2019-05-10T08:53:57-05:00 2018-06-30 611064249 DEMING MALONE LIVESAY & OSTROFF PSC 9300 SHELBYVILLE RD STE 1100 LOUISVILLE KY 402225187 990 2017-07-01 237078461 UNIVERSITY OF LOUISVILLE FOUNDATION INC UNIV 5028527300 215 CENTRAL AVENUE NO 212 LOUISVILLE KY 40208 KEITH SHERMAN EXECUTIVE DIRECTOR & COO 5028527300 2019-05-01 1 CHRISTINE N KOENIG P01022180 5024269660 174.47.177.202 2019-05-01 10:38:31 ED P A49D4650415329FE8467BE13DDDA3EC00D4B5CD3 F74979C717CFC849FD713B97CF5CA672936F72B7 2017 2019-02-21 02:37:17Z KEITH SHERMAN 215 CENTRAL AVENUE NO 212 LOUISVILLE KY 40208 193779870 0 X WWW.LOUISVILLEFOUNDATION.ORG X 1970 KY THE FOUNDATION SUPPORTS THE UNIVERSITY OF LOUISVILLE (SEE SCHEDULE O) THE FOUNDATION SUPPORTS THE UNIVERSITY IN ITS EFFORTS TO MAINTAIN ITS DISTINCTION AS A PREMIER, NATIONALLY RECOGNIZED METROPOLITAN RESEARCH UNIVERSITY WHILE ADVANCING THE INTELLECTUAL, SOCIAL AND ECONOMIC DEVELOPMENT OF THE COMMUNITY AND ITS CITIZENS. 15 14 18 21 2673638 -2426012 29069195 36311750 0 0 9351293 33000273 15484374 2475398 53904862 71787421 55479486 68581985 0 0 5142685 3356219 0 0 0 38943291 12811787 99565462 84749991 -45660600 -12962570 877146093 866487768 102366800 75635439 774779293 790852329 X THE FOUNDATION SUPPORTS THE UNIVERSITY IN ITS EFFORTS TO MAINTAIN ITS DISTINCTION AS A PREMIER, NATIONALLY RECOGNIZED METROPOLITAN RESEARCH UNIVERSITY WHILE ADVANCING THE INTELLECTUAL, SOCIAL AND ECONOMIC DEVELOPMENT OF THE COMMUNITY AND ITS CITIZENS. 0 0 77997730 68581985 520142 THE FOUNDATION SUPPORTS THE UNIVERSITY IN ITS EFFORTS TO MAINTAIN ITS DISTINCTION AS A PREMIER, NATIONALLY RECOGNIZED METROPOLITAN RESEARCH UNIVERSITY WHILE ADVANCING THE INTELLECTUAL, SOCIAL AND ECONOMIC DEVELOPMENT OF THE COMMUNITY AND ITS CITIZENS.BY INVESTING WISELY, THE FOUNDATION HELPS KEEP THE UNIVERSITY IN A LEADERSHIP POSITION FOR RESEARCH OF ALL KINDS, WHETHER THAT MEANS SUPPORTING ONE OF THE COUNTRY'S FINEST CANCER TREATMENT AND RESEARCH INSTITUTIONS OR ENSURING OUR MEDICAL PROFESSIONALS RECEIVE WORLD-CLASS TRAINING IN EMERGENCY PREPAREDNESS.CONTINUED ON SCHEDULE O.EXCELLENCE IN RESEARCH TRANSLATES TO REAL-WORLD SOLUTIONS TO THE ISSUES AND COMPLEX PROBLEMS POSED TO OUR COMMUNITIES EACH AND EVERY DAY. STRONG METROPOLITAN RESEARCH UNIVERSITIES ARE ENGINES FOR INTELLECTUAL AND ECONOMIC GROWTH AND PROSPERITY, AND THE FOUNDATION MAKES THE UNIVERSITY MORE POWERFUL EVERY DAY BY PROVIDING TALENTED RESEARCHERS WITH THE RESOURCES NECESSARY TO