The University of Toledo Foundation

“Executive and real estate committees have been delegated authority to act on behalf of the board of trustees for the purpose of acquiring real estate.”

“Management presents to the audit and finance committee the final draft form 990 along with a list of management assertions regarding the completeness and accuracy of the form and the existence of the policies and procedures documented in form 990. The audit and finance committee is charged to provide the review and approval function of form 990 for the board of trustees. The final approved form 990 is provided to all members of the board of trustees for comment before filing.”

“On an annual basis, the members of the board of trustees for the university of toledo foundation are required to complete trustee disclosure statements which affirms each member received a copy of the conflict of interest policy, has read and understands the policy, and agrees to comply with the policy. Trustees are required to disclose any family and business relationships, financial interest, and the status of their independence. Trustees are also requested by the board or committee chair to disclose any actual or possible conflicts before voting on matters related to awarding business with the foundation. All disclosure statements are reviewed by the committee of trustees and maintained by the president of the foundation to determine existence of a conflict. Any disclosed or identified actual or possible conflicts are discussed with the chair of the board of trustees and may be presented to the executive committee for discussion and resolution. Any financial interests disclosed prior to action being taken at a meeting shall be discussed with the interested person. The remaining trustees or committee members shall determine if a conflict exists by vote, and the results will be recorded in the minutes. The chair or committee may appoint a disinterested person or committee to investigate alternatives to the arrangement in question. The board or committee will exercise due diligence and determine if more advantageous arrangements can be reasonably made that would not be a conflict of interest. If a more advantageous option is not reasonably attainable, the board or committee will determine by majority vote if the arrangement in question is in the best interest of the foundation and if it is fair and reasonable. Members that fail to disclose actual or possible conflicts of interest will be afforded the opportunity to explain the alleged failure to disclose. The board or committee may conduct futher investigation if warranted. The board or committee will then determine whether a failure to disclose an actual or possible conflict of interest results in disciplinary and corrective action.”

“Annually, the organization and compensation committee of the utf board of directors ("committee") will review the components of the compensation program and recommend program modifications as appropriate to the executive committee of utf. Every three to five years, the committee will engage a professional service firm to perform a complete review of the total compensation structure to ensure that it is competitive. The committee considers all applicable factors when determining market comparators, including a national, regional and/or local peer group of organizations comparable to utf in size (i.e., net revenues, fte's, budget and assets under management) and complexity to determine the market values of positions. The executive committee is authorized to act on the board's behalf in (i) determining appropriate compensation for utf's executives and other disqualified persons; (ii) evaluating executives and other disqualified persons' compensation plans, policies, and programs; (iii) reviewing benefit plans for executives and other disqualified persons; and (iv) verifying that compensation information is appropriately and fully disclosed. The executive committee is made up of independent persons and all discussions and actions of the committee are documented in minutes or other records of the committee. A review of all position salary ranges was conducted in july of 2023 based on industry information and surveys by independent sources in conjuction with individual goals and objectives. The review was conducted by usi. Every 3-5 years utf board contracts with an outside 3rd party company to conduct a comprehensive wage and salary study. Information and recomendations are presented to the organization and compensation committee for review. Updated salary ranges and market rate adjustments are approved and moved forward for full board approval. Additionally, utf human resource department reviews job descriptions and titles of open positions with the same 3rd party company to verify salary range and offering is in line with current market. The process described here was last completed in 2023.”

“The process for oversight and selection of an independent accountant has not changed from the prior year.”

“Change in cash surrender value of life insurance 86,279.”

“The process for oversight and selection of an independent accountant has not changed from the prior year.”