Universite De Sherbrooke

“Form 990, Part VI, Line.12c and Schedule L: Regarding its conflict of interest policy, generally all staff and board members are to be made aware of the conflict of interest policy and their responsibility to report any potential conclict of interest. Reporting is required at the start of each year. Reports were received from board members of the Universite de Sherbrooke. A) Denis Pare: Mr. Pare has.served as a member of the board of directors of the Universite de Sherbrooke from October 27, 2015 to September 25, 2017, as Vice-President of the board of directors from September 26, 2017 to September 29, 2019, and serves as President of the board of directors since October 1st, 2019. Denis Pare is a notary and senior partner at the firm Pare, Tanguay notaires. For many years, the firm Pare, Tanguay notaires has been retained by the Universite de Sherbrooke as needed for their expertise and institutional knowledge. The Universite de Sherbrooke is satisfied with the legal representation of Paré, Tanguay notaires and believes the Université de Sherbrooke is paying reasonable compensation considering the firm's expertise. The board of directors of the Université de Sherbrooke has determined that Denis Paré shall not participate directly or indirectly to the process of retaining any law firms for the Université de Sherbrooke. B) Robin Marie Coleman: Ms. Coleman serves as a member of the board of directors of the Université de Sherbrooke since september 29, 2020. Ms. Coleman is the President-Adjoint-General Manager of the CIUSSS de l'Estrie-CHUS since september 2019. The CIUSSS de l'Estrie-CHUS is involved in support provided by the Province of Quebec Government to the Université de Sherbrooke for medical education and provides certain technical services to the Université de Sherbrooke. The Université de Sherbrooke is satisfied with the involvement and services of the CIUSSS de l'Estrie-CHUS and believes the Université de Sherbrooke is paying reasonable compensation for these services.”

“The Statutes of the Universite were modified during the period covered and the modifications came into force on September 19, 2022. These modifications change absolutely nothing in the nature and mission of the Universite and furthermore, the Loi relative a l'Universite de Sherbrooke was not subject to any modification during this period. In fact, the modifications are more aimed at minor adjustments in terms of the composition of certain Universite bodies and the election of the rector.”

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“Once comeleted, the 990 is reviewed by in-house counsel and accounting staff. The document is then sent out electronically with a request that board members review the document and indicate any questions to the staff team preparing the 990. It is also been adopted by the board.meeting. The intention is that this would normally be done prior to or contemporaneously with the fiIing.”

“The written conflict of interest policy is revised when necessary and approved by the board of directors. All employees are covered by this policy.”

“The board has a written policy regarding the factors to be considered in setting compensation. The board is familiar with comparability data of salaries for top officials of similarly situated Canadian and American universities and considers this data and salary serveys tn setting compensation. Based upon its analysis of these and other factors,.the board believes that it pays only reasonable compensation for services.”

“The organization will make available to the general public its governing documents, financial statements and conflict of interest policy upon request and on its Web site.”

“Neither the Universite nor any other organization compensates any current officer, director, or trustee for service as officer, director, or trustee. Some officers, directors, or trustees also serve the Universite as employees, and they are only compensated for service in their capacity as employees. Schedule J, Part II : Regarding compensation, all directors serve as directors without compensation. Persons listed as directors who receive compensation do so on the basis of serving the organization on another capacity as full time employees in excess of 35 hours per week and are identified not only as directors but in their employment capacity and job title. In some instances Canadian federal and provincial law and/or collective bargaining agreements prohibit the public release of salary data, and in such cases, the Université de Sherbrooke wo uld not be at liberty to disclose salary data not to identify employees as being highest compensated employees on this Form 990.”

“Form.990 General comments: The amounts reported on this 990 and schedules are in US dollars and were converted from Canadian dollars using a rate of 0,7384.”

“The universite's board has a total of 21 directors/trustees. All 21 directors have a voice at the table and have voting rights. To assure that the Universite at all times operates in the public interest, some of the directors are appointed by governmental entities or are governmental officials. All directors serve on the board without compensation. Some directors are also employees of the Universite, and they are compensated for their services as employees. The Universite believes that it is important to have employee representation on the board, e.g., key personnel and faculty, and indeed this is part of the University's shared governance, which is common among the higher education community. Of the 21 voting directors 7 are also employees of the Universite. The Universite also has robust conflicts of interest and whistleblower policies.”

“The Universite is located outside the US, in Canada, and the Universite has NO employees in the United States. The Universite is not required to file any Forms W-3 (or W-2). ln Canada, the Universite has 9,658 employees.”

“The Universite has no US-source unrelated business revenue and is not required to file Form 990-T.”

“The organization will make available to the general public its governing.documents, financial upon request and on its Web site.”

“Since all employees are in Canada performing service in Canada and therefore outside the US, no reporting is required on W-2 or W-3.”

“The Universite is located outside the US, in Canada, and the Universite has NO employees in the United States. The Universite is not required to file any Forms W-3 (or W-2). ln Canada, the Universite has 9,658 employees.”

“The Universite has no US-source unrelated business revenue and is not required to file Form 990-T.”

“As a Canadian registred charity generally not eligible for tax deductible contributions except for US-Canada income tax treaty and gifts by alumni.”

“This adjustment of $-99,560,361 is mainly due to the actuarial revaluation of employees future benefits and the CAD-USD exchange rate variation between the prior fiscal year ending April 30th, 2022 (0,7822) and the current fiscal year ending April 30th, 2023 (0,7384).”

“No donor gave in excess of or even close to the 2% amount. The organization respectfully submits that Canada and Quebec provincial privacy laws prevent the disclosure of donor data of Canadian citizens and residents, and as such, the organizations is not a liberty to disclose donor identifying data here. However, all other details are presented.”