Capital University

“Delegation of broad authority to a committee - per the university's bylaws, article xvi, section 2 (in part), the executive committee shall have the authority to act for the board of trustees on all matters except for the following, which shall be reserved for the board: presidential selection and termination; trustee and board-officer election; changes in institutional mission and purposes; changes to the charter or articles of incorporation; incurring of corporate indebtedness; sale of university assets or tangible property; adoption of the annual budget; and conferral of degrees. The executive committee shall report any action it takes to the board. These bylaws or other board policies may reserve other powers for the board of trustees. In addition to its authority to take action on emergency matters that cannot or should not be deferred to the board's next scheduled meeting, the executive committee shall oversee the work of board committees and the university's planning process and progress on planning goals.”

“Changes in organizing documents - the board amended the university's bylaws in december of 2016. Changes included: - implementing a new board committee structure and responsibilities for those committees. - revising the membership and purposes of the executive and governance committees. - changing the name of the audit committee to the integrity and compliance committee. - revising the membership and purposes of the integrity and compliance committee. - adding the organization sustainability, educational excellence, and institutional mission and identity committees with membership, purposes and responsibilities defined. - removing the nominations committee and delegating its responsibilities to the redefined governance committee.”

“Review of form 990 - form 990 is reviewed by management and presented to the members of the integrity and compliance committee by the outside public accounting firm on january 29, 2018. After review by the audit committee, each board member is provided a full copy of the return prior to its electronic filing with the internal revenue service.”

“Monitoring and enforcement of conflict policy - the conflict of interest policy covers trustees and officers (all university officers, key employees, and budget managers). The policy requires trustees and officers to act in the best interests of the university, sign the conflict of interest policy annually, and fully disclose any conflict. Potential conflicts are reviewed at the level of the governance committee of the board of trustees, which may consult with other committees of the board if necessary. If a conflict exists, the person with the conflict must abstain from influencing, deliberating or voting on the matter, and the action or transaction must be documented as being clearly in the best interest of the university.”

“Compensation review of top management official - the presidential assessment task force of the executive committee of the board reviews the president's goals, accomplishments, and evaluation of performance. The board also references college and university professional association for human resources (cupa-hr) data, evangelical lutheran church of america (elca) presidential survey and other salary surveys for guidance on salaries for like institutions. This process is formally documented and was last undertaken during the current fiscal year-end. Compensation review of other employees - the compensation committee of the board reviews formal evaluations done by the president for all vice-presidents. The committee reviews goals, accomplishments, the president's recommendations, and cupa-hr salary survey data to determine the appropriate salaries to be given. The process is formally documented and was last undertaken during the current fiscal year-end.”

“Availability of documents - a copy of the audited financial statements is posted on the university's website as soon as approved by the board of trustees. The conflict of interest policy is posted on the hr homepage. The bylaws are posted on the hr homepage and the university's webpage. No other documents are available to the public.”

“Independent voting members - four trustees whose family members received grants and other tuition assistance from the university (non-independent voting members) abstain from voting on tuition-related matters.”

“Additional information about compensation - compensation shown for former president denvy bowman and former provost richard ashbrook, both former officers of the university, relate to calendar year 2016, during which their terms ended. Both served in their administrative and officer positions through june 30, 2016. Denvy bowman, richard ashbrook, and kevin sayers (also a former officer) continue to be employed by the university as faculty and receive compensation for their employment. Elizabeth paul became president on july 1, 2016. Compensation information shown for president paul is for the period from july 1 through december 31, 2016.”

“Postretirement benefit obligation adjustment 22,158. Actuarial change in annuity liability and maturities -245,404. Net loss on uncollectible pledges -10,002. Fundraising events expenses 977.”