University of Minnesota Foundation

“Business relationships disclosed through the conflict of interest policy (described below in response to form 990, part vi, line 12c) are: directors b. Kristine johnson and marcia l. Page have a business relationship. Directors theresa b. Ward and marcia l. Page have a business relationship. Director kathleen m. Schmidlkofer and secretary/treasurer christine k. Searson have a business relationship with their roles at the university of minnesota foundation as president/ceo and vice president/cfo, respectively.”

“The university of minnesota foundation is the sole member of the university of minnesota foundation investment advisors.”

“The university of minnesota foundation has the power to appoint members of the board of directors at the expiration of a term of office, to fill any vacancy, and to remove directors.”

“The university of minnesota foundation as sole member of the university of minnesota foundation investment advisors must approve the following actions as prescribed in the bylaws: (a) appoint members of the board of directors at the expiration of a term of office or to fill any vacancy, and remove directors at any time, with or without cause, as set forth below in article iv; (b) sell, lease or otherwise dispose of all or substantially all of its property and assets; (c) voluntarily dissolve; (d) merge, consolidate with any domestic or foreign organization or lease or sell more than fifty percent of the corporation's property and assets to any entity in any one transaction or series of related transactions; (e) amend the articles or these bylaws. (f) select additional beneficiary organizations; (g) admit additional members; or (h) substantially change the present or now intended nature of the corporation's operation.”

“The form 990 is reviewed by the president, treasurer/secretary, chief operating officer, and controller as well as a paid preparer. The form 990 is then made available to the full board prior to filing the return.”

“The conflict of interest policy is distributed to all board members, officers, and staff on an annual basis. The president and coo review the potential conflicts as reported by the board members, officers and staff. To date, no conflict has been reported. However, upon the event of a conflict, the board member would refrain from voting and would be removed from the board if needed. If a conflict arises during the year, it is the board member's responsibility to disclose to the board.”

“As a nonprofit, the university of minnesota foundation investment advisors (corporation) must demonstrate reasonable compensation for executive level positions. The following are in place to document and support executive compensation practices: annually the corporation participates in and reviews local/national market salary data. Compensation review and approval process consists of the following steps: 1) the corporation staff compensation is recommended by the president, reviewed and discussed with the compensation committee. Compensation for the president is prepared by the compensation committee chair for approval by the compensation committee. 2) performance and compensation is reviewed for discussion/questions and approval by the compensation committee. It is noted the compensation committee members are "disinterested" parties under irs regulations concerning intermediate sanctions. 3) the president and compensation committee chair then present staff compensation actions to the board of directors for review and ratification. Then without the president present and in executive session, the board chair or compensation committee chair presents the president performance and compensation for review and ratification. The approvals of the president and staff compensation are documented in the meeting notes. These procedures are performed annually; most recently in august 2024.”

“The consolidated financial statements of the university of minnesota foundation and the university of minnesota foundation investment advisors are available to the public via the university of minnesota foundation website or by providing copies upon request for the same period of disclosure as set forth in the irc section 6104(d). University of minnesota foundation investment advisors' governing documents and conflict of interest policy are generally not available to the public.”