Misericordia University

“The executive committee shall exercise all of the powers of the board of trustees when the board is not in session, with the exception of removing or appointing the president of the university or taking any action which has specifically been reserved by the board.”

“In summer 2019 the board of directors of the conference for mercy higher education ("cmhe") elected to remove cmhe from the corporate member role within the bylaws of mercy colleges and universities. As a result, the university amended its bylaws in fall 2020 to reflect cmhe no longer being the sole member of the university. The university will maintain an affiliation with cmhe and continue to be sponsored by the sisters of mercy of the americas, a public juridical person of the roman catholic church.”

“After preparation, a complete copy of forms 990 and 990-t are reviewed extensively by the university's financial management area in consultation with the university's independent tax professionals. Upon completion of that review process the university provides form 990 and 990-t to the university's audit committee. The university's audit committee is a standing committee of the board of trustees. As outlined in the audit committee charter, one of the audit committee's responsibilities is to annually review and approve federal form 990 and form 990-t prior to filing. After review and approval by the audit committee, copies of forms 990 and 990-t are provided to the full board of trustees prior to the filing due date via a web-based secure link.”

“The university maintains a written conflict of interest policy covering all members of the board of trustees, institutional officers, faculty and employees of the university. A disclosure and conflict of interest form details information regarding substantive, competing, business and familial relationships that may represent a conflict of interest. Any such relationships including possible substantial benefits are detailed on the disclosure and conflict of interest form. Members of the board of trustees are required to complete a new disclosure and conflict of interest form annually. The forms are reviewed by the secretary of the board of trustees and any potential conflicts are reviewed with the president and the human resources department as considered necessary. Board members and other officers abstain from any decisions made by the board when a conflict is present.”

“The university's executive committee, which also serves as the compensation committee, periodically engages an independent consulting firm to assist in determining executive compensation within a pre-determined compensation philosophy. The firm's review is based upon market evaluation of items including the university's peer institutions' statistics, fair market range within the industry, and compensation and benefits in compliance with appropriate provisions of the internal revenue code. Salary adjustments and bonuses for the president are discussed and documented at the executive committee level. All other employees, including key employees, have their compensation decided upon date of hire. Subsequent raises are determined based on an annual university-wide increase. Fair market compensation for the industry is considered in all compensation decisions.”

“Although the university does not make its governing documents and conflict of interest policy available to the public, the documents are available upon request. The conflict of interest policy is included in the university's general institutional employment policies/employee benefits policy manual. As a requirement of its public debt rating, the university's audited financial statements are posted annually to the electronic municipal market access ("emma") site of the municipal securities rulemaking board ("msrb") at emma.msrb.org.”

“Change in split-interest agreements 1,153,858. Minimum pension liabilty adjustment 592,223.”