Widener University

“An executive committee, which may be convened at any time at the call of its chairman, shall have and exercise authority of the board in the management of its affairs, to the extent permitted by the delaware corporation law and the pennsylvania corporation not-for-profit code, except that the executive committee shall not have authority to: (1) fill vacancies in the board of trustees; (2) adopt, amend or repeal the bylaws; (3) amend or repeal any resolution of the board; (4) take any action on matters committed by the bylaws or resolution of the board of trustees to another committee of the board; (5) amend the certificate of incorporation; (6) adopt an agreement of merger or consolidation; (7) recommend the sale, lease, or exchange of all or substantially all of the corporation's property; (8) recommend a dissolution of the corporation; or (9) revoke a dissolution of the corporation. The executive committee shall consist of the chair, vice chairs, treasurer, secretary, president of the university, and the past chair. Upon invitation of the chair, any member of the board may attend and vote at an executive committee meeting.”

“David oskin and richard tan - business relationship”

“Once a draft of the irs form 990 is completed and reviewed by our independent tax advisors, it is reviewed by both the audit committee and the finance and administration committee of the board of trustees. It is then reviewed with the full board of trustees at its next meeting (normally the february meeting). The form 990 is not filed until the full board of trustees has reviewed it with management.”

“The university has conflict of interest policies for the board of trustees, officers, key employees, full-time staff, and part-time staff involved in purchasing. The board of trustees complete the conflict of interest disclosure form on an annual basis, and the disclosure forms are received and reviewed by the trusteeship committee who forward any conflicts on to the executive committee of the board for their review. Board of trustees members with conflicts are expected to abstain from voting on issues for their conflict. The process, review, and reporting for the officers and key employees is the same as the board of trustees. All full-time staff and part-time staff involved in purchasing complete a disclosure form annually, and these are collected and reviewed by the executive director of human resources. This individual then reports the findings to the senior vice president-administration & finance and the president of the university. A report is then made by the senior vice president-administration & finance to the finance and administration committee of the board, which then reports the findings to the full board of trustees.”

“It is the policy of widener university and its board of trustees (board) to compensate its executives in accordance with the market and in relation to experience, service and accomplishment both prior to, and during, their service to the university. While the university does not have a formal compensation committee, members of the executive committee of the board of trustees act in this capacity and then present the compensation data of all disqualified persons to the board of trustees. The board's use of cupa and similar indices is for guidance purposes, taking into consideration that the positions reported therein are not, in many instances, equivalent to the executive positions at the university. Thus, when an individual executive acquires additional responsibilities above and beyond those traditionally associated with the general category set forth in the comparative indices, the board may consider and award appropriate compensation. Exceptions to this policy can occur where special expertise, accomplishment or experiences are required in a particular position or an urgent need has arisen justifying, in the board's analysis, compensation at a level in excess of the policy range adopted by the board. When such exceptions arise, the board shall set forth a statement of their reasoning supporting the departure from the established executive compensation policy. Finally, the board, in every third year, will engage an outside consultant to verify that total compensation paid to the executives of the university is fair and reasonable.”

“The university makes available to the public on its website the university's articles of incorporation, the conflict of interest policy, the executive compensation policy, the form 990, the form 990-t and the university's audited financial statements.”

“As a leading metropolitan university, we achieve our mission at widener university by creating a learning environment where curricula are connected to societal issues through civic engagement. We lead by providing a unique combination of liberal arts and professional education in a challenging, scholarly, and culturally diverse academic community. We engage our students through dynamic teaching, active scholarship, personal attention, and experiental learning. We inspire our students to be citizens of character who demonstrate professional and civic leadership. We contribute to the vitality and well-being of the communities we serve.”

“Change in pension -2,688,473.”