Dominican University

“There are no material differences between the voting and non-voting members who are independent. The non-independent members include the President, the Faculty Trustee, and the Student Trustee.”

“One member of the Board of Trustees has a family relationship with an officer of the university. The officer does not have access to create or adjust financial records.”

“The university has Members. The Members of the University shall be Prioress, Councilors, and the Treasurer of the Sinsinawa Dominican Congregation. Thereafter, Members may appoint, in their sole discretion, new Members.”

“The University has Members. The Members of the University shall be Prioress, Councilors, and the Treasurer of the Sinsinawa Dominican Congregation. Thereafter, Members may appoint, in their sole discretion, different Members (a) when the Members, decide to increase the number of Members; or (b) when vacancies occur by death, resignation, failure of qualification, or otherwise. At all times, Members shall be comprised of a majority of persons who are Sisters of the Dominican Congregation. Members shall consist of no fewer than three, and no more than seven persons. Each Member shall serve a term of that number of years determined by the Members as the length of term for Members.”

“Reserved powers of Members. Members have the power to change or approve changes as recommended by the Sponsor's Council, to the mission of the University, and to assure continuing harmony between the mission of the Sinsinawa Dominicans and the mission of the University. Members also have powers to ensure the following: the Catholic identity; approve real property purchases, transfers, and sales; approve debt, in excess of predetermined amounts; amend Articles of Incorporation; and approve merger, consolidation, liquidation or dissolution. To ensure the existence of the Board of Trustees appointments.”

“The tax returns are prepared by Management of the University and reviewed by an independent and external audit teams. These returns are provided, in advance by private email, to the Audit and Risk Management Committee of the Board of Trustees for review and discussion. The Audit and Risk Management Committee reviews and accepts the tax returns to be filed. By private email, a copy of the tax return is made available to all members of the Board of Directors prior to being filed. Once all reviews are done, and after the Vice President for Finance's final review, the tax returns are electronically filed.”

“The University has a written Conflict of Interest Policy that has been approved by the Board of Trustees. It covers each Board of Trustee Member, Officers, and Key employees (covered members) of the University. The Policy requires, annually, that each covered member reviews the policy and discloses any possible personal, family, or business relationship that could give rise to a conflict involving the University. The scope of the conflict includes any material facts of a proposed transaction, and the covered person's interest or relationship in respect to the transaction. Management of the University follows up to ensure timely responses are received, and reviews the responses to determine whether a conflict exist. If a conflict exist, the covered member (Board of Trustees member) must excuse themselves from being included when the Committee takes action on a proposed transaction, but can be included in a quorum count.”

“Compensation for the President of the University is determined by the Board of Trustees. Annually, they determine the base compensation based on the comparability data provided by the Executive Director of Human Resources. Any bonuses and other indirect compensation is based on meeting stated goals, which are approved by the Executive Committee of the Board of Trustees and included as part of the President's contract. For all other top management positions such as officers, key employees, and academic deans, the President determines the initial compensation based on the data that the Executive Director of Human Resources gathered in relation to market data for similar positions. Annually the Executive Director of Human Resources reviews all compensation including the senior or top management for equity. Any compensation recommendations are approved by the President and the Vice President for Finance. The compensation review process for the President, Officers, and Key employees is completed on an annual basis.”

“Dominican does not make its governing documents, conflict of interest policy, and financial statements available to the public but they are available upon requests.”

“Losses for FY20 include the following: Return on Investments in excess of spending rate = $1,678,165; Change in FV of beneficial interests = $144,408; Swap value change in value = $2,968,130.”