Und Alumni Association and Foundation

“The Executive Committee consists of the organization's Chair, Vice Chair, Immediate Past Chair, and Chairs of the standing committees for the organization. The President of the University of North Dakota, and the CEO serve as non-voting ex-officios. The Executive Committee will, during the intervals between the meetings of the Board, possess and may exercise all the power of the Board in the governance of the affairs of the Organization, except as to such matters which the Board has, by resolution, expressly reserved to it, and except as limited by applicable law.”

“Chad Wachter and Jim Poolman have a business relationship. Charles MacFarlane and Michael LeBeau have a business relationship.”

“The Bylaws were amended in September of 2024 to increase the number of board members to a maximum of 33.”

“The Organization's Audit Committee and full Board reviews the Form 990 before it is filed. A draft is presented to the Audit Committee by the Organization's independent accounting firm. Upon approval from the Audit Committee the Form 990 is provided to the full Board for review and approval prior to filing.”

“Annually, all members of the Board of Directors and all employees receive a copy of the Conflict of Interest Policy. Each board member and staff member fills out a conflict of interest questionnaire in which they are asked to identify any relationships that would create a conflict of interest. The results are summarized and reviewed by the Recruitment & Governance Committee which evaluates each situation and determines any actual or potential conflict and recommends a course of action to the Board of Directors. Board members recuse themselves from voting on issues in which there is a conflict. If a conflict exists, additional steps may be taken as well if warranted.”

“Subject to and consistent with the terms and conditions of the Organization's Executive Compensation Policy and federal tax law requirements with respect to executive compensation, the Compensation Committee's specific responsibilities shall include the following: a. Conducting an annual performance review of the Organization's Chief Executive Officer. b. Making recommendations to the Board of Directors with respect to compensation of the Organization's appointed officers (i.e., its Chief Executive Officer). c. Providing feedback on the Chief Executive Officer's planned compensation decisions with respect to employees who report directly to the Chief Executive Officer. d. Reviewing and approving any management incentive compensation policies and programs. e. Reviewing and approving any bonus compensation programs for employees and exercising discretion in the administration of such programs. f. Periodically reviewing total organization compensation levels to ensure that they remain competitive and appropriate.”

“Governing documents and the conflict of interest policy are available upon request. Financial documents are available by request and are also located on the Organization's website.”

“Change in Split Interest Agreements 3,218,750.”