Ucsf Foundation Investment Company

“CONFLICTS OF INTEREST ======================== The Board has established conflict of interest policies governing its directors and officers. In addition, Officers and Directors are required to respond to an annual conflict of interest questionnaire. The secretary reviews the questionnaires and discusses with senior management as appropriate. Depending on the nature of the conflict, the individual will be asked to recuse themselves from discussions and abstain from voting.”

“Availability of documents ========================= the organization's governing documents, consolidated financial statements and the conflict of interest policy are available upon request.”

“MEMBERS OF ORGANIZATION AND THEIR RIGHTS ======================================== The sole member of the organization is University of California San Francisco Foundation (UCSF Foundation). UCSF Foundation haS the following exclusive rights: - To approve the corporation's Articles of Incorporation and Bylaws for adoption by the Board; - To adopt amendments to the corporation's Articles of Incorporation and Bylaws; - To appoint the Board, and remove directors at any time with or without cause; - To approve the Board's selection of the President, Chief Investment Officer, and the chair of the board of the corporation; - To approve the merger, consolidation, or affiliation of the corporation with another corporation, organization or program, or the dissolution of the corporation; - To approve assumption or creation of any indebtedness of the corporation, except in the ordinary course of business of the corporation; - To approve the sale, lease, encumbrance or other disposition of all or substantially all of the assets of the corporation; and - To approve the establishment of any subsidiary of the corporation. These reserved powers may be exercised as determined by the Member's Board.”

“FORM 990 REVIEW PROCESS ======================= The Form 990 was prepared with the assistance of a paid preparer. The organization's Form 990 is reviewed by the UCSF Foundation's (sole member of the organization) Audit Committee, then made available to the board of directors for review and questions prior to filing.”

“COMPENSATION POLICY =================== the board of directors reviews and approves the compensation of the Chief Investment Officer (CIO) based on comparable salary studies and duties performed. The CIO determines the salaries of the other key employees based on comparable salaries for the position and duties performed, within an approved budget.”