St Catherine University

“The board of trustees designates four or more trustees, including the chairperson and president, to constitute an executive committee. To the extent determined by the board, the executive committee has the authority of the board in the management of the business of the university. The executive committee shall act only in the interval between meetings of the board, shall report to the board formal actions it may take during any interval between meetings and, at all times, is subject to the control and direction of the board.”

“An affirmative vote of at least four of the sponsorship council trustees shall be required for the board of trustees to act on any matter which substantially affects or alters the mission or catholic identity of the university; selection of trustees; selection or termination of the president; sale or mortgaging of property; major construction contracts or debt in excess of the thresholds established by the national conference of catholic bishops; closing or merging the university; and amendments to the university articles or bylaws.”

“Before filing the tax return, the president and the vice president for finance and administration and cfo reviewed the tax return. After management approval, the audit committee then approved the tax return as delegated by the board of trustees. The public inspection copy of the tax return was then provided electronically to the full board.”

“St. Catherine university's conflict of interest policy applies to all "interested persons": officers, members of the board of trustees, key employees and other employees who may influence the actions of the institution. Interested persons are required to complete an annual conflict of interest statement. Periodic reviews are conducted to ensure the institution operates in a manner consistent with its charitable purposes and does not engage in activities that could jeopardize its tax-exempt status. If a conflict or potential conflict arises, the interested person alerts the board chair to such conflict before participating in deliberations or decisions on the matter. The interested person is given an opportunity to disclose material facts to the board. If a conflict is found to exist, the interested person may not participate in deliberations or voting on the transaction or arrangement, except to present information to the board. The board chair may appoint a disinterested person or committee to investigate alternatives to avoid perceived or actual conflicts. If the board of trustees, or a committee, believes an individual has failed to disclose an actual or possible conflict of interest, it informs the person, affords the person an opportunity to explain the alleged failure, makes further investigation as warranted and takes appropriate disciplinary and corrective action. All conflict of interest discussions are documented in the minutes of the board or committee meeting.”

“The president's compensation was approved by the officers of the board of trustees effective 6/1/2010. In 2011 and in subsequent years, the president's base salary amount shall be increased by the same percentage increase offered other university administrative employees according to the board-approved compensation plan, and shall be effective on the same day as the increases are effective for other university administrative employees. Board chair will direct the staff to implement appropriate increases for the president. As a member of a religious order, the president's compensation is paid to her order. The university provides a house, a car, and benefits to the president. Utilities and maintenance and other operating costs of the house and car are also paid by the university. The other officers' salaries are determined in the same way as other exempt and faculty employees. Salaries are benchmarked against the median of 184 colleges and universities designated as master's religious by the carnegie classification. Data from the 184 colleges and universities is collected annually by the human resources department through the college and university professional association-human resources (cupa-hr). This methodology is part of the board of trustees approved compensation plan. Groups 1, 2 & 3 received increases effective 10/26/14; group 1: current annualized salary/wage is < $60,000, regardless of cmpa ratio; group 2: compa ratio is < .95, regardless of salary level; group 3: compa ratio is < .95 and salary is < $60,000; group 4 compa ratio > .95 and annualized salary > $60,000 received increases effective 1/1/2015. Since group 4 increases were not announced until later in 2015, the retroactive amounts were distributed in fiscal year 2016.”

“St. Catherine university makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Change in fair value of beneficial interest in perpetual trusts -109,996. Change in value of split interest agreements -89,591.”