MAKE BREAKTHROUGHS THAT MATTER. AS PUBLIC FINANCIAL SUPPORT FOR HIGHER EDUCATION HAS DECLINED AND THE COST CONTINUES TO INCREASE, THE FOUNDATION IS WORKING TO ENSURE THE DEFICIT IN FUNDING IS MET, AND THAT STUDENTS CAN CONTINUE TO BECOME UNIVERSITY OF LOUISVILLE ACADEMICS, ATHLETES AND CITIZENS, CREATING THEIR OWN UNIQUE UOFL STORIES. THAT IS WHY THE FOUNDATION ENCOURAGES SCHOLARSHIP PROGRAMS THAT SERVE BOTH FINANCIAL AND ENRICHMENT PURPOSES, AS WELL AS THE VARIOUS ACADEMIC, ATHLETIC AND CAREER PURSUITS, INCLUDING EVERYTHING FROM FULBRIGHT SCHOLARSHIPS TO STATE-OF-THE-ART SOCCER FACILITIES.THE FOUNDATION INVESTS IN COMMUNITY PROGRAMS AND PARTNERSHIPS INCLUDING THOSE FOR MILITARY FAMILIES AND YOUNG ENTREPRENEURS. IN THIS WAY, THE FOUNDATION ENRICHES THE LIVES OF ALL LOCAL CITIZENS, NOT JUST THE STUDENTS. 77997730 1 1 0 0 0 0 0 0 1 1 1 1 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 1 1 0 0 1 1 1 1 0 0 1 52 0 1 18 1 1 1 0 0 0 0 0 0 0 0 0 X 15 14 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 1 0 KY X X KEITH SHERMAN 5028527300 215 CENTRAL AVENUE NO 212 LOUISVILLE KY 40208 RON ABRAMS DIRECTOR 2.00 1.50 X 0 0 0 WILL ARMSTRONG DIRECTOR 1.00 1.50 X 0 0 0 NEELI BENDAPUDI DIRECTOR 2.00 1.50 X 0 0 0 JIM BOONE DIRECTOR 2.00 1.50 X 0 0 0 MICHAEL BOWERS DIRECTOR 2.00 1.50 X 0 0 0 PAUL CARRICO DIRECTOR 2.00 1.50 X 0 0 0 LAURA DOUGLAS SECRETARY 3.00 1.50 X X 0 0 0 SANDRA FRAZIER DIRECTOR 2.00 1.50 X 0 0 0 DAVID GRISSOM DIRECTOR 2.00 1.50 X 0 0 0 DONNA HEITZMAN DIRECTOR 3.00 1.50 X 0 0 0 TOM MEEKER DIRECTOR 1.00 1.50 X 0 0 0 MARK NICKEL DIRECTOR 2.00 1.50 X 0 0 0 KEN PAYNE VICE CHAIR 2.00 1.50 X X 0 0 0 EARL REED CHAIR 1.00 1.50 X X 0 0 0 NITIN SAHNEY DIRECTOR 1.00 1.50 X 0 0 0 JOHN SCHNATTER DIRECTOR 1.00 1.50 X 0 0 0 VISHNU TIRUMALA DIRECTOR 1.00 1.50 X 0 0 0 ENID TRUCIOS-HAYNES DIRECTOR 1.00 1.50 X 0 0 0 ALICE HOUSTON DIRECTOR (PREVIOUS) 1.00 1.50 X 0 0 0 MARK LYNN VICE CHAIR (PREVIOUS) 5.00 1.50 X X 0 0 0 DIANE MEDLEY CHAIR (PREVIOUS) 5.00 1.50 X X 0 0 0 GREGORY C POSTEL DIRECTOR (PREVIOUS) 2.00 1.50 X 188051 0 0 VINCENT TYRA DIRECTOR (PREVIOUS) 3.00 1.50 X 0 0 0 KEITH SHERMAN INTERIM EXECUTIVE DIRECTOR & COO 55.00 1.50 X 232138 0 30784 RONALD KEVIN MILLER SR EXEC ASC ATHLETIC DIREC 0.50 0.00 X 169916 0 0 SUSAN MAGNESS DIRECTOR OF BUDGET 20.00 5.00 X 122674 0 7745 REGINA LANSKWERT PROJECT MANAGER 43.00 2.00 X 109276 0 10319 JOHN BALLARD CERTIFIED GOLF COURSE SUPERINTENDENT 40.00 0.00 X 149190 0 23322 