Mercyhurst University

“Joseph G NeCastro (Trustee) has a family relationship with Mark J Salvia (Trustee).”

“University Bylaws were updated to include new language related to the University's relationship to the Mercy Council for Higher Education. Notwithstanding anything to the contrary contained herein, and as a condition to the Corporation's affiliation with CMHE and sponsorship by the Sisters of Mercy of the Americas, in no event shall the Board of Trustees/Directors take any of the following actions without the prior written consent of the Board of Directors of CMHE or its successor or designee (to the extent such approval is required under Canon Law): (i) approve a sale or disposition of all or substantially all of the assets, a merger, consolidation, reorganization, dissolution or liquidation of the Corporation , or other fundamental transaction contemplated within the Nonprofit Corporation Law of the State of Pennsylvania, or these Bylaws; or (ii) amend this Section 3 .01 (d) or Section 3 of the Articles of Incorporation or these Bylaws with respect to the Corporation's Roman Catholic identity or the conditions provided herein or in the Articles of Incorporation relating to the affiliation of the Corporation with CMHE or its sponsorship by the Sisters of Mercy of the Americas.”

“The Form 990 for Mercyhurst University for the current fiscal year end was reviewed in detail by the Vice President for Finance and Administration, and by an independent accounting firm prior to filing with the IRS. In addition to management's review of the Form 990, each voting member of the Mercyhurst University Board of Trustees was e-mailed a notification that the final Form 990, including all required schedules, was made available on a secured website for review. Trustees were given an opportunity to ask questions and provide feedback to management prior to the filing of the return with the IRS.”

“Mercyhurst University has a written Conflict of Interest Policy. All Trustees and members of the President's Cabinet are required to disclose to the Board of Trustees any possible conflict of interest at the earliest practical time. Further, the Trustee shall abstain from discussion of, and abstain from voting on, such matters under consideration by the Board of Trustees or its committees. Each Trustee and member of the President's Cabinet shall complete and sign by the spring Board meeting each year a conflict of interest disclosure form provided annually by the Secretary of the Board of Trustees. The annual conflict of interest disclosure forms are reviewed first by the Chair of the Board of Trustees, who also serves as Chair of the Executive Committee and by the full Executive Committee of the Board of Trustees typically at its Fall meeting. Copies of the annual conflict of interest disclosure forms are provided to the Executive Committee of the Board of Trustees, the Chair of the Board of Trustees, the Secretary of the Board of Trustees, the Chair of the Committee on Audit, the external audit firm, and the President of the University.”

“The Mercyhurst University Board of Trustees follows the recommendation of the Association of Governing Boards of Colleges and Universities among other leading authorities in our industry when dealing with presidential compensation and therefore, adheres to best practices established. The process/policy for setting presidential compensation at Mercyhurst University is the following. At Mercyhurst University, the Committee on Compensation of the Board of Trustees is responsible for the compensation-setting function of the President. The committee consists of no fewer than three trustees appointed by the chair of the board, who will also name a chair and vice chair. These trustees must be independent, without a conflict of interest as it relates to this area, and may not have been employed by Mercyhurst University in the last five years. No member may be an executive of Mercyhurst University. Continuously throughout the year, the Committee on Compensation evaluates the President's performance for the fiscal year-end and conducts a formal review at least once a year. The committee reviews the president's performance in light of the university's goals and objectives. In addition, the committee reviews the President's compensation to ensure that his compensation complies with rules governing tax-exempt universities described in the Internal Revenue Code, complies with compensation rules and regulations promulgated by any other regulatory agency or legislative authority and aligns appropriately with compensation levels at comparable universities. They use this review as the basis for recommendations on the president's compensation. The committee negotiates the terms of the (new or renewed) president's contract and increases in compensation level, elements of the compensation package, and structure. The recommendation is then presented for approval of the full board. At this time, the committee also requests the President to provide a list of goals and objectives for the institution and for the office of the president for the forthcoming year. This document provides the baseline used in evaluating the performance of the President. This request is followed up by a request of the Committee on Compensation to the President to prepare a report that assesses progress on each of the annual and standing objectives presented in the report.”

“Mercyhurst University's governing documents, conflict of interest policy, and financial statements are made available to the public upon request.”

“$5,385,241 of the expenses for other services are related to the maintenance contract with Aramark. $10,322,939 is related to contract services for Grants and Institutes. The remaining $2,551,521 is related to general contract services for the University”

“Losses related to the impairment of assets ($6,066,077) and change in value of split interest agreements ($56,581), offset by gains in the beneficial interest in charitable remainder trust $794,189.”