Wake Forest University Development Foundation

“Winston-Salem is a relatively small city, and some of the officers, key employees, and trustees of the filing organization (the "specified group") have routine business dealings with each other. These include the following: a University Trustee is a Director of Blue Cross Blue Shield of North Carolina, which company provides health insurance plans/services to the filing organization and possibly others in the specified group and their businesses; some trustees are members or employees of law firms that provide legal services to some of the specified group or to businesses owned or operated by members of the specified group and to the filing organization; some members of the specified group do business with a car dealership owned by a trustee; and some members of the specified group have banking relationships with banks in which trustees are executives; members of the specified group may also have common investments. As noted in the response to Part VI, Question 12, however, the filing organization has a written conflict of interest policy designed to ensure that none of these transactions adversely affect the filing organization.”

“By action without meeting effective July 1, 2015, the filing organizations board amended its bylaws:to permit the same certified public accountant which audits the books of its supported organization, Wake Forest University, to perform an annual audit or other sufficient review, as approved by the Board, of the filing organizations books of account.By further action, the filing organizations board approved the performance of an annual examination of the filing Organizations books of account, applying standard audit procedures, as a component of the annual audit of the supported organization, Wake Forest University (but without a standalone annual audit report for the filing Organization), as such sufficient review.By action without meeting effective June 24, 2016, the filing organizations board:approved Restated Articles of Incorporation and Restated Bylaws which:(a)revised the purpose of the filing organization as one operated as a supporting organization for Wake Forest University and for Wake Forest University Foundation,EIN 56-2038193, to one operated as a supporting organization of Wake Forest University and two other wholly-controlled organizations of Wake Forest University, Wake Forest University Health Sciences,EIN 22-3849199 and Reynolda House, Inc.,EIN 56-0810676;(b)provided that the governing board of the filing organization is elected by the governing body of Wake Forest University (instead of by the governing bodies of both Wake Forest University and Wake Forest University Foundation).”

“The organization sends a draft of the Form 990 to its Board of Trustees prior to its filing, allowing adequate time for follow-up questions and comments. The organization provides a copy of the Form 990 as finalized to all members of the Board of Trustees prior to filing it with the IRS.”

“The organization requires officers and trustees to annually review the organization's Conflicts of Interest Policy and to disclose annually (and as they arise) any potential conflicts of interest. The policy provides a process for the determination of conflicts of interest and the resolution of potential and actual conflicts by the remaining independent Board members (or an independent third party appointed by the Chair, when appropriate).”

“The President(CEO)receives compensation for full-time employment with the related organization, Wake Forest University. Compensation review and approval are performed in that entity.”

“The filing organization has no employees, but officers and key employees who receive compensation for full-time employment from the related organization, Wake Forest University, have review and approval performed in that entity.”

“The organization's Restated Articles of Incorporation are available to the public on request and are available on the website of the North Carolina Secretary of State. The organization's bylaws are not published, but provisions from the bylaws are included as necessary in the organization's policies. The organization's conflicts of interest policy is available to the public upon request. The organization is included in the consolidated financial statements of Wake Forest University, one of the organizations that it supports; these consolidated statements are available to the public on the University's website.”

“Hours Allocated to This and Other Related and Unrelated Organizations:Nathan O. Hatch, Ph.D.Filing Organization: 0.1 hoursRelated Organizations: 32.2 hoursUnrelated Organizations: 7.7 hoursJ. Reid MorganFiling Organization: 0.3 hoursRelated Organizations: 29.2 hoursUnrelated Organizations: 10.5 hoursB. Hofler MilamFiling Organization: 0.3 hours Related Organizations: 37.7 hoursUnrelated Organizations: 2.0 hours Anita ConradFiling Organization: 0.5 hoursRelated Organizations: 30.5 hours Unrelated Organizations: 9.0 hours”

“Book allowance on gifts = -$31500”

“Expense paid in prior year = $600”

“Realized/ Unrealized loss on Properties = $2007268”

“This organization does not have any separate committees within its board of trustees that assume responsibility for audit oversight. However, the Audit and Compliance Committee of the Wake Forest University (parent organization of the filing organization) Board of Trustees, assumes such oversight for the filing organization.The Wake Forest University Audit and Compliance Committee chooses the auditor, but the independent audit of the filing organization is reported to both that Committee and to the full board of the filing organization.”