Johnson C Smith University Incorporated

“In accordance with our bylaws, the executive committee has the following poers. Execution of all the power and authority of the board of trustees in the management and control of the property and affairds of the university when the board of trustees is not in sessio. Members of the executive committee shall be 1) chairman of the board of trustees, 2) the vice chairman of the board of trustees, 3) the secretary of the board of trustees, 4) all committee chairmen, 5) the president of the university, 6) the treasurer of the university, 7) the university counsel, ex officio, and 8) the past chairman of the board of trustees for one (1) year following the election of a new chairman. The minutes of each meeting of the executive committee shall be presented to and reviewed by the board of trustees at its next regular meeting.”

“The university's process for reviewing the irs form 990 is as follows: (1) the vice president of business and finance completes a detailed review of the form and discusses the form with the university's outside tax advisors, dixon hughes goodman, and with the university's accounting and budget manager. (2) after the vice president has completed his review and obtained answers to all his questions, a copy of the form is issued to the president of the university and the budget and finance committee of the board of trustees for a second review. All review questions are addressed and any necessary changes are incorporated into the final version of the form 990. The full board of directors is provided a copy of the form 990 prior to filing.”

“The members of the board of trustees each year renew their commitment to the conflict of interest policy. The affirming notices and signatures for each year are kept with the secretary of the board of trustees. If a conflict is reported, the matter is investigated by the governance committee and reviewed by the board. The individual with the conflict makes a presentation on their behalf, but is recused from resolution of the conflict. This process is documented in the minutes of the board of trustees. Staff members must disclose in advance any potential conflict of interest under this policy to the applicable dean or vice president for the area in which they work. Faculty members must disclose any potential conflict in advance to the college dean.”

“The vice chairman of the board of trustees is the chairman of the compensation committee. The members of that committee review the compensation of the president each year. The president is given an evaluation that is filed with the board of trustees. The committee utilizes market data and other factors to determine the compensation of the president of the university. Compensation of other officers or key employees at the university are determined by the university's president based on market rate.”

“The university will provide information in regards to its annual audit and other documents upon request.”

“Staff members must disclose in advance any potential conflict of interest under this policy to the applicable dean or vice president for the area in which they work. Faculty members must disclose any potential conflict in advance to the college dean. The disclosure must be in writing; although no particular form must be used (e-mail is acceptable). While it is the vice president's or dean's responsibility to review and respond to the disclosure, faculty and staff should provide adequate advance notice to allow such review to occur (30 days if possible). The response to the conflicts inquiry shall be made in writing, and shall contain jcsu's directions to the employee regarding the transaction in question. If the employee or faculty member is dissatisfied with the decision of the vice president or dean, that decision may be appealed to the president of jcsu. The president's decision regarding the appeal shall be final.”

“Note payable forgiveness 5,231,800. Bonds payable forgiveness 18,445,738.”

“This process has not changed from the prior year.”