'Iolani School

“RELATIONSHIPS BETWEEN OFFICERS, DIRECTORS, KEY EMPLOYEES, AND TRUSTEES FORM 990, PART VI, SECTION A, LINE 2 MARK MUGIISHI AND LISA SAKAMOTO, MEMBERS OF THE BOARD OF GOVERNORS, HAVE A BUSINESS RELATIONSHIP. REVIEW PROCESS FOR FORM 990 FORM 990, PART VI, SECTION B, LINE 11 The organizations chief financial officer and controller work closely with the external accounting firm it engages to prepare and review the form 990. In addition, the draft is reviewed and approved by the finance committee before it is forwarded to the full board of governors before it is filed with the IRS.”

“Form 990, Part VI, Section B, Line 12C The Chair & Executive Committee of the Board ARE charged with monitoring proposed or ongoing transactions for conflicts of interest and addressing any potential or actual conflicts. Pursuant to the Conflicts of Interest Policy, an annual conflict of interest questionnaire, aimed at determining any family and business relationships and transactions or other transactions that may pose a potential conflict, is distributed to all covered persons (i.e., board members, officers and key employees). Covered persons are required to disclose real or potential conflicts at the time when such conflicts arise. When someone becomes a covered person and annually thereafter, each covered person is required to sign a statement affirming that he/she: (1) has received a copy of the Conflicts oF Interest Policy; (2) has read the Policy and understands said Policy; and (3) agrees to comply with all requirements of the Policy, including completing the conflicts of interest questionnaire. ALL CONFLICTS OF INTEREST ARE: (1) fully disclosed to the Board or Chair; AND (2) the person with the conflict of interest is excluded from voting on ANY MATTERS INVOLVING THE CONFLICT.”

“FORM 990, PART VI, SECTION B, LINE 15A The Executive Committee (the Committee), comprised of active board members none of whom have conflicts-of-interest with each other or with the head of school, is tasked with determining and reviewing the compensation package for the Head of School. Evaluation as to the Head of School's annual performance includes a review of the Head OF SCHOOL'S job description as contained in the bylaws adopted by the Board of Governors. In addition to the duties as described in the Bylaws, the Committee CONSIDERS performance objectives set forth by the Board Chair upon consultation with the Head of School. THE Head of School's performance review IS conducted at least annually. The Committee may approve an adjustment in compensation and/or granting of benefits BASED ON THE RESULTS OF THE PERFORMANCE REVIEW. The Committee will utilize comparable compensation survey results conducted by NAIS, Guidestar, or any other source of compensation information relevant and comparable to Head of School compensation TO ASSIST WITH ITS ASSESSMENT OF A FAIR AND REASONABLE COMPENSATION PACKAGE. Results of the evaluation ARE reported to the Board by the Chair of the Committee in closed session with separate minutes taken. Upon completion of THE Head OF SCHOOL'S evaluation and compensation REVIEW, the Board Chair will issue to the CHIEF FINANCIAL OFFICER, written information pertaining to the head of school's compensation package, including the effective date and any conditions or future benefits granted. THE EXECUTIVE COMMITTEE DOCUMENTS THE BASIS FOR ITS DECISION IN ITS COMMITTEE MINUTES WHICH DESCRIBE 1) THE TERMS OF THE COMPENSATION PACKAGE AND DATE OF APPROVAL; 2) COMMITTEE MEMBERS PRESENT AT THE MEETING AND HOW THEY VOTED; 3) THE SOURCE AND SUBSTANCE OF DATA RELIED UPON AND WHY IT IS COMPARABLE; 4) ANY DISCLOSURES OF CONFLICTS-OF-INTEREST; AND 5) THE REASONS IF THE APPROVED COMPENSATION IS BELOW OR ABOVE COMPARABLES.”

“FORM 990, PART VI, SECTION B, LINE 15B CHIEF FINANCIAL OFFICER THE BOARD CHAIR AND THE SEARCH COMMITTEE, ALL OF WHOM DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION AGREEMENT, ESTABLISHED THE CHIEF FINANCIAL OFFICER'S INITIAL COMPENSATION BASED ON NUMEROUS FACTORS, INCLUDING COMPARABLE MARKET DATA, THE DUTIES AND RESPONSIBILITIES OF THE POSITION, AND REID GUSHIKEN'S BACKGROUND AND EXPERIENCE. FOR GUIDANCE, THE BOARD CHAIR AND THE SEARCH COMMITTEE CONSIDERED COMPARABLE COMPENSATION SURVEY RESULTS CONDUCTED BY NAIS, GUIDESTAR, AND OTHER SOURCES OF COMPENSATION INFORMATION RELEVANT AND COMPARABLE TO OTHER CHIEF FINANCIAL OFFICERS AT PEER INSTITUTIONS. NO COMPARABILITY STUDY WAS PERFORMED FOR FYE 6/30/2020; HOWEVER, COMPENSATION WAS DETERMINED BY A BOARD-APPROVED PERCENTAGE INCREASE. OTHER KEY EMPLOYEES Compensation amounts for key employees are included in the budget parameters set by the Chief Financial Officer who then submits it to the Head of School for consideration. Recommended compensation of key employees is validated by the head of School based on their job performance and comparable compensation information provided by NAIS, Guidestar, or any other source of compensation information relevant and comparable to the duties or job descriptionS of key employees. The budget presented to the Finance Committee and subsequently to the Board will include applicable key employee compensation determined by the Head of School and Chief Financial Officer whose conflicts-of-interest, if any, are disclosed to the Board. Any key employee compensation which is not within comparable parameters, or provides for excess benefitS, will be disclosed to the Board during the budget approval process. There were no instances of excess benefits reported during the fiscal year ended June 30,2020.”

“FORM 990, PART VI, SECTION C, LINE 19 Federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection.”

“FORM 990, PART XI, LINE 9 Unrealized LOSS on INTEREST RATE SWAP -6,400,655”