Barry University Inc

“Composition of the Executive Committee of the Board: The Board will have an Executive Committee consisting of the Chairperson of the Board and not less than five (5) other Trustees. The Executive Committee will include at least one (1) member of the Sponsoring Congregation, which shall be the Prioress of the Sponsoring Congregation or a Board member designated by the Prioress. The Chairperson of the Board is also the Chairperson of the Executive Committee. The Vice Chairpersons of the Board and Chairperson of each Committee of the Board will also be members of the Executive Committee. The Secretary of the Board ("Board Secretary"), who must be a Trustee, will also be a member of the Executive Committee. The President shall be a member of the Executive Committee; as a member of the Executive Committee the President will have the power to vote and will be counted as a member of the Executive Committee for the purpose of determining a quorum except when the subject of the vote creates a conflict of interest pursuant to Article XII (eg. President's compensation, removal, or other conflict as determined by the Board). The Chairperson of the Board shall be empowered to invite the immediate past Chairperson to serve on the Executive Committee. Scope of the Committee's authority: When the Board is not in session and prudent management requires prompt action, the Executive Committee shall exercise all of the authority of the Board in the management of the Corporation except as such authority is limited by resolution of the Board, and any such action shall be submitted to the Board at its next meeting for review. Actions by the Executive Committee, as described in this provision, shall be used sparingly and shall not be abused. A majority of the members of the Executive Committee shall constitute a quorum for the transaction of business.”

“The University's Sponsoring Congregation selects up to three Sisters to serve as Trustees, one of which shall be the Prioress of the Sponsoring Congregation or the Prioress' designee.”

“The following matters require the approval of the Sponsoring Congregation's Prioress and General Council or their designee: - any changes to the purposes and mission of the organization - the slate of nominees for appointment to the President of the organization - any amendments to the Articles or Bylaws of the organization that affect the powers or rights of the Sponsoring Congregation - the nominees to the Board and selecting those persons to be appointed as the Sponsoring Congregation Trustees - the purchase, sale, lease or mortgage of real property of the organization in an amount more than $5,000,000 for purchases, sale, and mortgages and more than $50,000 per month for leases - the merger or dissolution of the organization and upon approval of dissolution, the approval of the disposition of the assets of the organization as set forth in the Articles”

“Barry University uses the following process to review the Form 990. An external tax firm prepares the return with input from the University's controller. The Vice President of Business and Finance reviews, approves, and signs the return. A public inspection copy of the reviewed Form 990 is then provided to the Board of Trustees prior to filing with the IRS. The external tax firm electronically files the return on or before the due date including extensions.”

“On an annual basis, under the conflict of interest policy, each covered person shall execute an annual disclosure statement disclosing the facts related to any covered relationship. Ongoing: a covered person shall disclose the existence and nature of any covered relationship and all material facts prior to the consideration of a proposed transaction or arrangement by the board (for a trustee or the President) or the President's Cabinet (for covered persons not trustees). In the event that a potential conflict of interest arises at a board meeting for a trustee or the President, the covered person having such a covered relationship in any matter shall disclose any material facts as to such covered relationship to the board. In the event that a potential conflict of interest arises outside a board meeting and/or for a covered person not a trustee, then the covered person having such a covered relationship in any matter shall disclose any material facts as to such covered relationship to the President's Cabinet. After disclosure by a trustee or the President to the board of a covered relationship and all material facts, and after any discussion with the covered person, he/she shall leave the board meeting while the determination of a conflict of interest is discussed and voted upon. After disclosure by anyone other than a trustee to the President's Cabinet of a covered relationship and all material facts, and after any discussion with the covered person, the President's Cabinet will discuss and vote upon the determination of a conflict of interest. A covered person that is a trustee or the President may make a presentation to the board, but after such presentation, he/she shall leave the meeting during the discussion of, and the vote on, the financial transaction or arrangement that causes a conflict of interest. The board of trustees or the President's Cabinet will then deliberate to independently determine if possible conflict of interest identified will be approved by the appropriate body to ensure adherence to the conflict of interest policy.”

“The President's compensation is reviewed annually; comparable data/information is reviewed. The compensation is in keeping with the University's guidelines. The Chairperson and the Executive Committee of the Board conduct the annual evaluation of the President. The discussions and decisions form part of the minutes to the board of trustees meeting.”

“Compensation for all other officers and key employees is approved through HR in collaboration with the President, VP, or Provost responsible for the area. HR uses compensation benchmark data for all University positions and documents the approval process through automated business process workflows in its system of record.”

“The University makes its governing documents, conflict of interest policy, and audited financial statements available to the public upon request. The 990 return of organization exempt from tax is public information.”

“Other Income - Total Revenue: 1749267, Related or Exempt Function Revenue: 1749267, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Change in cash surrender value - -4012;”

“The organization has analyzed its ownership in the foreign corporation and has determined that it does not meet the reporting thresholds for Form 5471.”

“The organization has analyzed its ownership in the passive foreign investment company and has determined that it does not meet the reporting thresholds for Form 8621.”