KATHLEEN SMITH ASST SECRETARY (FORMER) 0.00 0.00 X 117423 0 10641 JASON TOMLINSON ASST TREASURER (FORMER) 0.00 0.00 X 203216 0 17610 1291884 0 100421 8 1 1 0 CAMBRIDGE ASSOCIATES LLC 125 HIGH STREET BOSTON MA 02110 INVESTMENT MANAGEMENT 1163793 CENTERPLATE - SERVICE AMERICA CORP 1 INDEPENDENCE POINT SUITE 305 GREENVILLE SC 29615 HOSPITALITY SERVICES 704332 STITES & HARBISON PLLC 400 WEST MARKET ST STE 1800 LOUISVILLE KY 40202 LEGAL SERVICES 414563 WYATT TARRANT & COMBS LLP 500 W JEFFERSON ST STE 2800 LOUISVILLE KY 40202 LEGAL SERVICES 392295 NTS MANAGEMENT COMPANY 500 N HURSTBOURNE PKWY SUITE 400 LOUISVILLE KY 40222 PROPERTY MANAGEMENT 299449 13 X 1307175 35004575 3458061 36311750 15039292 15039292 1695196 2413578 -718382 -718382 -718382 137539852 119573580 5291 17966272 -5291 17960981 17960981 GOLF COURSE REVENUE 900099 2673638 2673638 PROFESSIONAL FEES AND SERVICES 611710 748653 748653 MISCELLANEOUS 900099 180859 180859 -409370 -409370 3193780 71787421 520142 2673638 32281891 68581985 68581985 325926 325926 2305582 1235585 1069997 155945 155945 477964 173753 304211 90802 90802 1233272 1233272 364528 364528 1185685 1185685 129997 61002 68995 290300 276848 13452 313101 313101 19321 19321 1047487 253634 793853 91868 88065 3803 2710956 2629652 81304 379269 20861 358408 79723 79723 CHANGE-PLEDGE RESERVE 2433716 2433716 OTHER ASSET ADJUSTMENT 1031070 1031070 ANNUITANT PAYMENTS 788227 788227 CATERING 558273 558273 154994 21970 133024 84749991 77997730 6752261 0 800 800 5947146 1467618 24600687 19711455 832013 1173995 39800153 37474379 145315 115481 448055 434750 58240437 25627075 34718539 32613362 132198532 142083753 551095164 543720248 87359689 87691927 877146093 866487768 2686048 2833453 5358332 5151127 33757350 21972563 35715000 36749346 24850070 8928950 102366800 75635439 X 37605470 3820329 281435823 325963046 455738000 461068954 774779293 790852329 877146093 866487768 -12962570 29035606 0 X 0 1 X 1 0 X 50246147 49350665 54953917 29069195 36311750 219931674 50246147 49350665 54953917 29069195 36311750 219931674 31880200 188051474 14950064 16781318 11608775 7475201 16734488 67549846 287481520 15947049 0.65410 0.68790 X 0 1 X 746866750 4457783 54386489 24667409 10829568 770214045 708152893 4793830 72691984 28503740 10268217 746866750 770851166 8028257 -7423307 52125881 11177342 708152893 818284478 19926930 -18366293 7587144 31792235 9614570 770851166 734532070 13126927 118951849 7867804 31670304 8788260 818284478 