2013-04-29T12:30:19-05:00 2012-06-30 251408703 SCHNEIDER DOWNS & CO INC 1133 PENN AVENUE PITTSBURGH PA 15222 990 2011-07-01 250965438 CARLOW UNIVERSITY CARL 4125786000 3333 FIFTH AVENUE PITTSBURGH PA 15213 PATRICK CUNNINGHAM 4125786000 2013-04-17 1 SUSAN M KIRSCH P00341397 4122613644 2011 2016-03-07 17:11:31Z DR MARY HINES 3333 FIFTH AVENUE PITTSBURGH PA 15213 70721306 0 X WWW.CARLOW.EDU X 1929 PA POST SECONDARY EDUCATION. 30 29 1059 444 0 0 5701103 9276701 43330834 45640792 601524 1219265 4313 -7390 49637774 56129368 8783109 9232006 0 0 23350302 24530200 185027 76000 1117837 14565634 15853851 46884072 49692057 2753702 6437311 67111069 72668928 23823404 24707527 43287665 47961401 X CARLOW UNIVERSITY IS A CATHOLIC, WOMEN-CENTERED, LIBERAL ARTS INSTITUTION EMBODYING THE HERITAGE AND VALUES OF THE SISTERS OF MERCY, AND ENGAGING ITS DIVERSE COMMUNITY IN A PROCESS OF LIFE-LONG LEARNING, SCHOLARSHIP AND RESEARCH. THIS ENGAGEMENT EMPOWERS INDIVIDUALS TO THINK CLEARLY AND CREATIVELY; TO ACTIVELY PURSUE INTELLECTUAL ENDEAVORS; TO DISCOVER, CHALLENGE, OR AFFIRM CULTURAL AND AESTHETIC VALUES; TO RESPOND REVERENTLY TO GOD AND OTHERS; AND TO EMBRACE AN ETHIC OF SERVICE FOR A JUST AND MERCIFUL WORLD. 0 0 42302662 9232006 45640792 CARLOW UNIVERSITY, A CATHOLIC, WOMEN-CENTERED, LIBERAL ARTS INSTITUTION EMBODYING THE HERITAGE AND VALUES OF THE SISTERS OF MERCY, ENGAGES ITS DIVERSE COMMUNITY IN A PROCESS OF LIFE-LONG LEARNING, SCHOLARSHIP, AND RESEARCH. THIS ENGAGEMENT EMPOWERS INDIVIDUALS TO THINK CLEARLY AND CREATIVELY; TO ACTIVELY PURSUE INTELLECTUAL ENDEAVORS; TO DISCOVER, CHALLENGE, OR AFFIRM CULTURAL AND AESTHETIC VALUES; TO RESPOND REVERENTLY TO GOD AND OTHERS; AND TO EMBRACE AN ETHIC OF SERVICE FOR A JUST AND MERCIFUL WORLD. CARLOW OFFERS UNDERGRADUATE DEGREE PROGRAMS IN THE ARTS AND SCIENCES, EDUCATION, MANAGEMENT, AND HEALTH CARE PROFESSIONS AND GRADUATE PROGRAMS IN BUSINESS ADMINISTRATION AND MANAGEMENT, HEALTH CARE, LEADERSHIP, AND PROFESSIONAL COUNSELING. 42302662 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 1 0 0 0 1 1 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 4466 0 1 1059 1 0 0 0 0 0 0 0 0 0 0 X 30 29 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 AL AR AZ CT FL KS ME MD MA MI NH NM PA WA X DOROTHY ANTONUCCI 4125788770 3333 FIFTH AVENUE PITTSBURGH PA 15213 DEBORAH L ACKLIN 2.00 X 0 0 0 JOYCE A BENDER 2.00 X 0 0 0 KATHLEEN W BUECHEL 2.00 X 0 0 0 JACK L BURLEY SR 2.00 X 0 0 0 JOANNE COURNEEN RSM 2.00 X 0 0 0 JOHN R DENNY JR 2.00 X 0 0 0 JOHN GISLESON 2.00 X 0 0 0 E JEANNE GLEASON 2.00 X 0 0 0 MARY BETH JENKINS 2.00 X 0 0 0 BARBARA CAPOZZI KIRR 2.00 X 0 0 0 MAUREEN LALLY-GREEN 2.00 X 0 0 0 DANIEL J LEBISH 2.00 X 0 0 0 DIANE C MATJE RSM 2.00 X 0 0 0 INEZ MILES 2.00 X 0 0 0 MILDRED S MYERS DA 2.00 X 0 0 0 HELENE PAHARIK 2.00 X 0 0 0 PATRICIA WHALEN RSM 2.00 X 0 0 0 GEORGE R WHITMER MPA 2.00 X 0 0 0 JAMES A WILKINSON JD 2.00 X 0 0 0 JUDITH WORDEN RSM 2.00 X 0 0 0 KAREN DUNN KELLEY 2.00 X 0 0 0 LOUISE R MALAKOFF JD 2.00 X 0 0 0 CECILIA MURPHY RSM 2.00 X 0 0 0 THERESA A SCOTTI 2.00 X 0 0 0 JUDITH STOJHOVIC RSM 2.00 