Virginia Wesleyan University

“VIRGINIA WESLEYAN University AND THE ACCOUNTING STAFF PROVIDE THE NECESSARY FINANCIAL AND OTHER INFORMATION NECESSARY TO THE INDEPENDENT THIRD PARTY TAX CONSULTANTS. THE TAX CONSULTANTS REVIEW AND COMPILE THE INFORMATION INTO THE 990 AND 990T FORMS AND PROVIDE A DRAFT TO MANAGEMENT. THE ADMINISTRATION AND FINANCE COMMITTEE REVIEW THE 990 BEFORE IT IS FILED.”

“OFFICERS, DIRECTORS, AND TRUSTEES ARE REQUIRED TO ANNUALLY SIGN A FORM STATING THAT THERE ARE NO CONFLICTS OF INTEREST BETWEEN THEMSELVES AND THE University. IF A CONFLICT DOES OCCUR DURING THE YEAR, IT IS REPORTED TO THE PRESIDENT AND THE CHAIRMAN OF THE BOARD. ADDITIONALLY, IN THE EVENT OF A CONFLICT, THAT PERSON WILL RECUSE HIMSELF/HERSELF FROM ALL DISCUSSION AND VOTE ON THE MATTER.”

“The president is evaluated by executive committee of the board of trustees (held in february or march each year), according to written objectives, specific and general, developed by consultation between the president and the board chair and presented to and approved by the board before the outset of each academic year. The president reports on these goals at each board meeting. The executive committee serves as the presidents compensation committee, and based on the annual evaluation, meets in executive session to review the presidents compensation package. The presidents duties, terms of employment and compensation are committed to a written "employment agreement "(contract).the contract contains specific duties and terms. A one page appendix is updated each year with salary and any special conditions. A supplemental letter outlines reimbursement for spousal accommodation expense(s). The contract mirrors the presidents contract at his prior institutions (president, lincoln memorial university, 1991-1997; president, wesley college, 1997-2007; president, bethany college, 2007-2015). That contract was developed by an independent higher education consulting firm and with the assistance of independent legal counsel. An updated virginia wesleyan university version was drafted by the chair of the board and the universitys general counsel and approved by the president of the university as well as the executive committee of the board of trustees. The full board ratified duties, terms and compensation. Per the contract, "the employee's (president) base salary for subsequent years will be reviewed and established annually, on or before march 31 of each calendar year, by the executive committee of the board of trustees and, if adjusted, will be adjusted effective july 1 of that year. Adjustments are at the sole discretion of the executive committee and will be conditioned upon the boards satisfaction with the employees performance and the university's financial position ." based on the evaluation, the executive committee sets the president's compensation utilizing comparative data from a variety of external sources :( a) survey data for presidents of colleges with similar assets provided by the college university and personnel association (cupa); (b) a review of internal revenue service 990 form data for presidents of peer institutions; (c) comparative data for presidents of national liberal arts colleges provided by the annual chronicle of higher education survey, and (d) comparative data for presidents of similar institutions from the yaffee and company executive compensation survey. The university's officers compensation is set by the president using the same variety of external sources as used when evaluating the president's compensation.”

“Governing documents, policies and financial statements are provided upon request.”