0.06220 0.58200 0.35580 1 0 11816779 11816779 21482977 3935174 17547803 15345550 14633257 712293 9595131 7058644 2536487 32613362 MARKETABLE ALTERNATIVES 92847459 F MISCELLANEOUS INVESTMENTS 26482444 F PARTNERSHIP INVESTMENTS 424390345 F 543720248 INTERCOMPANY RECEIVABLES 28921822 FUNDS HELD IN TRUST BY OTHERS 58770105 87691927 DUE TO UNIVERSITY OF LOUISVILLE 3861791 DEFERRED COMPENSATION 591739 ANNUITIES AND TRUSTS PAYABLE 4475420 8928950 X PART IV, LINE 2B: THE FOUNDATION IS THE CUSTODIAN OF FUNDS OWNED BY THE UNIVERSITY OF LOUISVILLE ATHLETICS ASSOCIATION (ASSOCIATION). THE ASSOCIATION IS A SEPARATE CORPORATION ORGANIZED FOR THE PURPOSE OF PROMOTING THE INTERCOLLEGIATE ATHLETIC ACTIVITIES OF THE UNIVERSITY OF LOUISVILLE. THE FOUNDATION SERVES IN AN AGENCY CAPACITY AND INVESTS FUNDS ON BEHALF OF THE ASSOCIATION BASED ON A FORMAL TRUST AGREEMENT. AS OF JUNE 30, 2018, THE FOUNDATION HELD APPROXIMATELY $13.6 MILLION FOR THE ASSOCIATION'S INVESTMENT PURPOSES. THE FOUNDATION ENTERED INTO AN AGREEMENT WITH JEWISH HOSPITAL & ST. MARY'S HEALTHCARE, INC. (JEWISH HOSPITAL) WHEREBY THE FOUNDATION SERVES IN AN AGENCY CAPACITY TO INVEST FUNDS ON BEHALF OF JEWISH HOSPITAL. JEWISH HOSPITAL IS A SEPARATE CORPORATION ORGANIZED FOR THE PURPOSE OF PROVIDING HEALTH CARE SERVICES. AS OF JUNE 30, 2018, THE FOUNDATION HELD APPROXIMATELY $8.2 MILLION FOR JEWISH HOSPITAL'S INVESTMENT PURPOSES. THE FOUNDATION WAS THE RECIPIENT OF ENDOWED FUNDS, THE INCOME OF WHICH SHALL BE USED IN SUPPORT OF THE LOUISVILLE ORCHESTRA. AS OF JUNE 30, 2018, THE FOUNDATION HELD APPROXIMATELY $200,000 FOR THE BENEFIT OF THE LOUISVILLE ORCHESTRA. THE FOUNDATION, ACTING IN AN AGENT CAPACITY, DOES NOT REFLECT EARNINGS ON INVESTMENTS HELD IN TRUST FOR OTHERS IN ITS REVENUES AS THESE EARNINGS ARE DISTRIBUTED TO THE OWNERS OF THE FUNDS. PART V, LINE 4: THE INTENDED USE OF THE FOUNDATION'S ENDOWMENTS IS TO SUPPORT THE UNIVERSITY IN ITS EFFORTS TO MAINTAIN ITS DISTINCTION AS A PREMIER, NATIONALLY RECOGNIZED METROPOLITAN RESEARCH UNIVERSITY WHILE ADVANCING THE INTELLECTUAL, SOCIAL AND ECONOMIC DEVELOPMENT OF THE COMMUNITY AND ITS CITIZENS. FUNDS ARE INVESTED AND MANAGED BY THE FOUNDATION IN SUPPORT OF THE UNIVERSITY'S MISSION. PART X, LINE 2: THE FOUNDATION COMPLETED AN ANALYSIS OF ITS UNCERTAIN TAX POSITIONS IN ACCORDANCE WITH APPLICABLE ACCOUNTING GUIDANCE AND DETERMINED THERE ARE NO AMOUNTS TO BE RECOGNIZED IN THE CONSOLIDATED FINANCIAL STATEMENTS AT JUNE 30, 2018 OR 2017. