Lafayette College

“Governance, management, and disclosure - governing body and management the executive committee of the board consists of the chair, vice chair, and secretary of the board, the chairs of the standing committees of the board, the president of the college, and the immediate past chair of the board for the period of one year next ensuing the termination of his or her incumbency in that office in the event he or she continues to serve during that period as a member of the board of trustees. The executive committee transacts such business as may be committed to it by the board, and, when the business of the college requires, it may act for the board in all matters not especially reserved, subject to approval by the board at its first meeting thereafter. The committee has the following responsibilities: development of a long-range master plan for the college subject to periodic review and revision; consider and recommend policies for financial long-range planning, budgeting, pricing and fees; nominate candidates for the board. Copies of the minutes of its transactions are circulated among the members of the board prior to the next ensuing meeting of the board, and, when approved, reported as transactions of the board.”

“Governance, management, and disclosure - business relationships from time to time, various trustees may have relationships occurring in the normal course of business. These transactions are at arm's length and reported to the college in compliance with its conflict of interest policy.”

“Governance, management, and disclosure - policies process for the review of form 990 the form 990 return is prepared by the college's administration and forwarded to the college's outside tax advisor for review and input into electronic media. The college will discuss the return with its outside tax advisor and make revisions prior to printing the first draft return. The audit committee reviews the first draft return, recommends changes, which are then incorporated into a revised draft return. The audit committee reviews the second draft return to ensure the committee's requested changes were made. The administration will then distribute the second draft return to the full board of trustees with a request for review and comment. If any questions or comments are received from a board member and the return is revised as a result, the administration will advise the full board of the changes before filing of the final return.”

“The conflict of interest policy for trustees, board members, officers of the administration, and other key employees of the college was approved by the college's board of trustees on october 27, 1979. This policy is provided to all applicable individuals annually for their review and disclosure of both any exceptions to the policy and any affiliations for which the policy requires disclosure. The college requires the same individuals to complete a conflict of interest questionnaire annually. All disclosures required under this policy must be directed in writing to the secretary of the board of trustees who is responsible for the administration of this policy. Matters under this policy concerning trustees are initially reported to the chairperson of the board and the college's general counsel for action. Matters concerning staff are referred initially to the college's general counsel and then to the president. Information disclosed to the secretary (or chairperson or president) is held in confidence except when the best interest of the college is served by disclosing the information to the board in executive session. Trustees, associates or officers who have declared or been found to have a conflict of interest in any matter before the administration or the board shall refrain from participating in consideration of the proposed transaction, unless for special reasons, the board or administration requests information or interpretation from the person or persons involved. The person or persons involved should not vote on such matters and should not be present at the time of the vote.”

“The process for determining the compensation of the officers and key employees of the administration: the process for reviewing the president's compensation is disclosed on schedule j, part i, line 3 and the corresponding narrative on schedule j, part iii. The president recommends the compensation for other officers (vice-presidents) and key employees. Based on a written annual performance summary, each officer's compensation is then established by the compensation committee which reviews data obtained from its external compensation consultant on salaries of comparable officers from comparable institutions and adjusts that data through surveys and other available resources. The deliberation and final determination of the president, other officer, and key employee compensation is timely documented.”

“The governing documents, conflict of interest policy are available to the public upon request and to the extent they are required by law.”

“Change in estimated annuities payable 385,981. Change in fair value of interest rate swap agreements 6,333,937. Change in postretirement benefits cost 11,268,945.”