Other professional fees (attach schedule) . 20,229,292 19,065,432 4'' Interest 845,948 910,454 C5 17 18 Taxes (attach schedule) (see instructions) 1,351,812 1,900,000 19 Depreciation (attach schedule) and depletion . IN 2,772,810 20 Occupancy . 11,930,034 7,833,132 21 Travel, conferences, and meetings . 13,445,649 32,949,273 M 22 Printing and publications . 512,427 492,447 23 Other expenses (attach schedule) . 7,934,524 8,612,727 4-1 24 Total operating and administrative expenses. Add lines 13 through 23 . 130,442,963 0 0 137,960,031 25 Contributions, gifts, grants paid . 454,723,483 67,511,573 26 Total expenses and disbursements . Add lines 24 and 25 585,166,446 0 0 205,471,604 27 Subtract line 26 from line 12 a Excess of revenue over expenses and disbursements -259,998,359 b Net investment income (if negative, enter -0-) 58,994,154 c Adjusted net income (if negative, enter -0-) 1,287,423 For Paperwork Reduction Act Notice, see instructions . Cat No 11289X Form 990-PF (2012) Form 990-PF (2012) Panes 2 Attached schedules and amounts in the description column Beginning of year End of year Balance Sheets should be for end-of- y ear amounts onl y (See instructions ) (a) Boo k Va l ue ( b ) Boo k Va l ue (c) Fair M ark et Va l ue 1 Cash-non-interest-bearing . 64,854,763 33,555,442 33,555,442 2 Savings and temporary cash investments . 3,137,873 3,195,489 3,195,489 3 Accounts receivable Ilk, 6,312,893 Less allowance for doubtful accounts Oil 3,624,602 6,312,893 6,312,893 4 Pledges receivable ► Less allowance for doubtful accounts Oil 5 Grants receivable . 940 940 6 Receivables due from officers, directors, trustees, and other disqualified persons (attach schedule) (see page 15 of the instructions) . 7 Other notes and loans receivable (attach schedule) Ilk, Less allowance for doubtful accounts Oil 8 Inventories for sale or use . 9 Prepaid expenses and deferred charges . 10a Investments-U S and state government obligations (attach schedule) b Investments-corporate stock (attach schedule) . c Investments-corporate bonds (attach schedule). 11 Investments-land, buildings, and equipment basis Oil Less accumulated depreciation (attach schedule) ► 12 Investments-mortgage loans . 13 Investments-other (attach schedule) . 903,521,525 571,843,000 571,843,000 14 Land, buildings, and equipment basis Oil 63,245,997 Less accumulated depreciation (attach schedule) Ilk, 16,473,862 5,586,426 46,772,135 46,772,135 ) 26,940,548 24,191,536 24,191,536 15 Other assets (describe ► 16 Total assets (to be completed by all filers-see the instructions Also, see page 1, item I) 1,007,665,737 685,871,435 685,871,435 17 Accounts payable and accrued expenses . 41,923,737 58,593,345 18 Grants payable . 64,146,100 64,264,670 19 Deferred revenue . 20 Loans from officers, directors, trustees, and other disqualified persons C5 21 Mortgages and other notes payable (attach schedule) ) 92,111,014 70,375,586 22 Other liabilities (describe ► 23 Total liabilities (add lines 17 through 22) . 198,180,851 193,233,601 Foundations that follow SFAS 117, check here ' F and complete lines 24 through 26 and lines 30 and 31. w1 4) 24 U nrestricted . 809,430,345 492,637,834 25 Temporarily restricted . 54,541 26 Permanently restricted Foundations that do not follow SFAS 117, check here Oil F- and complete lines 27 through 31. U- 27 Capital stock, trust principal, or current funds . 28 Paid-in or capital surplus, or land, bldg , and equipment fund n 29 Retained earnings, accumulated income, endowment, or other funds 30 Total net assets or fund balances (see page 17 of the instructions) . 809,484,886 492,637,834 31 Total liabilities and net assets/ fund balances (see page 17 of the instructions) . 1,007,665,737 685,871,435 UTIM Analysis of Changes in Net Assets or Fund Balances 1 Total net assets or fund balances at beginning of year-Part II, column (a), line 30 (must agree with end-of-year figure reported on prior year's return) . 1 809,484,886 2 Enter amount from Part I, line 27a . 2 -259,998,359 3 Other increases not included in line 2 (itemize) IN 3 96,011 4 Add lines 1, 2, and 3 . 4 549,582,538 5 Decreases not included in line 2 (itemize) Oil IN 5 56,944,704 6 Total net assets or fund balances at end of year (line 4 minus line 5)- Part II, column (b), line 30 6 492,637,834 Form 990-PF (2012) Form 990-PF (2012) Page 3 Ca ital Gains and Losses for Tax on Investment Income (b) How acquired (a) List and describe the kind ( s) of property sold (e g , real estate, ( c) Date acquired (d) Date sold P-Purchase 2-story brick warehouse , or common stock, 200 shs MLC Co ( mo , day, yr (mo , day, yr D-Donation la QUANTUM ENDOWMENT FUND IRELAND PLC CLASS C P 1990-01-01 2012-01-31 UNRESTRICTED b C d e ( f) Depreciation allowed ( g) Cost or other basis ( h) Gain or (loss) (e) Gross sales price (or allowable ) plus expense of sale (e) plus ( f) minus (g) a 190,000,000 131,348,959 58,651,041 b C d e Complete only for assets showing gain in column ( h) and owned by the foundation on 12 / 31/69 ( I) Gains ( Col (h) gain minus (j) Adjusted basis (k) Excess of col (i) col (k), but not less than -0-) or (i) F M V as of 12/ 31/69 as of 12/31/69 over col (j), if any Losses (from col (h)) a 58,651,041 b C d e If gain, also enter in Part I, line 7 2 Capital gain net income or (net capital loss) If ( loss), enter - 0- in Part I, line 7 2 58,651,041 3 Net short - term capital gain or (loss) as defined in sections 1222( 5) and (6) If gain, also enter in Part I, line 8 , column ( c) (see instructions ) If (loss ), enter -0- in Part I, line 8 3 Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income (For optional use by domestic private foundations subject to the section 4940( a) tax on net investment income ) f section 4940( d)(2) applies, leave this part blank Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? fl Yes F No If "Yes," the foundation does not qualify under section 4940 ( e) Do not complete this part 1 Enter the appropriate amount in each column for each year, see page 18 of the instructions before making any entries (d) Base period years Calendar Distribution ratio Adjusted qualifying distributions Net value of noncharitable-use assets year (or tax year beginning in) (col (b) divided by col (c)) 2011 125,987,791 991,463,701 0 127073 2010 111,918,373 987,185,363 0 113371 2009 143,270,469 927,602,013 0 154453 2008 181,785,264 1,485,551,057 0 122369 2007 132,889,829 1,094,932,661 0 121368 2 Total of line 1, column (d) .