Ecmc Foundation

“ECMC Group, Inc. has a code of ethics and business conduct policy that is affirmed annually by all ECMC Group, Inc. and affiliated companies' officers and employees. While there is not a specific whistleblower policy, there is a provision incorporated into the code of ethics and business conduct policy that binds all employees that states there can be no repercussions for good faith reporting of potential illegal practices or violations of corporate policies. ECMC Group, Inc. has established an anonymous whistleblower telephone hotline and website administered by an outside vendor. The hotline and website are available and accessible to ECMC Foundation directors, officers, employees and vendors.”

“ECMC Foundation has one member. The member is ECMC Group, Inc. a Delaware, non-stock, nonprofit corporation exempt under section 501(c)(3). There are no stockholders.”

“ECMC Group, Inc. has the right to elect and/or approve all the directors of the ECMC Foundation Board of Directors.”

“ECMC Group, Inc., the sole member of ECMC Foundation, retains the following authority over ECMC Foundation: 1. To authorize amendments to the Articles of Incorporation and Bylaws. 2. To approve the strategic and financial plans. 3. To elect and/or approve the members of the Board of Directors. 4. To oversee coordination of programs and services offered. 5. To authorize formation, governance and dissolution.”

“All members of the Board of Directors and executive management are provided a copy of Form 990 to review and provide comments prior to filing. All members of the Board of Directors and executive management are provided with a copy of the final version of Form 990 before it has been filed.”

“Officers, directors and all employees are required to reaffirm on an annual basis their understanding of the company's Code of Ethics and Business Conduct. The affirmation specifically references that the individual will comply with the directives of the Code of Ethics and Business Conduct. Conflicts of Interest and disclosure of potential conflicts are included in the Code of Ethics and Business Conduct. Monitoring and enforcement of the policy are accomplished through the reaffirmation process. In cases where a potential conflict exists at the officer and key employee levels, the issue is disclosed to the CEO and Director of Corporate Compliance. For potential or real conflicts involving the CEO or a member of the Board of Directors, the disclosure is made to the Board Chair. The Board member or CEO will be required to excuse themselves from deliberation and voting on matters where they may have a conflict of interest.”

“As noted in Part VII of Form 990 and Schedule J, Part II, the only executive officer compensated by ECMC Foundation was the President, Peter J. Taylor. All other executive officers' compensation was paid by related organizations. The Governance & Compensation Committee of the ECMC Group, Inc. Board of Directors is wholly comprised of independent, outside directors. In 2016, the Committee retained executive compensation experts from Grant Thornton, a global compensation consulting organization, through Arnold & Porter LLP to identify appropriate CEO and senior executive compensation packages. Arnold & Porter LLP provided a written opinion on the reasonableness of this compensation. The market analysis performed by Grant Thornton for Arnold & Porter LLP includes salary and incentive data from an appropriate peer group under IRS regulations and includes both nonprofit and for-profit entities.”

“As noted in Part VII of Form 990 and Schedule J, Part II, the only executive officer compensated by ECMC Foundation was the President, Peter J. Taylor. All other executive officers' compensation was paid by related organizations. The Governance & Compensation Committee of the ECMC Group, Inc. Board of Directors is wholly comprised of independent, outside directors. In 2016, the Committee retained executive compensation experts from Grant Thornton, a global compensation consulting organization, through Arnold & Porter LLP to identify appropriate CEO and senior executive compensation packages. Arnold & Porter LLP provided a written opinion on the reasonableness of this compensation. The market analysis performed by Grant Thornton for Arnold & Porter LLP includes salary and incentive data from an appropriate peer group under IRS regulations and includes both nonprofit and for-profit entities.”

“The Form 990 is made available to the public on ECMC Foundation's website.”

“ECMC Foundation Directors do not receive compensation for their service associated with ECMC Foundation, but do receive compensation for their service provided to related organizations-ECMC and ECMC Group, Inc. With the exception of the President, Peter J. Taylor, the executive officers of ECMC Foundation do not receive compensation for their service associated with ECMC Foundation, but do receive compensation for their service provided to related organizations-ECMC and ECMC Group, Inc. Robert Stein, a former Director, had a consulting agreement in 2016.”

“(Expenses $ 1,540,317 including grants of $ 623,776)(Revenue $ 0) Other programs. Miscellaneous programs and activities for the furtherance of educational opportunities through grants, awards and research on the management of educational debt.”

“(Expenses $ 890,000 including grants of $ 890,000)(Revenue $ 0) GO! Program. ECMC Foundation awards grants to the Generating Outcomes (GO!) Program, a corporate initiative to fund education innovation by funding ideas and partnerships that can be examined for effectiveness in the local communities of the ECMC Group, Inc. employees. To qualify for payment of a GO! Program grant, the awarded recipient must be a third-party nonprofit entity and expend the grant award for the purpose designated in the recipient's grant proposal. Recipients are eligible to receive awards ranging from $10,000 to $100,000. In 2016, ECMC Foundation awarded 27 grants under the GO! Program.”

“Investments-other securities of $637,358,216 are held in the ECMC Group, Inc. Investment Pool. Investments in ECMC Group, Inc. investment pool represent an ownership interest in the investment pool managed by ECMC Group, not in the underlying assets themselves. The ownership interests in this pool are not themselves publicly traded, nor can they be valued based on direct or indirect inputs as defined by Financial Accounting Standards Board Accounting Standards Codification 820. ECMC Foundation's investments consist of pooled funds invested with ECMC Group, Inc. that are generally redeemable upon request. The pooled investment is, under fair value hierarchy, a Level 2 investment. The investment strategy of the pooled funds of ECMC Group, Inc. is to diversify risk and provide a return that satisfies the short- and long-term objectives of ECMC Foundation. The investment pool has unfunded commitments of $68,702,689 in alternative investments and $12,996,886 in mission related direct investments. ECMC Foundation has no unfunded commitments to the pool at December 31, 2016.”

“Net unrealized gains on investment in the ECMC Group, Inc. investment pool are $34,307,049.”