Campbell University Inc

“ANY RELATIONSHIPS ARE IN THE NORMAL COURSE OF BUSINESS. FORM 990, PART VI, SECTION A, LINE 4: University Bylaws were amended on 10/24/18 and 2/8/19. October changes were mainly clarifications of committee roles. The appointment and duties of committee chairperson, vice-chairperson & secretary were modified. February changes were made after the departure of the University's Vice-President for Business. Wording changes were necessary to dissociate the role of Corporate Treasurer from that job title. ARTICLE I BOARD OF TRUSTEES AMENDED LANGUAGE Section 1.1: Authority All contracts shall be signed by the President, or the Vice President for Business, or the Treasurer of the University; however, in some instances prior approval of contracts is required by the Board, depending on the level of approving authority delegated by the Board to its officers and/or staff of the University. SUPERSEDED LANGUAGE Section 1.1: Authority All contracts shall be signed by the President, or Vice President for Business, and Treasurer of the University; however, in some instances prior approval is required by the Board, depending on the level of authority delegated by the Board. ARTICLE II OFFICERS OF THE BOARD OF TRUSTEES AND THEIR DUTIES AMENDED LANGUAGE Section 2.1: Officers; Election The officers of the Board shall be a Chairperson, and Vice Chairperson, and such other officers as the Board may prescribe. The Chairperson and the Vice Chairperson shall be members of the Board and elected for a two (2) year term by the Board, which terms shall begin on January 1 following their election. SUPERSEDED LANGUAGE Section 2.1: Officers; Election The officers of the Board shall be a Chairperson, Vice Chairperson, Secretary, Treasurer, General Counsel, and such other officers as the Board may prescribe. The Chairperson and the Vice Chairperson shall be members of the Board and elected for a two (2) year term by the Board, which terms shall begin on January 1 following their election. The Secretary and the Treasurer may be elected from the staff of the University, and the General Counsel shall be an attorney licensed in North Carolina. These officers shall be elected by the Board and shall serve at the pleasure of the Board. AMENDED LANGUAGE Section 2.2: Duties of Officers of the Board A. Chairperson. The Chairperson shall preside at all meetings of the Board, preserve proper decorum, decide all questions of order, and appoint all committees unless otherwise ordered. B. Vice Chairperson. In case of the absence or disability of the Chairperson, the Vice Chairperson shall preside at meetings of the Board, and at such meetings shall preserve proper decorum and decide all questions of order. The Vice Chairperson shall not perform any of the other duties of the Chairperson unless authorized by the Board. SUPERSEDED LANGUAGE Section 2.2: Duties of Officers of the Board A. Chairperson. The Chairperson shall preside at all meetings of the Board, preserve proper decorum, decide all questions of order, and appoint all committees unless otherwise ordered. B. Vice Chairperson. In case of the absence or disability of the Chairperson, the Vice Chairperson shall preside at meetings of the Board, and at such meetings shall preserve proper decorum and decide all questions of order. The Vice Chairperson shall not perform any of the other duties of the Chairperson unless authorized by the Board. C. Secretary. The Secretary shall: (1) keep full and accurate minutes of all meetings of the Board and its committees; (2) furnish certified copies of the minutes and other official documents of the University under the seal of the University to such person(s) and/or organization(s) as the President or the Chairperson of the Board may direct; (3) promptly transmit to each trustee a copy of the minutes of the meetings of the Board and its Executive Committee and enroll the names of the members present at each meeting of the Board; notify all persons who are elected or appointed to any co”

“Members of the board of trustees abstain from voting if the vote involves: 1) an entity in which the trustee has a material financial interest or in which the trustee is a general partner of a party to a transaction with the university; or 2) another entity of which the trustee is a board member or an officer and when the entity is a party to the transaction and the transaction is or should be considered by the board. Additionally, the university requests each member of its board of trustees complete a "conflict of interest disclosure questionnaire". These are reviewed by the vice-president for business and treasurer.”

“The president's compensation is reviewed annually by the executive committee of the board of trustees. An evaluation of the president's performance in all areas of responsibility is completed and documented. A comparison of performance between years is reviewed. External and published data from peer institutions is reviewed for reasonableness of compensation. Form 990, part vi, section b, lines 15b: the president of the university annually reviews compensation using published salary information compiled by the nc association of independent colleges and universities, the college and university professional association of human resources and other available sources for comparability. The budget is approved by the university's board of trustees.”