X 0 0 0 GEORGE L PRY 2.00 X X 0 0 0 MICHELE R ATKINS 2.00 X X 0 0 0 JACKIE DIXON 2.00 X X 0 0 0 PAULA J HASBACH 2.00 X X 0 0 0 PATRICIA MARY HESPELEIN RSM 2.00 X X 0 0 0 MARY HINES PHD 50.00 X X 294234 0 60667 MARGARET MCLAUGHLIN 50.00 X 167205 0 17074 TYLER KELSCH 50.00 X 161520 0 23606 MARY BURKE 40.00 X 110342 0 10476 STEPHEN BORECKY 40.00 X 101563 0 27002 KAREN GALENTINE 40.00 X 122096 0 7570 DR CLARE HOPKINS 40.00 X 113353 0 19635 KAREN SPROLES 40.00 X 102089 0 22716 1172402 0 188746 13 0 1 0 ALADDIN FOOD MANAGEMENT SERVICES 16567 COLLECTIONS CENTER DR CHICAGO IL 60693 DINING/FOOD SERVICE 1399019 SUNGUARD HIGHER EDUCATION MANAGED SERVIC 13377 COLLECTIONS CENTER DR CHICAGO IL 60693 INFORMATION TECHNOLOGY MANAGEMENT 1205323 PRESIDIO NETWORKED SOLUTIONS PO BOX 822169 PHILADELPHIA PA 19182 INFO TECH TRAINING/SUPPLIES/SERVICES 876079 ITS SYSTEMS 631 IDLEWILD AVENUE CARNEGIE PA 15106 INFO TECH TRAINING/SUPPLIES/SERVICES 427206 ELLUCIAN COMPANY LP 4375 FAIR LAKES CT FAIRFAX VA 22033 SOFTWARE SERVICES 328090 29 15502 691996 8569203 784686 9276701 TUITION AND FEES 611600 38573400 38573400 RESIDENCE HALL & BOARD 721310 3506783 3506783 CARLOW CAMPUS SCHOOL 611600 2590770 2590770 AUXILIARY PROGRAMS 900099 725114 725114 CHILDREN'S CENTER 624410 244725 244725 45640792 364710 364710 15435170 14305333 275282 1129837 -275282 854555 854555 3933 15502 11323 -7390 -7390 56129368 45640792 0 1211875 9214006 9214006 18000 18000 1743084 1242699 371196 129189 17902028 15528095 1906468 467465 755424 657958 76739 20727 2819089 2293067 428039 97983 1310575 1126451 144862 39262 96637 74410 22227 148335 114218 34117 86085 66285 19800 76000 76000 47871 36861 11010 727544 596137 53556 77851 837722 664796 171592 1334 1493718 1135281 275331 83106 2760459 2148577 598884 12998 766 590 176 2940235 2239630 665941 34664 449492 345174 73794 30524 160116 92472 21853 45791 1125435 866585 258850 2372852 1827096 545756 492616 379314 113302 AUXILIARY SERVICE EXP. 1217264 937293 279971 STUDENT PROGRAMS 429010 330482 98528 ENROLLMENT & REGISTRAR 134010 103188 30822 LIBRARY 78270 60293 17565 412 255414 203704 51179 531 49692057 42302662 6271558 1117837 2227262 6389976 2672004 2150929 1646340 5770342 1233993 890826 1959919 2029687 864034 685463 66757114 34304392 31121299 32452722 15070929 15916256 35250 35250 10280039 6347477 67111069 72668928 3154680 4103198 30000 53659 18052166 17835422 208744 0 39690 27003 2338124 2688245 23823404 24707527 X 23600630 23408745 5980133 7830360 13706902 16722296 43287665 47961401 67111069 72668928 X 6437311 -1763575 X X 0 1 1 X 1 1 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 17705011 2586048 -369931 249643 279180 19392305 13271664 2409867 2518714 273587 221647 17705011 13000739 -456725 1232915 292406 212859 13271664 12541003 2501034 -1887311 153987 13000739 0.11050 0.86230 0.02720 0 0 1256517 1256517 46592412 29277068 17315344 14431208 5027324 9403884 4476977 4476977 32452722 UNDISBURSED BOND PROCEEDS 6347477 6347477 STUDENTS DEPOSITS FOR PLACE & ROOM HOLDING 201337 FEDERAL LOAN ADVANCES 2380989 CAPITALIZED LEASE OBLIGATION 105919 