Geneva College Foundation

“Timothy baird has a business relationship with ashley faust and a business relationship with marvin dewey.”

“The organization is a pennsylvania nonprofit corporation which has members rather than stockholders. Since inception, it has only had one member, geneva college.”

“An annual meeting of the sole member, geneva college, for the election of board of directors of the foundation, the consideration of reports, and such other business as may be brought before the meeting shall be held annually immediately following a meeting of the board of trustees of the sole member, unless otherwise determined by the sole member.”

“Notwithstanding anything to the contrary in these bylaws, the following decisions shall require the consent of the sole member, geneva college, or any committee designated by the sole member in addition to the affirmative action of the board of the corporation. (a) adoption of the corporation's annual budget. (b) expenditures for (i) non-budgeted items in excess of certain dollar limits set from time-to-time by the sole member and (ii) items which are included in the corporation's annual budgets, but which exceed the budgeted amount by an amount in excess of certain dollar limits set from time-to-time by the sole member. (c) incurrence, assumption or guarantee of any indebtedness if following the incurrence, assumption, or guarantee of such indebtedness the aggregate amount of all outstanding indebtedness incurred, assumed or guaranteed by the corporation which has not been previously approved by the sole member exceeds certain dollar limits set from time-to-time by the sole member. (d) execution of any contract that calls for the corporation to expend a sum in excess of certain dollar limits set from time-to-time by the sole member. (e) appointment of the corporation's auditors and/or accountants if such auditor and/or accountants would be different than the auditor and/or accountants appointed by the sole member for its own affairs. (f) adoption of the corporation's long-range plans and management objectives, including the execution of any agreement with consortiums, alliances, etc. (g) adoption and amendment of the corporation's articles of incorporation or bylaws. (h) adoption of any plan of merger or consolidation; adoption of any plan of division of the corporation; adoption of any plan of conversion relating to the conversion of the corporation into a for-profit business corporation or other for-profit legal entity; adoption of any proposal of voluntary dissolution of the corporation.”

“The form 990 is reviewed by the controller and the vp of business & finance of the college. The form 990 is also reviewed, discussed, and approved by the business and operations committee of the board of trustees of the college. The form 990 is made available to all of the board of directors of the foundation prior to filing with the internal revenue service.”

“The administrative assistant of the president of the foundation collects and reviews all of the conflict of interest statements completed by the board of directors and maintains a checklist to ensure that she receives all of them. She then documents any disclosures made and forwards this document to the executive committee of the board of directors for their review.”

“Geneva college foundation makes its governing documents, conflict of interest policy statement and financial statements available for public inspection upon request and through its own website.”

“Geneva college financial statements are audited by an independent accounting firm. In addition, the organization has a committee that assume the responsibility for oversight of the audit of its financial statements and its selection of the independent accountant. This process has not changed from the prior year.”