Seton Hill University

“The executive committee shall exercise the powers and authority of the board of trustees during the intervals between meetings of the board, when, based on the business needs of the university, it is desirable for the board to meet but, as determined by the chair, the convening of a special board meeting is not warranted.”

“Bylaws amended and adopted in october 2019 to reflect the following: -removal of the powers of the provincial council of the sisters of charity relating to approval of pledges, encumbrances, mortgage of assets and long-term indebtedness in excess of $5 million, and approval of the lease, sale, joint venture or affiliation of seton hill university -removal of the powers of the provincial council of the sisters of charity relating to the dissolution of seton hill university and the determination of the distribution of assets upon dissolution -revision of the powers of the board of trustees to allow for approval of the sale, joint venture, legal partnership or like relationship that would significantly alter the identity of seton hill university upon a 2/3 vote of the seton hill university board of trustees -revision of the powers of the board of trustees to allow for the dissolution of seton hill university, in accordance with civil and canonical legal requirements, and the determination of the distribution of assets upon a 2/3 vote of the seton hill university board of trustees”

“The board of trustees shall consist of at large and sisters of charity trustees. Between 33 and 25 % of the total number of trustees shall be sisters of charity until 2021 at which time the percentage will become 25%. This number shall include the council trustees, who will nominate the remaining sisters of charity trustees.”

“The council trustees shall reserve to themselves the following powers: (1) approval of any changes that affect the mission, philosophy and identity of seton hill university as a catholic university in the traditions of the sisters of charity; and, (2) approval of all amendments, modifications, restatements, or changes in the articles of incorporation and bylaws of the seton hill university board of trustees.”

“The form 990 is first reviewed by finance management and the university's president and then distributed to the finance and business affairs committee of the board of trustees for final review. A complete copy is provided to the board prior to filing with the internal revenue service.”

“Conflicts noted by board members are reported to the committee on board relations. Conflicts noted by employees are reported to the human resource committee on conflicts of interest. Both committees review the reported conflict and take the appropriate action as warranted by the situation. The university has a formal policy in their bylaws regarding any conflicts of interest that may exist within its governing body.”

“The university has a compensation committee that establishes the president's compensation. For the current fiscal year, the committee engaged services from an independent consultant to assist with the determination of compensation. The compensation committee, however, independently approved and awarded the final compensation package. The university has a compensation committee that establishes the compensation of officers and key employees. The committee reviews comparability data that is publicly available and independent consultants where appropriate.”

“The university makes its governing documents, conflict of interest policy and financial statements available to the public upon request.”

“The following members serve on the seton hill university board of trustees as trustee emeriti but have no voting powers at the meetings of the board of trustees: jean augustine, s.c., james breisinger, mary ellen cooney higgings, sara cutting, mary costello, louis craco, rosemary donley, s.c., john echement, frederick favo, gertrude foley, s.c.,brigid marie grandey, s.c., marcia gumberg, maureen halloran, s.c., richard hendricks, donald henderson, patrice hughes, s.c., a. Richard kacin, arthur meehan, marlene mondalek, s.c., donald moritz, barbara nakles, maureen o'brien, s.c., maureen sheedy o'brien, m. Ellenita o'conner, s.c., paul pohl, esquire, michele ridge, marc robertshaw, arthur rooney, jr., ralph scalise, anita schulte, s.c.”

“Annually, the finance and business affairs committee of the board of trustees, engages the services of an independent certified public accounting (cpa) firm to conduct an audit and issue an opinion on the university's financial statements. The cpa firm reports the results of their findings and issues their audited financial statements to the committee. This process has not changed from the prior year.”