Case Western Reserve University

“The University's Bylaws delegate authority to act on Board of Trustees' behalf to an executive committee that has broad authority to act on behalf of the Board of Trustees. The Executive Committee of the Board of Trustees consists of the Chair of the Board (who shall also serve as the Chair of the Executive Committee); the immediate past Chair of the Board (for the first two years after the immediate past Chair's term as Chair has ended); the Vice Chair(s) of the Board; the chairs of the Academic Affairs and Student Life, Audit, Campus Planning, Compensation, Development and University Relations, Finance, Investment, Research and Technology Transfer, and Trustees and Governance Committees (collectively "Standing Committees"); the President; and at least two, but no more than five, other Trustees (each such other Trustee, an "At-large EC Member"). At no time shall the number of members of the Executive Committee exceed eighteen. In the intervals between meetings of the Trustees, the Executive Committee shall have full power to take all and every action which the Trustees are authorized to take except: (a) the appointment and renewal of Trustees; (b) the filling of At-large EC Member vacancies on the Executive Committee; (c) the appointment of the Chair of the Board and Standing Committee chairs; (d) the election or removal from office of the President and approval of the President's total compensation arrangement; (e) the amendment of the Articles of Incorporation or Bylaws; and (f) the approval of any agreement that requires approval of the other party's or parties' full board(s). The Executive Committee shall meet at least three times during the year, and at such other times as the Chair of the Board or three members of the Executive Committee shall find necessary.”

“The information to prepare the form 990 for the University is gathered by the Controller's office and the form prepared. All information is provided to its public accounting firm who reviews the return. The return is then reviewed by Senior Management and the Audit Committee of the Board of Trustees. The Form 990 is also made available to the University's board of trustees prior to filing. Trustees may raise their questions and comments with finance staff.”

“The University's conflict of interest policy applies to the members of the board of trustees; all university officers; senior officials of the university; all university faculty with the exception of volunteer faculty in the school of medicine and faculty members who are not paid by the university (unless engaged in sponsored research); emeritus faculty who have an ongoing relationship with the university or who are engaged in sponsored research; post-doctoral fellows; all other employees; students; and trainees. Individuals covered by this policy must report any financial interest and the acceptance of any gifts, favors, or anything of value, by the individual or the individual's spouse, dependent children, domestic partner, or any other dependent person who is a member of the same household as the individual, that directly or indirectly might influence or appear to a reasonable person to influence the individual's responsibilities as a member of the university. Individuals covered by the policy who engage in research must report any financial interest, no matter how small, that the individual or the individual's spouse, dependent children, domestic partner, or any other dependent person living in the same household as the individual, has in any entity that sponsors or supports the research or that holds a financial interest in the subject of the research, and also must report the acceptance of any gift, favor, or anything of value from an entity that sponsors the research or that holds a financial interest in the subject of the research. Individuals covered by the policy also must report whenever a previously reported conflict of interest is eliminated. The university's reporting process is administered by the university's conflict of interest office, except that reporting by members of the board of trustees, the president, the provost, all senior officials of the university, as well as the chair of the conflict of interest committee, which is administered by the office of general counsel. Each year, individuals covered by the policy must report in writing any activities listed above. Reports called for by the conflict of interest committee are submitted to that committee. Reports called for by the office of general counsel are submitted to that office. The reports received by the conflict of interest committee are shared with the deans and department chairs of the reporting faculty. Individuals covered by this policy who are not required to report to the conflict of interest committee (other than those described above who must report to the office of general counsel or the president) must report any financial interest that relates to their university responsibilities to their supervisors at their annual review. Supervisors who determine that an individual may have a conflict of interest must report this to the conflict of interest office for further review. Individuals also must report to the conflict of interest office or the office of general counsel, as appropriate, within 10 days after they become aware of a reportable interest or after a conflict of interest has been eliminated. Individuals who have no reportable interests must still submit an annual report to be in compliance with this policy. The office of general counsel conducts an initial review of all the reports it receives. The conflict of interest office conducts an initial review of all reports it receives. If necessary, they obtain additional information from the individual covered by the policy and from other individuals who possess relevant information. The office of the general counsel or the conflict of interest office, as appropriate, then identifies those activities that must be reviewed and approved by the conflict of interest committee, and those activities that may proceed without review by the conflict of interest committee. The office of the general counsel or the conflict of interest office, as appropriate, notifies the conflict of interest commi”

