Albany Law School

“James E. Hacker, Trustee, and E. Stewart Jones Jr., Trustee, have a business relationship.”

“A review of the public portions of the 990 tax return (Schedule B details are not reviewed) is first conducted by the Vice President for Finance and Business with the Audit Committee at a regularly scheduled meeting of the Audit Committee. This review highlights significant aspects of the return. Subsequent to the Audit Committee meeting a copy of the public portions of the 990 tax return (Schedule B is not included) is provided to each voting Board member. In addition, the Audit Committee's review of the tax return is reported during a regularly scheduled meeting of the Board of Trustees prior to the filing of the return.”

“On an annual basis, each Board member, officer and key employee is provided with a copy of the Conflict of Interest Policy and a disclosure form to identify any known or potential conflict. The disclosure forms are returned to the Vice President for Finance and Business to summarize any conflicts that are identified. The summarization includes a description of the conflict and proposed resolution and is presented to the Audit Committee of the Board of Trustees for discussion. The Audit Committee then recommends to the Board appropriate action to be taken for each identified conflict. Any member found to have a conflict or potential conflict is recused from the deliberations concerning the conflict and also decisions concerning any transaction associated with the conflict. If a conflict arises mid year, a new disclosure form is required to be submitted by the affected individual and another review by the Audit Committee and Board is undertaken. In order to waive a conflict, the policy requires 75% of the voting members to vote in favor of waiving the conflict.”

“The Compensation Committee of the Board of Trustees is charged with the annual review of the top management official's (President and Dean) compensation. The President and Dean provides the Compensation Committee with an annual self assessment for their review. In addition, the Committee utilizes comparable compensation data of other presidents and deans in order to make a compensation recommendation to the entire Board of Trustees. The deliberations by the Compensation Committee and Board of Trustees are held solely by the members with no management or staff involved in those deliberations. The President and Dean is responsible for determining the compensation of her/his direct reports (key employees). The compensation review includes examining comparable compensation data for similar positions.”

“Governing documents, the conflict of interest policy and financial statements are not generally made available to the public. Certain documents are available upon request.”

“Change in value of beneficial interest in trusts $204,435; Postretirement-related changes other than net periodic cost $147,559; and Loss on defeasance of debt ($505,314).”