Northwestern Foundation

“The sole member of northwestern foundation is university of northwestern - st. Paul, a minnesota 501(c)(3) nonprofit organization.”

“The foundation's board of directors is elected by the board of directors of the sole member, university of northwestern - st. Paul. At all times, a majority of the foundation's board of directors must be comprised of individuals serving concurrently on the board of directors of university of northwestern - st. Paul.”

“The sole member has the power and right to approve or reject or consent with respect to the following matters: 1. Adoption and implementation of annual operating and capital budgets. 2. Capital expenditures in excess of $75,000. 3. Sale or transfer of assets other than in the ordinary course of business. 4. Incurrence of debt. 5. Compensation of officers. 6. Adoption and modification of employee benefit plans. 7. Appointment of the chief executive officer. 8. Amendment of the articles of incorporation or bylaws.”

“A draft of the form 990 was provided to the foundation's management team for a detail review after all changes were made and questions answered. A final copy of the form 990 was then reviewed and approved by the board of trustees prior to filing with the irs.”

“Northwestern foundation's conflict of interest policy applies to all board members, officers and key employees. For board members, the material facts as to a contract or transaction and as to the director's interest must be fully disclosed or known to the foundation's board of directors prior to approval of such contract or transaction, and the interested director may not be counted in determining the presence of a quorum and may not vote. If an employee has any influence over transactions, purchases, contracts, or leases involving a conflict of interest or if the employee's relationship with such organization could reasonably be perceived as conflicting with the interests of northwestern foundation, the employee is required to disclose the relationship to an officer as soon as possible so that safeguards can be established to protect all parties. All proceedings are documented in the meeting minutes.”

“The foundation does not make its governing documents, conflict of interest policy or financial statements available to the public.”

“Other professional fees: program service expenses 84,045. Management and general expenses 84,045. Fundraising expenses 0. Total expenses 168,090.”

“Change in value of split interest agreements -6,294.”