The George Washington University

“The executive committee, during the intervals between meetings of the board of trustees, shall, to the extent not otherwise specified by the board, possess and exercise all of the powers and duties of the board of trustees, except the committee shall have no power to elect or remove trustees or the president, to amend these bylaws, or to approve the merger of the university with any other corporation. In addition, the committee shall have responsibility for establishing compensation policies and practices, as well as approving the compensation and employment arrangements of designated officials of the university, including the president. The president is not a member for purposes of reviewing compensation.”

“W. Scott amey, mark v. Hughes, and david c. Karlgaard - business relationship nelson a. Carbonell, jr. And robert k. Tanenbaum - business relationship”

“Form 990 was prepared in-house by the university's tax department. The primary source of information was the audited financial statements and supporting documentation. The financial statements not only served as a source of information but also reconciled with the completed 990. The primary difference between the audited financial statements and the form 990 was the presentation format and special groupings of income, expenses, and balance sheet accounts required on the form 990. Secondary information used to prepare the form came from the offices that have primary responsibility for an activity, including the comptroller's office (financial reporting, grants and contracts accounting services), accounts payable, payroll services, office of the senior vp and general counsel, office of compliance and privacy, chief investment office, and athletics, along with other offices and departments throughout the university. Once prepared, the form was reviewed internally by the comptroller, the office of the senior vp and general counsel, the deputy executive vice president and treasurer, the executive vice president and treasurer, the president, and externally by pricewaterhousecoopers, llp. The compliance and privacy office, the office of the vp for development, and vp for external relations provided input and reviewed specific sections for which they are subject matter experts. A special meeting of the committee on finance and audit of the university's board of trustees provided a full institutional review. Prior to filing, a final copy of the 990 was provided to the full board for an opportunity to review and comment.”

“Conflict of interest policies are monitored by the university's office of compliance and privacy, which distributes an annual questionnaire. The questionnaires are collected, and the disclosures are summarized and shared with the office of the senior vp and general counsel and the board of trustees' committee on finance and audit. Any disclosure which reveals facts that indicate an actual or apparent conflict is reviewed and, when appropriate, a plan is implemented to remedy, manage or minimize such conflict. These plans are monitored and enforced through ongoing oversight, coordinated by the office of compliance and privacy, including a thorough review of university payment requests that may create a conflict.”

“The executive committee (the "committee") of the university's board of trustees was delegated the authority by the board to set executive compensation. The university reviews the membership of the committee for possible conflicts of interest and confirms that members do not have a conflict with respect to a compensation arrangement or property transfer under consideration. The committee, serving as the compensation committee, annually reviews and determines the compensation for the president, and reviews and approves the compensation recommended by the president for the officers and key employees. In making its assessments, the committee obtains compensation information prepared by an independent compensation consulting firm that includes market data from comparable universities for comparable positions. In determining the president's compensation, the committee considers the consultant's report and market data in addition to the terms of his employment contract. The committee also takes into consideration accomplishments for the current fiscal year as well as goals for the upcoming fiscal year. When reviewing the reasonableness of the senior officials' compensation, in addition to considering the consultant's report and market data, the committee also reviews senior officials' performance, taking into account the president's recommendations and other information as it deems appropriate from time to time, such as goals and accomplishments, length of service, and prior salary history. If any senior official's compensation is above market data, the committee considers all relevant factors and, if it approves the compensation, explains its rationale and includes its explanation in the minutes. The committee keeps minutes of all final actions at each meeting.”

“The governing documents (bylaws, charter and mission statement) are available on the board of trustee's website at: http://trustees.gwu.edu/. The faculty and non-faculty conflict of interest policies are available from the university's policies website at: www.policy.gwu.edu. The financial statements are available in the annual report, which is posted on the finance division website at: http://finance.gwu.edu/reports.”

“All trustees serve without compensation for their role as trustee. No trustee devotes full time to this position. The average number of hours each trustee devotes to his/her position on the board of trustees depends upon the trustee's leadership on the board and committees. Three board meetings and one retreat were held during the fiscal year. Each trustee serves on at least two committees.”

“Information technology expense includes hardware, software, and maintenance costs, as well as payments to contractors for it services.”

“The university reports indirect expenses recorded in various cost centers as a separate line item (line 24d). Indirect expenses include, but are not limited to, facilities overhead, postage, telephone, print, and advertising services performed by internal departments. The reclassification of indirect expenses to a separate line preserves the object classification of each individual expense so that only costs paid to third parties for goods and services are reported.”

“Change in value of charitable trusts - $5,037,434 adjustment for subsidiary activity - $136,175 post retirement related charges fas 158 - ($1,656,000) recoveries (losses) on pledge contributions - ($1,121,634) total to form 990, part xi, line 9 - $2,395,975”