Augusta University Research Institute

“The executive committee of the board of directors of augusta university research institute is empowered by the bylaws of the corporation to exercise all the powers of the board of directors in the management of the affairs of the organization except for amendments to the articles of incorporation and the bylaws, which must be considered by the board.”

“All of the business and affairs of the corporation are reported to the board of directors named or elected pursuant to the articles of incorporation. Each voting director may vote on any question before the board. The board of directors shall consist of nine (9) voting members selected as follows: (a) the president of augusta university shall serve as chair of the board and is an ex-officio voting member; (b) the university's senior vice-president for research shall serve as the vice chair, and is an ex-officio voting member; (c) the university's executive vice president for academic affairs and provost, ex-officio, voting; (d) the university's associate vice president for research administration also serves as the executive director of auri and is an ex-officio, non-voting member and is a member of all committees, standing or otherwise; (e) the university's president selects three additional voting members ex-officio with evidence of a strong commitment to research; (f) the university faculty senate selects three additional voting members two of which are involved in research. The senate selected members do not have to be from the same college. The officers of the research institute consist of a chair of the board, vice chair, an executive director, a secretary, and a treasurer. The board may elect at its discretion one or more assistant secretaries and assistant treasurers. One person may be elected to hold two offices, except that the same person may not be both chair and secretary.”

“The finance and audit committee review the return and an electronic copy of form 990 is provided to the governing body prior to filing.”

“Members of the governing body recuse themselves from discussions and voting on matters involving businesses with which they are associated. Additionally, periodic board meetings include review of board members' responsibilities and the need to disclose any conflicts.”

“No member of the board of directors receives compensation from the research institute for services performed by said member in his or her capacity as director, except for the executive director of the research institute. The executive director may be reimbursed by the research institute for his/her reasonable expenses actually and necessarily incurred by him/her in the performance of their official duties as executive director. All are compensated by augusta university, compensation for the board members is consistent with prevailing wages for the responsibilities, and due deliberation is undertaken as part of the requirements of the university system of georgia.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Augusta university research institute, inc.'s (auri) financial and audit committee assumes responsibility for oversight of the audit and for selection of independent accountants. Appointed by the board of directors, the finance and audit committee consists of the vice chair of the board, the treasurer of the board, and one other member of the board, one of whom is designated by the board to serve as chair for a three-year term. Additionally, the executive director of augusta university research institute serves as ex-officio, non-voting member of the finance committee. The finance committee reviews and makes recommendations to the board on any and all matters related to the fiscal affairs of the corporation. Meetings of the finance and audit committee are held upon the call of the chair of the board, the chair of the finance committee, or upon call of any three voting members of the finance committee upon no less than three days written notice. A majority of the voting members of the committee constitutes a quorum. Minutes of the meetings of the finance committee are kept and are reported to the executive committee of auri and to its board of directors at their next respective meetings.”

“Mission statement continued: in a memorandum of understanding ("mou") dated april 1, 1981, the board of regents of the university system of georgia authorized the institute to serve as the official grantee for all contracts, grants, and gifts for the conduct of sponsored research at the university. The mou also assigned all intellectual property developed through the research programs or by the university personnel to the institute. In addition, the institute is the administrative organization for employee-related discoveries, innovations, inventions, patents, and copyrights. The ongoing objective of the institute is to provide services to the university and, through those services, to enhance the university's programs and goals as a research institution.”