Bethany College

“The following individuals serve as emeritus trustees on the bethany college board of trustees with no voting rights: - marc b. Chernenko - james f. Companion - w. D. Collins - o. John alpizer - ann c. Preston - william s. Ryan - neil christman - robert w. Ewing - g. W. Newton - gayle c. Manchin - eugene miller - william b. Allen - george m. Davis - thomas p. Johnson - robert d. Ponton - robert j. Mccann - linda d. Lewis”

“Per the bylaws, section 2: at its annual meeting, the board shall elect a committee of not less than 7 nor more than 11 trustees. The exact number to be determined by the board, but to include the chairman of the board, to serve as an executive committee until the next annual meeting of the board and until their successors are chosen. The president of the college shall be an exofficio member of the committee without a vote. A majority shall constitute a quorum. The committee shall elect one of its members as chairman and shall elect or appoint a secretary. The committee shall meet on the second saturday in march and immediately before each regular meeting of the board and at other times on the call of either the president of the college or the chairman of the committee. The authority of the board of trustees is herby delegated to said executive committee, except as otherwise provided in the charter or in the bylaws, to transact all business relating to the college at all times when the board is not in session. The committee shall keep accurate minutes of its meetings and report to the full board at its next meeting.”

“The organization delegated control over management duties through a consulting company for the interim president position. Jamie caridi, interim president, is reimbersed for his duties through terra firma consulting services.”

“The form 990 is reviewed in depth by the principal officers and accounting staff of the institution. It is also shared with all members of the governing body for review prior to filing with the irs.”

“Pursuant to article ix of the bylaws of the board of trustees of bethany college, all board members and officers of bethany college, as well as the assistant secretary of the board, are given a conflict of interest disclosure survey which they must submit at the annual meeting of the board of trustees (usually in may). The responses are monitored by the assistant secretary to the board of trustees. A list of potential conflicts is reported to the president of the college who in turn submits the report to the officers of the board and the college's external auditing firm for review. Trustees with conflict of interest abstain from voting.”

“Process for determining compensation of executive management: 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 is evaluated in an executive session at the annual meeting of the board of trustees. The president reports on these goals at each board meeting. The president is also formally evaluated by the board at least every four years or at any time deemed desirable by the board. The evaluation is conducted by an outside evaluator who is appointed by the board with the approval of the president. The executive committee serves as the president's compensation committee, and based on the annual evaluation, meets in executive session to review the president's compensation package. The president's duties, terms of employment, and compensation are committed to a ten (10) page "employment agreement" (contract). The first nine (9) pages of the contract contain specific duties and terms. A one (1) page appendix is updated each year with salary and any special conditions. A supplemental letter outlines reimbursement for spousal accommodation expense(s). The contract was drafted by the chair of the board and the college's general counsel and approved by the president of the college 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, 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 board's satisfaction with the employee's performance and the college's financial position". The executive committee annually evaluates the performance of the president before march 31 each year, the president responds in writing to a set of mutually agreed upon goals for the prior year and submits a draft of goals for the upcoming year. The committee provides constructive feedback to both. 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 annual college university and personnel association (cupa), (b) a review of internal revenue service 990 form data for presidents of peer institutions, and (c) comparative data for presidents of national liberal arts colleges provided by the annual chronicle of higher education survey process for determining compensation of other employees: the college uses comparable compensation data (cupa, naicu, nacubo, etc.) to determine the appropriate level of compensation for its officers, taking experience, education, and specialization into consideration. The information is reviewed for compensation by the chair of the board of trustees for bethany college and a small executive committee (comprised of board members). They look at national presidential compensation reports such as yaffe. This process is undetaken annually and is documented via email communications.”

“Financial statements, governing documents, and conflict of interest statements are available upon request in the office of the president of the college.”

“The college pays to terra firma consulting service for the consultancy services rendered by jamie caridi (interim president). The total amount paid to the firm during the calendar year 2023 was $497,015.”

“Change in mineral rights valuation -393,198. Change in beneficial interest 388,153. Gain on oil reserve 850,000. Change in annuities -7,460.”

“The process has not changed from the prior year.”