Elmhurst University

“The executive committee consists of the chair and vice chair of the board of trustees; the president of the university; the chairs of the business and finance, institutional advancement, and academic affairs committees; the trustee who is the immediate past chair of the board of trustees; and two trustees who serve as at large members of the committee. The at large members will be recommended by the trusteeship committee to the board for approval and will serve a term of two years on a rotating basis. The chair of the board of trustees may designate any trustee who is not a member of the executive committee to serve as a member of the executive committee at any specified meeting of the executive committee. The executive committee shall be responsible for the periodic review and assessment of the president. The executive committee shall serve as a salary review and personnel committee and as a final reviewing committee for grievances, and shall consider confidential matters brought by individual trustees. The executive committee shall act for the board between regular sessions of the board in such matters as in the judgment of the chair of the executive committee shall require immediate action, with such actions subject to ratification and review of the board, and shall transact other business as may be committed to it by the board. The executive committee shall serve as a planning committee, monitor the planning as presented annually by the president, provide strategic overview and oversight of committee activities relating to such plans, and recommend to the board of trustees the institutional plans that are in the best interest of the university. The committee may invite other members of the board of trustees to attend a meeting of the executive committee with a voice but not a vote.”

“The following individuals have a business relationship other than their relationship as trustees to the university: - wes becton, marciela guzman, frank cerrone”

“The final review form 990 and its various schedules were prepared by a national cpa firm, and then were reviewed by the key officers of the organization prior to making it available to the board of trustees. After the key officers reviewed the form, it was distributed to the audit committee of the trustees at their spring meeting. Identified necessary changes were incorporated following the board review process and a final copy of the filing was made available to all members of the board of trustees prior to filing.”

“Conflict of interest forms are sent to trustees, officers, key employees (as applicable) and others for completion. The completed forms are returned to and reviewed by the board audit committee chair. The audit committee chair together with the audit committee is responsible for administration of this policy. Matters of concern are brought to the chair of the board of trustees or the president. Approval of compensation transactions and other transactions covered by the policy are done through a review composed entirely of individuals who do not have any conflict of interest with respect to the arrangement or transaction at hand. Persons determined to have a conflict of interest are prohibited from participating in the governing body's deliberations and decisions in transactions which may relate to the conflict. They rely upon independent comparability data or valuations prior to making a determination. Matters related to compensation rely on external expertise in higher education.”

“Process for determining president's compensation- the current president was hired july 1, 2016. The president's salary and any subsequent changes have been approved in advance by the board of trustees who do not have a conflict of interest concerning this transaction. Before the compensation was determined (or adjusted), the board of trustees relied upon comparable compensation of similarly qualified persons, similar positions, and similar organizations. The board of trustees review the president's salary annually which may be adjusted, based on the board's assessment of the presidents' performance. The basis for any adjustments are adequately and timely documented. Top management's (vice presidents and deans) salaries are reviewed annually by a process similar to all other employees. The president performs a formal evaluation. Considering the annual performance evaluation and the financial constraints of the university, the president then determines the salary revisions which are reviewed by the human resources committee of the board of trustees. All other key employee salaries are reviewed annually by a similar process as the top management. Formal performance evaluations are performed by the supervisor of each key employee with recommendations for salary revisions provided to the top management employee over that area of responsibility. The evaluations and recommendations together with the comparison to the cupa-hr annual salary survey and the preset budget for salary increases are reviewed by each top management administrator with recommendations presented to the president. Final approval is given by the president. Minutes of the human resources committee document the determinations made during executive session.”

“The governing documents and financial statements of the university are available upon request. The conflict-of-interest policy and financial statements are provided to various state agencies, us department of education, various banks and others per agreement. The conflict-of-interest policy is sent annually to all members of the board of trustees, officers, key employees and other identified employees.”

“Management identified items in the year-end construction in progress ('cip') listing had either been placed in service in a prior period or not appropriately removed from cip when the asset was recognized as a asset in service in a prior period. This caused an overstatement in cip and an understatement in expenses (as the entry to place an asset into service was recorded in expense rather than a reduction in cip) of $7.4 million. This incorrect accounting treatment dates back to fy21. Management revised prior period financial statements to record the impact of the change.”

“Change in value of interest-rate swap 2,192,643. Change in actuarial value of split-interest trusts 237,535.”