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 131120736 EUROPE (INCLUDING ICELAND AND GREENLAND) 0 0 INVESTMENTS 5682959 0 0 0 0 0 0 136803695 0 136803695 1 0 1 1 1 0 SCHEDULE F, PART I, LINE 3 CENTRAL AMERICA AND THE CARIBBEAN: ACCRUAL EUROPE (INCLUDING ICELAND AND GREENLAND): ACCRUAL 1 UNIVERSITY OF LOUISVILLE 2301 S 3RD STREET LOUISVILLE KY 40208 611014882 SECTION 115 65123924 3458061 FAIR VALUE ART, PUBLICATIONS, FOOD, EQUIPMENT. GENERAL SUPPORT 0 1 PART I, LINE 2: THE FOUNDATION HAS BEEN DESIGNATED BY THE UNIVERSITY OF LOUISVILLE TO RECEIVE FUNDS DERIVED FROM GIFTS AND OTHER SOURCES. AS GUIDED BY ITS BOARD OF DIRECTORS, THE ORGANIZATION TRANSFERS FUNDS TO THE UNIVERSITY. X 1 1 X X 0 1 0 0 0 0 0 0 0 GREGORY C POSTEL DIRECTOR (PREVIOUS) 0 0 0 0 188051 0 0 0 0 0 188051 0 0 0 KEITH SHERMAN INTERIM EXECUTIVE DIRECTOR & COO 231724 0 0 0 414 0 15000 0 15784 0 262922 0 0 0 RONALD KEVIN MILLER SR EXEC ASC ATHLETIC DIREC 0 0 0 0 169916 0 0 0 0 0 169916 0 0 0 JOHN BALLARD CERTIFIED GOLF COURSE SUPERINTENDENT 119472 0 19000 0 10718 0 7292 0 16030 0 172512 0 0 0 KATHLEEN SMITH ASST SECRETARY (FORMER) 115569 0 0 0 1854 0 9724 0 917 0 128064 0 0 0 JASON TOMLINSON ASST TREASURER (FORMER) 202940 0 0 0 276 0 13089 0 4521 0 220826 0 0 0 PART I, LINE 1A RONALD MILLER AND GREGORY C. POSTEL WERE PROVIDED TAX GROSS-UP PAYMENTS RELATED TO A SECTION 457(F) NONQUALIFIED DEFERRED COMPENSATION PLAN. THESE GROSS-UPS WERE CALCULATED AND PAID IN ACCORDANCE WITH EMPLOYEE CONTRACTS. ALL TAX GROSS-UPS WERE REPORTED AND TAXED ACCORDINGLY. PART I, LINE 3 THE BOARD OF DIRECTORS APPROVED COMPENSATION OF THE INTERIM EXECUTIVE DIRECTOR & COO. PART I, LINE 4B THE FOLLOWING AMOUNTS RELATING TO A SECTION 457(F) NONQUALIFIED DEFERRED COMPENSATION PLAN WERE PAID BY THE UNIVERSITY OF LOUISVILLE FOUNDATION DURING CALENDAR YEAR 2017: GREGORY C. POSTEL - $188,051 RONALD MILLER - $169,916 DONNA HEITZMAN MEMBER OF BOARD OF DIRECTORS OF STOCK YARDS BANK & TRUST COMPANY 268227 PART V - THE FOUNDATION ENTERED INTO A FORBEARANCE AGREEMENT WITH STOCK YARDS BANK & TRUST COMPANY (SYB) IN RELATION TO A GUARANTY OF PAYMENT AGREEMENT. THE FOUNDATION MADE MONTHLY PAYMENTS TO SYB IN ACCORDANCE WITH THE FORBEARANCE AGREEMENT. DONNA HEITZMAN RECUSED HERSELF FROM ALL BOARD MEETING DISCUSSIONS REGARDING SYB. 0 X 6 2714194 MARKET AND DONOR VALUE X 134238 DONOR VALUE X 12 37435 DONOR VALUE X EQUIPMENT & SUPPLIES 17 523020 MARKET AND DONOR VAL X