U B Foundation Services Inc.

“Form 990, Part I, Line 1 Real Estate for Critical University Initiatives. Employees FORM 990, PART I, LINE 5 UB FOUNDATION SERVICES, INC. (UBFS) IS DISCLOSING 0 ON FORM 990 PART I, LINE 5, SINCE THERE ARE NO INDIVIDUALS OVER WHOM UBFS MAINTAINS DIRECTION AND CONTROL AND WHO, UNDER THE USUAL COMMON LAW RULES APPLICABLE IN DETERMINING THE EMPLOYER-EMPLOYEE RELATIONSHIP, HAVE THE STATUS OF EMPLOYEE. UBFS ACTS AS A PAYROLL ADMINISTRATOR FOR THE UNIVERSITY AT BUFFALO (UB). UNDER THIS ARRANGEMENT UBFS PAYS COMPENSATION AND BENEFITS TO INDIVIDUALS WHO ARE CONSIDERED EMPLOYEES OF UB SINCE DIRECTION AND CONTROL OVER SUCH EMPLOYEES IS MAINTAINED BY UB. UBFS SUPPLIES THESE INDIVIDUALS WITH A W-2. CHANGE IN GOVERNING DOCUMENTS FORM 990, PART VI, LINE 4 The by-laws of the corporation were amended on October 30, 2017 (previously amended on March 4, 2016). The updates to the by-laws are as follows. Article II, Section 12 has been amended for the updates to Section 102(a)(21) of the NPCL as of May 27, 2017. This section has also removed the verbage stating that the Audit Committee of the UB Foundation, Inc., will oversee UB Foundation Services, Inc.'s conflict of interest and whistleblower policy. UB Foundation Services, Inc. must have its own Board or Board committee handle its conflict of interest and whistleblower policy matters, although input from the UB Foundation Audit Committee may be requested. Article II, Section 13 was added to define the corporation's policy on Confidentiality. Article III, Section 2, Committees of the Board, now includes that members of each committee of the Board, except for the Executive Committee, shall be appointed by a majority vote of the Board, a quorum being present and that members of the Executive Committee shall be appointed by majority vote of the entire board. Article II, Section 2, Committees of the Corporation also added that members of each committee shall be appointed by a majority vote of the Board, a quorum being present. Article IV, Section 1, Officers - The following was added that an employee of the Corporation shall serve as Chair of the Board or hold any other title with similar responsibilities only if the employee's service is approved by a two-thirds vote of the entire Board and the Board contemporaneously documents in writing the basis for its approval.”

“Form 990, part vi, line 11b after the form 990 has been prepared and completed internally it is reviewed by the organization's management. An external review of the form 990 is then performed by the organization's outside accountants (kpmg). The organizations board of directors has delegated the review process to the audit committee of the university at buffalo foundation, inc., an affiliated entity. The form 990 is discussed at a meeting of the audit committee prior to filing the return. Upon completion of the audit committee's review, the form 990 is provided to the full board of directors prior to filing the return with the internal revenue service.”

“Form 990, part vi, line 12c all directors and officers of the organization are required to complete a written conflict of interest disclosure statement on an annual basis. All directors and officers are also required to provide any updated information on potential conflicts that arise prior to the completion of the disclosure statement. All disclosure statements are reviewed by the organization's management and legal counsel. All situations that are deemed to represent a conflict as described in the organization's conflict of interest policy, are reported to the board chair. The conflicted individual must recuse himself or herself during the discussion of and voting on an action that involves the identified conflict.”

“Form 990, part vi, line 15a the organization does not compensate any officers, directors, or key employees. Certain individuals received compensation from a related organization and the process of determining compensation are conducted at the related organization's level.”

“Form 990, part vi, line 19 the financial statements, governing documents, and conflict of interest policy are available upon request. In addition, the financial statements and form 990 are available on the organization's website and the form 990 is also available at www.guidestar.org.”