2688245 56129368 49692057 6437311 -1763575 -1763575 4673736 46270656 -1763575 -8047976 -9811551 56082207 47161 47161 56129368 41596920 11323 11323 41585597 8106460 8106460 49692057 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: THE UNIVERSITY'S ENDOWMENT CONSISTS OF APPROXIMATELY 135 INDIVIDUAL FUNDS ESTABLISHED FOR A VARIETY OF PURPOSES. ITS ENDOWMENT INCLUDES BOTH DONOR-RESTRICTED ENDOWMENT FUNDS AND FUNDS DESIGNATED BY THE BOARD OF TRUSTEES TO FUNCTION AS ENDOWMENTS. AS REQUIRED BY GAAP, NET ASSETS ASSOCIATED WITH ENDOWMENT FUNDS, INCLUDING FUNDS DESIGNATED BY THE BOARD OF TRUSTEES, ARE CLASSIFIED AND REPORTED BASED ON THE EXISTENCE OR ABSENCE OF DONOR-IMPOSED RESTRICTIONS. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: INCOME TAXES - THE INTERNAL REVENUE SERVICE HAS RULED THAT THE UNIVERSITY IS TAX-EXEMPT UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE; ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN MADE IN THE ACCOMPANYING FINANCIAL STATEMENTS. THE UNIVERSITY FOLLOWS THE CODIFICATION TOPIC ON INCOME TAXES, WHICH PRESCRIBES A MINIMUM RECOGNITION THRESHOLD AND MEASUREMENT METHODOLOGY THAT A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN FINANCIAL STATEMENTS. THE COLLEGE'S STATEMENTS OF FINANCIAL POSITION AT JUNE 30, 2012 AND 2011 DO NOT INCLUDE ANY LIABILITIES ASSOCIATED WITH UNCERTAIN TAX POSITIONS; FURTHER, THE UNIVERSITY HAS NO UNRECOGNIZED TAX BENEFITS. THE UNIVERSITY IS NO LONGER SUBJECT TO EXAMINATION OF ITS TAX RETURNS FOR YEARS BEFORE 2009. PART XII, LINE 2D - OTHER ADJUSTMENTS: SCHOLARSHIPS AND FINANCIAL AID : -8,059,299. SPECIAL EVENT EXPENSES: 11,323. PART XII, LINE 4B - OTHER ADJUSTMENTS: INVESTMENT MANAGEMENT FEES 47,161. PART XIII, LINE 2D - OTHER ADJUSTMENTS: SPECIAL EVENT EXPENSES: 11,323. PART XIII, LINE 4B - OTHER ADJUSTMENTS: SCHOLARSHIPS AND FINANCIAL AID : 8,059,299. INVESTMENT MANAGEMENT FEES 47,161. 1 1 1 1 1 1 1 0 0 0 0 0 0 0 0 1 0 1 EXPLANATION OF NONDISCRIMINATORY POLICY PUBLICATION SCHEDULE E, PART I, LINE 3 ALL RECRUITING PUBLICATIONS AND COLLEGE CATALOGS CONTAIN EXPRESS STATEMENTS THAT THE COLLEGE DOES NOT DISCRIMINATE ON THE BASIS OF RACE, CREED, SEX, OR RELIGION. EXPLANATION OF GOVERNMENT FINANCIAL ASSISTANCE SCHEDULE E, PART I, LINE 6 THE UNIVERSITY DISTRIBUTES STUDENT FINANCIAL ASSISTANCE FUNDS ON BEHALF OF FEDERAL AND STATE GOVERNMENTS. THIS ASSISTANCE INCLUDED FEDERAL AID FROM PELL GRANT AWARDS $2,971,593, SUPPLEMENTAL EDUCATIONAL OPPORTUNITY GRANT AWARDS $193,663, COLLEGE WORK STUDY AWARDS $177,975 AND OTHER PROGRAMS $191,061. THE UNIVERSITY ALSO RECEIVED STATE AID FROM THE PA HIGHER EDUCATION ASSISTANCE AUTHORITY IN THE AMOUNT OF $2,576,967. 