Oklahoma State University Foundation

“The osu foundation has members that are referred to in the organization's bylaws as governors. Any individual that is a past or current donor to the osu foundation may be elected as a governor of the osu foundation. Suggestions for nominations of a governor candidate shall be submitted by the governance committee to the full board of trustees; a majority vote of the trustees shall be required for a nominee to be elected as governor. A meeting of the governors shall be held annually on a date to be fixed by the board of trustees. At each meeting, trustees shall be elected by the board or governors, reports of affairs of the corporation shall be considered, and any other business may be transacted which is within the powers of the governors to transact.”

“A draft form 990 is prepared by the osu foundation and is reviewed by an outside accounting firm. The osu foundation provides an electronic copy of the form 990 to each member of its governing body via email prior to a regularly scheduled audit committee meeting. A principle purpose of the spring audit committee meeting is a review and discussion of the form 990 and attachments. If any changes are needed, the form 990 is updated and an updated, final copy is provided to each member of the governing body prior to filing.”

“Annually, all members of the board of trustees and officers are required to complete a questionnaire that is used to identify relationships and circumstances that could give rise to a conflict of interest. The audit committee has the responsibility for oversight of the process set out in the conflict of interest policy, including (i) annually monitoring responses to the conflict of interest questionnaire (ii) communicating potential conflicts of interest to the management of the foundation as appropriate and (iii) communicating to the organization's governance committee any suggested changes to the conflict of interest policy.”

“The compensation committee (committee) is responsible for engaging an outside compensation and benefits consultant to determine the compensation of the organization's president, other officers, and employees. The committee shall ensure the consultant is independent and there is no conflict of interest. The committee receives and relies primarily on market data provided by its consultants in assessing compensation for senior officers. The committee meets annually to consider all elements of compensation, including contractual benefits that are not part of the compensation process, deferred compensation plans and other benefits to ensure that compensation is reasonable and does not constitute "excess benefits." the committee also reviews and approves other types of benefits provided to senior officers in a manner that qualifies for the rebuttable presumption of reasonableness under the intermediate sanctions rules. The committee reviews the goals and objectives that may be relevant to the compensation of the president. The committee also reviews and approves the recommendation of the president with regard to the compensation of the vice presidents of the foundation. The actions of the committee are recorded in written minutes that are circulated to all committee members. Final decisions by the committee are reported to the board of trustees annually.”

“All governing documents including the organization's by-laws, financial statements and conflict of interest policy are available upon request.”

“Write-off of pledges -2,773,491. Contribution refunds -6,143,190.”