“Documents are retained in the office of the executive vice president/corporate secretary. The office is open during regular business hours. Documents are available upon request in person or upon written request.”

“Not made available to the public.”

“To graduate students with exemplary academic and professional skills who are prepared for purposeful lives and meaningful service. The university is informed and inspired by its baptist heritage and three basic theological and biblical presuppositions: learning is appointed and conserved by god as essential to the fulfillment of human destiny; in christ all things consist and find ultimate unity; and the kingdom of god in the world is rooted and grounded in christian community. The university embraces the conviction that there is no conflict between the life of faith and the life of inquiry.”

“Other program services include security provided to the community, university performing arts series, community relations expenditures, and payments to annuitants under charitable trust agreements.”

“Section 4.5: Duties of Secretary. The Secretary shall: (1) keep full and accurate minutes of all meetings of the Board and its committees; (2) furnish certified copies of the minutes and other official documents of the University under the seal of the University to such person(s) and/or organization(s) as the President or the Chairperson of the Board may direct; (3) promptly transmit to each trustee a copy of the minutes of the meetings of the Board and its Executive Committee and enroll the names of the members present at each meeting of the Board; notify all persons who are elected or appointed to any committee of the Board; (4) see that all bonds required of officers and employees of the University and the University are filed in his\her office; (5) preserve for ready reference all acts, rules and regulations of the Board, minutes, documents, reports and other papers belonging to the Board; (5) have custody of the corporate seal and shall affix said seal to all documents requiring the same; and (6) perform such other duties as the Board may assign consistent with the office. SUPERSEDED Language Section 4.5: Duties of Secretary. blank Amended language Section 4.6: Duties of the Treasurer The Treasurer of the University shall: (1) have the custody of the Universitys funds and securities; (2) keep or cause to be kept a full and accurate account of receipts and disbursements in books belonging to the University; (3) deposit or cause to be deposited all moneys and other valuable effects in the name and to the credit of the University in such depositories as may be designated by the Board; (4) disburse or cause to be disbursed the funds of the University as required in the ordinary course of business or as may be ordered by the Board, taking proper vouchers for such disbursements; (5)shall render to the Chairperson, the President and trustees at the regular meetings of the Board, or whenever they may require it, an account of all transactions as Treasurer and the financial condition of the University; or (6) perform such other duties as may be consistent with the office or as prescribed by the Board. The Treasurer shall give the University a bond, if required by the Board, in a sum and with one or more sureties satisfactory to the Board for the faithful performance of the duties of the office and for the restoration to the University in case of the Treasurers death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the Treasurers possession or under the Treasurers control belonging to the University. SUPERSEDED Language Section 4.6: Duties of the Treasurer blank FORM 990, PART VI, SECTION B, LINE 11B: DETAILED REVIEW OF THE FORM 990 IS COMPLETED BY THE UNIVERSITY'S EXECUTIVE ASSISTANT TO THE PRESIDENT, THE ASST VICE-PRESIDENT FOR BUSINESS AND THE COMPTROLLER. THE UNIVERSITY THEN PROVIDES DRAFT COPIES OF FORM 990 TO ALL VOTING MEMBERS OF THE BOARD OF TRUSTEES. THE DRAFT COPY IS EMAILED TO ALL TRUSTEES. ALL MEMBERS ARE REQUESTED TO RESPOND TO THE VICE-PRESIDENT FOR BUSINESS AND TREASURER CONFIRMING REVIEW AND WITH APPROVAL FOR FILING. THIS PROCESS IS COMPLETED BEFORE SUBMISSION TO THE IRS. THE VICE-PRESIDENT FOR BUSINESS AND TREASURER CONFIRMING REVIEW AND WITH APPROVAL FOR FILING. THIS PROCESS IS COMPLETED BEFORE SUBMISSION TO THE IRS.”

“Prior Period Adjustments 94,844 Form 990, Part XI, Line 9: Other Changes in Net Assets: Change in Value of Split-Interest Agreements 36,778 Change in Value of Interest Rate Swaps (1,183,325) ============ Total (1,146,547)”

“The University established a Budget & Finance Committee. Chair of the Audit Committee serves as an ad hoc member of this committee. The Chair of the Budget & Finance Committee serves as an ad hoc member of the Audit Committee.”