Northern State University Foundation

“The Foundation President (Todd Jordre) is an ex-officio, non-voting member of the board of directors. According to the Bylaws, most recently updated in 2013, the Executive Committee may exercise such powers of the Board as the Board may determine and which are otherwise legally delegated. The actions of the Executive Committee will be reported in writing to the Board at the first regular Board meeting following such action or by mailing copies of the Executive Committee meeting minutes to each Board Member in advance of such meeting. The Executive Committee voting members are the Chair, Chair Elect, Past Chair, Secretary and the Northern State University President. The Foundation President is a non-voting committee member.”

“Nathan Reede & Tom Seyer - Business relationship”

“The Foundation will have one class of Members. Any person or entity who makes a contribution to the Foundation during the fiscal year will be a member for that year ("Member"). Members will have the right to vote in the Board of Directors election. The Board of Directors may at any time create additional membership classifications.”

“The Members will elect Officers at the Annual Meeting from the slate of qualified candidates presented at the Annual Meeting. Members will have the opportunity to nominate qualified Board candidates prior to the Annual Meeting.”

“The Northern State University Foundation president, CFO and accountant will review the draft and provide the draft to the Audit & Finance Committee for review and approval prior to filing. The Form 990 will be presented to the full board after it is filed.”

“All Foundation Board members, members of Board committees, agents, the Foundation President and all other Foundation employees and all of their immediate family members are considered "Covered Persons' who are covered by the Bylaws provisions regarding Conflicts of Interest. Annual disclosure forms are to be completed by each Covered Person. The Bylaws state it is the policy of the Foundation not to preclude dealings with those having actual or apparent conflicts or dualities of interest so long as the same are promptly and fully disclosed whenever they occur and the Board determines that the conflict or duality of interest is harmless to the Foundation. However, any Covered Person must disclose the conflict and then abstain from making motions, participating in relevant deliberations, voting, executing agreements, attempting to influence others' votes or taking any other similar direct action on behalf of the Foundation where the conflict or duality of interest might pertain.”

“For Northern State University Foundation employees, compensation increases are based on what the state of South Dakota provides to University employees. Fiscal year 2016 was the first year that bonuses were paid to employees. The President/CEO and Executive Committee determined the amount based on completion of individual and team goals. Compensation for new hires is based on competitive wages for the industry for the geographic area.”

“These documents are made available upon approval by the President/CEO.”

“Apex Events, LLC was formed on 9/26/16. The LLC rents out suites offers sales of beverages at athletic events and is a wholly-owned subsidiary of the NSU Foundation.”

“Change in Split Interest Agreements -730,588. Unrelated Business Income included in K-1's -41,809.”