“This is in response to questions 15a and 15b. The university has adopted an executive compensation and intermediate sanctions policy to ensure that its compensation arrangements with related parties are evaluated and compensation that is paid to a related party is reasonable and reflects fair market value. The policy applies for determining the financial arrangements with individuals that are determined to be disqualified persons with respect to the university. "disqualified person" means a person who is or has been in a position to exercise substantial influence over the affairs of the university during the five years ending on the date of the transaction, a member of his or her family, or an entity in which the disqualified person has in excess of thirty-five (35%) percent control. Persons holding the following powers and responsibilities are deemed to be in a position to exercise substantial control over the organization: voting members of the board, the president, the chief executive officer, the chief investment officer, chief administrative officer, the treasurer and the chief financial officer. Others may be in a position to exercise substantial control over the university if the facts and circumstances justify such a conclusion. The compensation committee of the board of directors of the university endeavors to establish the rebuttable presumption of reasonableness by reviewing transactions which raise the risk of conferring an excess benefit. The committee will accomplish this by complying with the following procedures whenever a potential risk is identified: A. The transaction shall be approved in advance by the compensation committee of the board, or other parties authorized by the board to act on its behalf composed entirely of individuals who do not have a conflict of interest with respect to the transaction. B. A person has a conflict of interest if that person: (1) is a disqualified person or a family member thereof; (2) is in an employment relationship subject to the direction or control of a disqualified person; (3) receives compensation subject to approval by a disqualified person; (4) has a material financial interest affected by the transaction; or (5) has previously received an economic benefit through a Transaction approved by the disqualified person. C. The compensation committee of the board shall obtain and rely upon appropriate data as to the comparability of the terms of the transaction prior to making its decision. D. The compensation committee of the board of trustees has Appropriate comparability data if, considering the knowledge and expertise of its members, it has sufficient information to determine that the transaction in its entirety is reasonable or at fair market value. E. Relevant information with respect to a compensation transaction includes: (1) compensation paid by similar organizations for functionally comparable positions; (2) the availability of similar services within the geographic area; (3) current compensation surveys performed by independent firms; and (4) written offers from competing entities for the services of the disqualified person. F. Relevant information with respect to a property transaction includes: (1) current independent appraisals; and (2) offers received in a competitive and open bidding process. G. The compensation committee or other parties authorized by the board shall adequately document the basis for its determination concurrently with making that decision. Adequate documentations must include: (1) The terms of the transaction approved; (2) The date the transaction is approved; (3) The members of the decision making body present during debate and who participated in voting; (4) The comparability data obtained and relied upon and how it was obtained; and (5) Any actions taken by anyone who had a conflict of interest with respect to the transaction (persons with a conflict of interest must not be present at the time of a vote and this must be documented in the”

“See Above”

“These documents are made available upon request. The 990 Return is posted on the external website Guidestar. Financial Statements are available on the University's website.”

“(Expenses $ 82,304,369 including grants of $)(Revenue $ 50,124,222) OTHER SPONSORED PROGRAMS: THE UNIVERSITY'S LIBRARY SYSTEM IS COMPOSED OF FOUR PRIMARY UNITS: THE UNIVERSITY LIBRARY, THE CLEVELAND HEALTH SCIENCES LIBRARY, THE SCHOOL OF LAW LIBRARY AND THE LILLIAN & MILFORD HARRIS LIBRARY IN THE MANDEL SCHOOL OF APPLIED SOCIAL SCIENCES. THE LIBRARIES OF THE UNIVERSITY SUPPORT THE UNDERGRADUATE, GRADUATE AND PROFESSIONAL PROGRAMS AND CONTAIN OVER 3 MILLION VOLUMES. CASE WESTERN RESERVE UNIVERSITY OFFERS ASSISTANCE TO ITS STUDENTS TO HELP MEET FINANCIAL NEED OR TO RECOGNIZE OUTSTANDING ACADEMIC ACHIEVEMENT AND PROMISE. ACADEMIC EXCELLENCE IS RECOGNIZED BY THE ACADEMIC AWARDS PROGRAM AND OTHER SCHOLARSHIP PROGRAMS OF THE UNDERGRADUATE COLLEGES AND BY VARIOUS ASSISTANTSHIPS, FELLOWSHIPS, SCHOLARSHIPS AND OTHER AWARDS OF INDIVIDUAL DEPARTMENTS IN THE SCHOOL OF GRADUATE STUDIES AND SEVERAL OF THE PROFESSIONAL SCHOOLS. CASE WESTERN RESERVE UNIVERSITY ACTIVELY PROMOTES THE DEVELOPMENT OF SERVICES AND PROGRAMS TO SUPPORT THE PHYSICAL, EMOTIONAL AND INTELLECTUAL WELL-BEING OF ITS STUDENTS.' THE PROGRAMS AND SERVICES ARE AVAILABLE TO UNDERGRADUATE, GRADUATE AND PROFESSIONAL STUDENTS ALIKE AND ARE DESIGNED TO PROVIDE POSITIVE, DEVELOPMENTAL OPPORTUNITIES BOTH TO SUPPLEMENT THE ACADEMIC EXPERIENCE AND ENRICH CAMPUS LIFE.”

“Life income actuarial adjustment - -2127673; pension plan changes - -29100767;”