MISCELLANEOUS 33 49174 DONOR VALUE 0 0 1 PART I, COLUMN (B): ART - WORKS OF ART - NUMBER OF CONTRIBUTIONS BOOKS AND PUBLICATIONS - NUMBER OF CONTRIBUTIONS FOOD INVENTORY - NUMBER OF CONTRIBUTIONS OTHER - EQUIPMENT - NUMBER OF CONTRIBUTIONS OTHER - IT - NUMBER OF CONTRIBUTIONS OTHER - MISCELLANEOUS - NUMBER OF CONTRIBUTIONS PART I, LINE 32B: THE FOUNDATION OCCASIONALLY USES REAL ESTATE AGENTS TO SELL REAL PROPERTY, PROFESSIONAL ART DEALERS TO SELL ARTWORK, AND A BANKING INSTITUTION TO SELL SECURITIES. FORM 990, PART VI, SECTION A, LINE 4 THE FOUNDATION'S ARTICLES OF INCORPORATION WERE AMENDED AND RESTATED IN THEIR ENTIRETY TO, AMONG OTHER CHANGES, REFLECT CHANGES TO VARIOUS GOVERNING AGREEMENTS BETWEEN THE FOUNDATION AND THE UNIVERSITY OF LOUISVILLE (THE UNIVERSITY). WHILE NO SUBSTANTIVE CHANGES WERE MADE TO THE FOUNDATION'S PURPOSES, POWERS AND PROHIBITED ACTIVITIES, THESE PROVISIONS WERE RESTRUCTURED TO MIRROR CURRENT DRAFTING PRACTICES AND TO PROVIDE A MORE SPECIFIC STATEMENT OF THE FOUNDATION'S COMMITMENT TO INVEST AND MANAGE FUNDS ON BEHALF OF THE UNIVERSITY. THE ARTICLES WERE UPDATED TO CLARIFY THAT THE FOUNDATION DOES NOT, AND WILL NOT, HAVE ANY CORPORATE MEMBERS. THE FOUNDATION ADDED PROVISIONS CONCERNING THE MAKE-UP OF ITS BOARD OF DIRECTORS CONSISTENT WITH ITS AGREEMENTS WITH THE UNIVERSITY. RATHER THAN ADDRESS INDEMNIFICATION IN THE ARTICLES, THE FOUNDATION SHIFTED THOSE PROVISIONS TO ITS BYLAWS CONSISTENT WITH KRS 273.171(14). MOVING FORWARD, THE FOUNDATION'S ARTICLES MAY ONLY BE AMENDED WITH THE APPROVAL OF TWO-THIRDS OF THE BOARD OF DIRECTORS. THE FOUNDATION'S BYLAWS WERE UPDATED IN MARCH 2018 TO, AMONG OTHER CHANGES, REFLECT CHANGES TO VARIOUS GOVERNING AGREEMENTS BETWEEN THE FOUNDATION AND THE UNIVERSITY. THESE BYLAWS REVISE THE EXECUTIVE SESSION AND QUORUM PROVISIONS TO MAKE CLEAR THAT THE FOUNDATION WILL COMPLY FULLY WITH THE KENTUCKY OPEN MEETINGS ACT. THE FOUNDATION HAS CLARIFIED THAT IT WILL DETERMINE QUORUM BASED ON THE NUMBER OF DIRECTORS THEN IN OFFICE RATHER THAN ON ALL BOARD SEATS. INDEMNIFICATION PROVISIONS WERE SHIFTED FROM THE ARTICLES OF INCORPORATION TO THE BYLAWS AND UPDATED. ALL REVISIONS TO THE GOVERNING DOCUMENTS WERE REVIEWED AND APPROVED BY THE FOUNDATION'S GOVERNANCE AND ORGANIZATIONAL STRUCTURE COMMITTEE BEFORE BEING PROPOSED FOR APPROVAL TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B THE RETURN IS FIRST REVIEWED BY UNIVERSITY OF LOUISVILLE FOUNDATION, INC. STAFF INCLUDING