University of the Sciences In

“Effective june 1, 2022 university of the sciences merged into saint joseph's university whereupon the separate existence of university of the sciences ceased and saint joseph's university became the surviving corporation. The articles of incorporation of saint joseph's university in effect at the time of merger serve as the articles of incorporation for the surviving corporation.”

“The 990 is prepared by outside independent tax advisors and is reviewed by the university. The 990 is reviewed by the audit committee and is made available to the board of trustees prior to the filing deadline.”

“The board of trustees, officers and key employees of the university, by virtue of their offices, have a fiduciary relationship with the university which requires that they act in good faith and with fidelity to the university's best interests. The university has written conflict of interest policies which are intended to permit the university and its trustees, officers and other key employees to identify, evaluate and address any conflict of interest that might call into question this fiduciary duty to the university. Each trustee, officer and key employee is required to report any conflicts of interest to the university as soon as practical after they become aware of such a conflict. Each trustee, officer and key employee shall also annually complete a conflict of interest questionnaire. The university monitors compliance with its conflict of interest policies by review of the annual conflict of interest questionnaires by the university secretary. If conflicts of interest exist for officers and key employees, the audit and compliance committee of the board of trustees is notified by the secretary and the committee determines the corrective measure, if any, to be taken to resolve the conflict, or will impose appropriate restrictions, if any on the person with the conflict. For conflicts of interest involving the trustees, the audit and compliance committee of the board of trustees will be notified of the conflict and determines the corrective measure, if any, to be taken to resolve the conflict, or will impose appropriate restrictions, if any on the trustee with the conflict. The audit and compliance committee or the trustee involved may refer the matter to the full board for a determination as to whether a conflict exists. If a conflict is found to exist, the board of trustees, excluding such conflicted person, has the final approval of any recommended corrective measures or imposed restrictions. Such restrictions may require excluding conflicted persons from discussion and approval of transactions benefitting them, directly or indirectly.”

“Line 15a: purpose - to establish the parameters regarding executive compensation, with the objective of providing total compensation to the president and his executive leadership team which will serve to maintain a competitive market position and recognize the achievement of established financial, quality and strategic goals for the university and to recognize individual performance, consistent with the laws, regulations and principles governing non-profit compensation. As used herein, "executives" shall be the president's executive leadership team. Procedure - to establish a level of compensation required to recruit and retain executives, the university shall give primary consideration to data on executive compensation for comparable positions. As a general rule, "comparable positions" are those like positions within higher education that are similar to the university in terms of revenue, number of students, size of endowment, number of employees and/or geographic area. The executive committee of the university board of trustees (executive committee) shall approve the president's compensation, including without limitation, base compensation, incentive compensation, deferred compensation, fringe and other benefits. Each executive committee member voting on the president's compensation arrangement shall ensure that (s)he has no conflict of interest, including that (s)he (a) does not economically benefit from proposed employee; (b) does not receive compensation subject to the approval of the proposed employee; and (c) has no material financial interest affected by the transaction. The decisions of the executive committee regarding the president's compensation and the decisions of the president regarding the executives compensation is to be documented. Line 15b: the president shall approve all executive compensation for the executive leadership team, which shall include all compensation components, including without limitation, base compensation, incentive compensation, deferred compensation, fringe and other benefits. The president and the executive committee shall use comparability data provided by the university's human resources department, which may include industry surveys, expert compensation studies, documented compensation of persons holding similar positions, or other comparable data in approving any compensation changes. The president and the executive committee shall periodically retain the services of a compensation consultant to provide an external assessment of the university's compensation analysis. It should be noted that this information is used to arrive at a reasonable and arm's length determination of total compensation.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Effective june 1, 2022 university of the sciences merged with saint joseph's university. University of the sciences did not survive as a result of the merger. At the time of merger, saint joseph's university planned to continue the academic programs previously offered at university of the sciences. The merger agreement stipulated that students of the university of the sciences would be otherwise provided for by another comparable saint joseph's university academic program or by another university or college via an affiliation or articulation agreement.”

“Outside contractors: program service expenses 10,271,916. Management and general expenses 4,433,586. Fundraising expenses 52,940. Total expenses 14,758,442.”

“Transaction costs 1,610,562. Net asset transfer to saint joseph's university upon june 1, 2022 merger -174,938,144.”

“The financial statements referenced in part xii reflect the financial standing of the organization as of may 31, 2022. Effective june 1, 2022 university of the sciences merged with and into saint joseph's university whereupon the separate existence of university of the sciences ceased and saint joseph's university became the surviving organization. From and after the effective date, saint joseph's university assumed all assets and liabilities of university of the sciences. The reporting on the balance sheet of this form 990 reflects the university of the sciences' financial standing on the effective date of the merger, june 1, 2022.”