Midwest Foundation for Higher Education

“The executive committee consists of the chairman of the board of directors, the treasurer of the foundation, and the chairmen of the remaining committees of the foundation. The executive committee has the authority of the board of directors in the management of the foundation at all times between meetings of the board of directors; provided, however, the executive committee does not have the authority of the board of directors in reference to amending, altering, or repealing the by-laws, or removing any member or any committee, or adopting a plan of merger or plan of consolidation with another corporation, or authorizing the sale, lease, exchange or mortgage of all or substantially all of the property and assets of the foundation, or of authorizing the voluntary dissolution of the foundation or revoking proceedings therefor, or adopting a plan for the distribution of the assets of the foundation, or amending, altering or repealing any resolution of the board of directors which, by its terms, provides that it shall not be amended, altered or repealed by such committee.”

“There are family relationships between diane thurber and gary thurber and between brian carlson and dan carlson.”

“The vice president for finance of union college is a perpetual ex-officio member of the foundation's board of directors.”

“The form 990 is prepared by the organization's public accounting firm based on information provided by the management. Once a draft of the filing is available, the form 990 is provided to the board for review before filing.”

“The board reviews the conflict of interest policy annually to ensure that all members are complying and to update if necessary. All present and potential conflicts of interest must be disclosed: if known, in advance of any meeting, business transaction, or other activity at which the issue may be discussed or on which the issue may have a bearing on the person's approach to the issue, whether directly or indirectly; or if not known in advance, when the actual, possible, or potential conflict becomes apparent. Disclosure must be made to the person in charge of the meeting or activity and to the full meeting, or to the person's supervisor, as appropriate. The person should remove himself/herself from the room or situation to avoid participation in all discussion or deliberation on the issue, and voting. All such actions should be recorded in any minutes or records kept. Following full disclosure of the present or potential conflict, the board or equivalent group may decide that no conflict of interest exists and invite the participation of the person. Any discussion of potential conflicts of interest is documented in the board minutes.”

“The foundation makes its governing documents, conflict of interest policy and financial statements available to the public upon request.”

“The process for the oversight of the audit and selection of an accountant has not changed from the prior year.”