Foundation for Indiana University of Pennsylvania

“The standing committees of the foundation shall be the executive committee, the nominating committee, finance committee, investment committee, and audit committee. The board of directors may, by resolution adopted by at least a majority of the voting directors in office, establish one or more additional standing or other committees and terminate any standing or other committee. Notice of a proposal to establish or eliminate a standing committee shall be given at least five (5) days prior to the date of any regular or special meeting of the board of directors at which such proposal will be considered. Each standing committee shall have such number of voting members as are stated in the bylaws. Each standing committee established by the board of directors in compliance with the bylaws shall have such number of voting members as the board may designate. The foundation's president shall be a voting member and chair of the executive committee and ex officio non-voting member of all other committees. The board may appoint not more than two (2) additional ex officio members of each committee. The chair of each committee must be a foundation director. Excepting only a committee chair, committee members may, but need not be, directors of the foundation. All committee members shall have the right to vote and shall be counted in determining the presence of a quorum. No committee member who is employed by the university shall be permitted to vote on any matter which comes before a committee. The majority of the voting members of a committee in office shall be necessary to constitute a quorum for the transaction of business, and the acts of a majority of the voting members present at a meeting at which a quorum was present when the meeting began shall be the acts of the committee.”

“The board of directors delegates the review of the 990 and related schedules to the audit committee and director of financial operations under their recommendation, the 990 is approved for filing with the internal revenue service.”

“The bylaws state that an individual must expose the conflict and remove themselves from the vote if the board has reasonable cause to believe that a director, officer, or committee member had failed to disclose an actual or possibly financial interest, it will afford the director, officer or committee member an opportunity to explain the alleged failure to disclose the conflict of interest. If after hearing the response and making such further investigation as the board deems appropriate, the board determines that the director, officer or committee member has in fact failed to disclose an actual or possible conflict of interest, it will take appropriate action, which may include immediate removal from the position held within the foundation for iup.”

“The foundation for iup has an executive committee made up of board members who evaluate the compensation for the director and all employees of the organization using available comparability data provided by the university (iup). The executive committee reviews and approves the compensation and brings the decisions to the full board of directors to approve.”

“No documents available to the public.”

“During the year ended june 30, 2017 the foundation for iup decided to sell phase i of its student facilities to residential revival indiana (rri). The sale comprised of buildings, equipment, cash reserves, other current assets, and deferred revenue.”

“Unrealized gain on interest rate swap agreements 13,027,647.”