THE MANAGER OF INVESTMENT AND TAX REPORTING, DIRECTOR OF FOUNDATION ACCOUNTING, AND INTERIM EXECUTIVE DIRECTOR & CHIEF OPERATING OFFICER. THE FULL BOARD OF DIRECTORS RECEIVED THE RETURN PRIOR TO FILING AND WERE INVITED TO ATTEND 990 WORKSHOPS. THESE WORKSHOPS PROVIDED AN OPPORTUNITY FOR REVIEW OF THE 990, QUESTIONS, ANSWERS, AND EXPLANATIONS OF THE FORM. FORM 990, PART VI, SECTION B, LINE 12C BEFORE ANY MEETING OF THE BOARD OF DIRECTORS (OR A COMMITTEE OF THE BOARD), AN AGENDA IS CIRCULATED TO EACH MEMBER WITH DESCRIPTIONS OF THE ACTION ITEMS. THIS ALLOWS SUFFICIENT TIME FOR ANY BOARD MEMBER TO ALERT THE BOARD ABOUT A POTENTIAL CONFLICT OF INTEREST. WHEN AN ITEM IS PRESENTED TO THE BOARD OF DIRECTORS (OR A COMMITTEE OF THE BOARD) FOR ACTION, THE BOARD MEMBER WILL DISCLOSE HIS OR HER POSSIBLE CONFLICT OF INTEREST AND MUST RECUSE HIMSELF OR HERSELF FROM VOTING. THE BOARD MEMBER ALSO AVOIDS PARTICIPATING IN ANY DECISION OR ADVOCATING FOR ANY DECISION OF THE BOARD. IN SOME CIRCUMSTANCES, SUCH AS WHEN THE CONFLICT OF THE BOARD MEMBER PLACES THE BOARD MEMBER IN COMPETITION WITH THE FOUNDATION OR THE UNIVERSITY, THE BOARD MEMBER WILL LEAVE THE BOARD MEETING DURING DISCUSSION OR UPDATE ON THE ACTION. A CONFLICT OF INTEREST QUESTIONNAIRE IS GIVEN ANNUALLY TO ALL BOARD MEMBERS AND OFFICERS. SINCE SEPTEMBER 2017, BOARD/COMMITTEE CHAIRS HAVE STATED THE FOLLOWING AT THE BEGINNING OF EACH MEETING: AS CHAIR IT IS MY RESPONSIBILITY TO REMIND ALL MEMBERS OF THE BOARD OF THEIR RESPONSIBILITY TO AVOID CONFLICTS OF INTEREST AND EVEN APPEARANCE OF CONFLICTS OF INTEREST. EACH MEMBER HAS RECEIVED THE AGENDA AND RELATED INFORMATION FOR THIS BOARD MEETING. IF ANY BOARD MEMBER KNOWS OF ANY CONFLICTS OF INTEREST OR APPEARANCE OF CONFLICTS OF INTEREST WITH RESPECT TO ANY MATTER COMING BEFORE THE BOARD AT THIS MEETING TODAY, PLEASE IDENTIFY THE CONFLICT OR APPEARANCE OF CONFLICT AT THIS TIME. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S FINANCIAL STATEMENTS, FORMS 990, AND BOARD MINUTES ARE AVAILABLE AT WWW.LOUISVILLEFOUNDATION.ORG. ALL GOVERNING DOCUMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART VIII, LINE 11D ACTUARIAL LOSS ON ANNUITY AND TRUST OBLIGATIONS AND PRESENT VALUE DISCOUNT OF $(409,370) IS INCLUDED IN OTHER REVENUE. FORM 990, PART VI, SECTION B, LINE 16B THE ORGANIZATION'S PRACTICE IS TO OBTAIN BOARD APPROVAL PRIOR TO ENTERING INTO A JOINT VENTURE. 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