Cardinal Stritch University Inc

“Executive committee: there shall be an executive committee consisting of three or more directors, to the extent provided in the by-laws, which shall have and may exercise, when the board of directors is not in session, the powers of said board in the management of the affairs of the corporation, except action with respect to election or removal of officers or directors. The executive committee shall be composed of the chairperson and vice-chairpersons of the board, the president of the corporation, the chairperson of each of the standing committees and the immediate past chairperson (if still a board member) and a sister of st. Francis of assisi (currently serving as a director), if none of the above. The board may elect one or more directors as alternate members of said committee, who may take the place of an absent member at a meeting of said committee. The designation of such committee and the delegation thereto of authority shall not operate to relieve the board of directors or any individual director of any responsibility imposed upon it or him or her by law. Additional committees: additional standing or ad hoc committees may be established by the board of directors as the needs of the corporation so require. The duties and functions of any and all committees shall be as established by the board of directors in the resolution so creating the committees.”

“The university organizing structure consists of members and a board of trustees. Members have additional rights and authority above those of the board of trustees as defined in the response to 990 part vi lines 7(a)-7(b).”

“Members have the ability to appoint and remove the directors and the president of the corporation, including the right to accept or reject the recommendation by the board of directors for appointment or removal of directors and the president.”

“Members have the right to review and approve significant changes in statements of corporate mission, philosophy, or purpose; review, adopt, amend and approve the corporation's restated articles of incorporation, restate bylaws, and any proposal or plan for merger, consolidation or dissolution; review approve or disapprove any long-term lease (5 years or longer), sale of real property or substantially all of the personal property owned by the corporation and in that regard, determine whether such sale constitutes alienation of roman catholic church property or an act of extraordinary administration subject to canon law of the roman catholic church, in which case the members shall be responsible for seeking such approvals as may be necessary in connection therewith; review approve or disapprove any unbudgeted expenditure in excess of $100,000.00, any unsecured borrowing in excess of $100,000.00, and any borrowing which is to be secured by a mortgage or other interest in real property owned by the corporation, regardless of the amount; review, approve or disapprove major policy decisions that would affect the very purposes for which the corporation is organized; review, approve or disapprove acceptance of any charitable contribution which imposes a material obligation on the sponsoring entity, the sisters of st. Francis of assisi; review, approve or disapprove any proposal for creation of any subsidiary corporation; reject or replace the independent auditor and attorneys recommended or retained by the corporation and to select alternative representation.”

“The form 990 is prepared by the organization's public accounting firm based on information provided by management. Once a draft of the filing is available, per university policy, a draft is reviewd by the members of the audit and finance committee of the board of trustees who provide comments and questions on its content prior to filing the return. The form 990 is then sent to all board directors to review before filing.”

“The university reviews its conflict of interest policy annually and requires officers, trustees, and key employees to complete and submit a signed form annually. Officers are required to contact the university if a change occurs affecting their conflict of interest statement and if so, officers are required to disclose and resign a new statement. If a conflict is identified, the nature of the conflict is recorded. Subsequent actions depend on the conflict and its relevance to the activity before the board. The person with the conflict abstains from voting on the matters that directly relate to the conflict. The secretary is responsible for maintaining the record of existing conflicting relationships. The trustee is responsible for reporting conflicts to the president, board chair, and committee chair, when appropriate, any conflicts regarding specific subjects being discussed by the board. The minutes including those discussions would include the disclosure.”

“The university utilizes the services of an independent consultant and reviews salary/compensation survey data (waicu & cupa) for peer institutions in the determination of compensation for the president. The survey data provides information on all the key leadership positions and officers. The executive compensation committee of the board of trustees, which is a sub-committee of the executive committee of the board of trustees, is responsible for reviewing the data and approving compensation for the president. Minutes are taken at all trustee meetings. All officers and key employees reporting to the president, have their compensation set by the president as part of the annual budgeting process. Data from annual salary/compensation survey (waicu & cupa) for peer institutions is utilized in determining the amount of compensation. The annual budget is approved by the audit and finance committee of the board of trustees and by the full board of trustees. Minutes are taken at all trustee meetings. The process described here was last completed in 2022.”

“Generally documents may be provided to potential or existing donors and granting agencies upon their request. The 990 is available upon request and paper copies or electronic copies are sent to requesters. The 990 is also available on the guidestar website.”

“Other fees: program service expenses 2,311. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,311. Professional services: program service expenses 42,188. Management and general expenses 0. Fundraising expenses 0. Total expenses 42,188.”