Briar Cliff University

“There will be an executive committee, which shall be made up of seven members of the board of trustees. These members shall include the chairperson of the board of trustees, the vice chairperson of the board of trustees, the bishop of the diocese of sioux city, the president, and the chairs of the finance committee, the student development advisory board and the institutional advancement committee. Four of the seven members of the executive committee shall be present in order to conduct business of the corporation. An executive committee meeting may be called any time by the president or chairperson of the board. The action or recommendation of the executive committee would be taken to the full board of trustees at a regular or special board of trustees meeting. The executive committee has the power to act for the corporation in all respects in emergency situations. The executive committee shall also be responsible for overseeing the audit functions on behalf of the corporation, including, but not limited to the appointment, removal, compensation and oversight of the work of the independent auditor; however, the president shall not be allowed a vote on any matters relating to this function. In meeting its obligations herein, the executive committee will select the external auditor when the institution periodically conducts the review process. The executive committee will also pre-approve non-audit services performed by the external auditor.”

“The number of trustees of the corporation shall not be fewer than five (5) nor more than thirty (30). At each annual meeting of the trustees, the total number of trustees for the succeeding year shall be set and the trustees shall elect new trustees by majority vote to hold office until the next succeeding annual meeting and each trustee except those listed below shall hold office for a term of three years and may succeed himself or herself for two terms only. The following representatives shall at all times be members of the board of trustees: (1) the president of the sisters of st. Francis of dubuque, iowa or her designee. The president or her designee shall also serve as chairperson of the board of trustees. (2) three additional sisters to be selected by the president of the sisters of st. Francis of dubuque, iowa. (3) the bishop of the catholic diocese of sioux city, sioux city, iowa or his designee. (4) the president of briar cliff university.”

“The audit firm of baker tilly prepares the form 990 with data from the annual audit and other data provided by the assistant vice president for finance. The vice president for finance and the president then review the form 990. After the vice president for finance and president's review, the form 990 is distributed to the board of trustees for their review, questions and comments. At the end of this process, the form 990 is electronically submitted to the irs.”

“Briar cliff university has each member of the board of trustees complete and sign a conflict of interest statement on an annual basis. Additionally, briar cliff university personnel who contact vendors ae made aware of board relationships and proceed accordingly. A trustee having a conflict of interest in a matter before the board is precluded from participating in discussion or action on the matter, and must excuse themselves from the meeting for that agenda item. Remaining members will determine if there is an actual conflict of interest. Actions resulting from conflicts of interest are documented and recorded in the minutes.”

“Briar cliff university (bcu) has a compensation committee of independent members of the board of directors that reviews and discusses the salaries for the president and vice presidents. Comparisons are made to other iowa association of independent colleges and universities institutions to see if bcu officers are compensated appropriately. Salary recommendations are also made based on these comparisons. The compensation committee met in july, 2016 in a minuted meeting to review and discuss the salary and other compensatory matters for the president and vice presidents.”

“Briar cliff university makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. The university's form 990 is also on guidestar's web site.”

“Facilities and food service: program service expenses 1,610,699. Management and general expenses 1,073,800. Total expenses 2,684,499. Other purchased services: program service expenses 646,210. Management and general expenses 367,461. Fundraising expenses 17,717. Total expenses 1,031,388.”

“Loan loss and cancellations -19,585.”