1 EUROPE (INCLUDING ICELAND & GREENLAND) - 0 0 PROGRAM SERVICES STUDY ABROAD 311595 EUROPE (INCLUDING ICELAND & GREENLAND) - 0 0 PROGRAM SERVICES SCHOLARSHIPS 18000 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES STUDY ABROAD 3582 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES TRAVEL 1316 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES FACULTY DEVELOPMENT 1000 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES FACULTY DEVELOPMENT 2738 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES PILGRIMAGE 7762 0 0 0 0 0 0 345993 0 345993 STUDENT SCHOLARSHIPS EUROPE (INCLUDING ICELAND & GREENLAND) 6 18000 CREDIT TO STUDENT ACCOUNT N/A N/A 0 0 0 0 0 0 X X X X X X 1 DEE JAY OSHRY 1532 ASBURY PLACE PITTSBURGH PA 15217 FUNDRAISING 0 0 72000 -72000 JENNIFER NEUMAN MARCH 112 W DRIVE PITTSBURGH PA 15215 FUNDRAISING 0 0 4000 -4000 76000 -76000 AL AR AZ CO CT FL KS ME MD MA MI NH NM PA WA ROSE HAUBER LUNCHEON 19435 15502 3933 5655 5668 19435 15502 3933 5655 5668 11323 -7390 1 STUDENT SCHOLARSHIPS 974 9214006 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: GRANT FUNDS ARE MONITORED BY THE FINANCIAL AID OFFICE AND ACCOUNTING OFFICES. X X X 1 1 X X X X X 0 1 0 0 0 0 0 0 0 MARY HINES PHD 244028 0 0 0 50206 0 41681 0 18986 0 354901 0 0 0 MARGARET MCLAUGHLIN 167205 0 0 0 0 0 7800 0 9274 0 184279 0 0 0 TYLER KELSCH 161520 0 0 0 0 0 0 0 23606 0 185126 0 0 0 ALLEGHENY COUNTY HIGHER EDUCATION BUILDING AUTHORITY 251650137 01728RHT9 2011-06-09 18052311 REFUNDING AND CAPITAL IMPROVEMENTS 0 0 0 18052311 1480463 292824 8799576 2401286 4867014 1 0 0 1 0 0 0 0 0.00000 0.00000 0.00000 0 0 0 0 0 0 0 SCHEDULE K, PART I, LINE A(F) DESCRIPTION OF PURPOSE: TO FINANCE THE COSTS OF A PROJECT CONSISTING OF (I) THE ACQUISITION OF AND RENOVATION OF A SCHOOL BUILDING, TECHNOLOGY UPGRADES THROUGHOUT THE UNIVERSITY CAMPUS (INCLUDING BUT NOT LIMITED TO, TELEPHONE, COMPUTER SOFTWARE AND COMPUTER EQUIPMENT), (II) THE RENOVATION AND IMPROVEMENT OF VARIOUS UNIVERSITY-OWNED AND LEASED PROPERTY, INCLUDING BUT NOT LIMITED TO, CURRAN HALL, DOUGHERTY AND FRANCES WARDE RESIDENCE HALLS, ANTONIAN HALL, TIERNAN HALL, GRACE LIBRARY AND THE NURSING PROGRAM LEASED FACILITIES, (III) THE REFUNDING OF THE OUTSTANDING WILKINS AREA INDUSTRIAL DEVELOPMENT AUTHORITY, UNIVERSITY REVENUE NOTE, SERIES OF 2005 (CARLOW UNIVERSITY PROJECT), (IV) THE REFUNDING OF ALL OR A PORTION OF THE UNIVERSITY'S LEASES WITH CISCO SYSTEMS CAPITAL CORPORATION AND UNIVERSITY LEASE AND (V) FUNDING CAPITALIZED INTEREST AND ANY RESERVES, AND PAYING ALL OR A PORTION OF THE RELATED FINANCING COSTS. X 9 784687 FAIR MARKET VALUE 0 0 0 0 FORM 990, PART VI, SECTION A, LINE 4 THE BYLAWS WERE AMENDED ON DECEMBER 12, 2011. THE AMENDMENT INCLUDED SIGNIFICANT CHANGES TO THE FOLLOWING SECTIONS OF THE BYLAWS: 1. THE COMPOSITION OF THE BOARD OF TRUSTEES 2. THE DUTIES OF THE OFFICERS OF THE BOARD 3. THE MANNER OF BOARD ACTION THROUGH QUOROM 4. NOTICE OF BOARD MEETINGS 5. APPROVAL TO AMEND BY-LAWS IN ADDITION, THE IDENTIFICATION, COMPOSITION, DUTIES, ETC. OF STANDING COMMITTEES MOVED TO A BOARD HANDBOOK. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE MEMBER OF THE UNIVERSITY IS THE CONFERENCE FOR MERCY HIGHER EDUCATION WHICH EXERCISES RESERVED CANONICAL POWERS DELEGATED BY THE INSTITUTE OF THE SISTERS OF MERCY OF THE AMERICAS AND AS OUTLINED IN THE UNIVERSITY'S BYLAWS. FORM 990, PART VI, SECTION A, LINE 7A AT LEAST SIX OF THE TOTAL TRUSTEES (EX-OFFICIO AND ELECTED TRUSTEES) SHALL BE PROFESSED SISTERS OF THE INSTITUTE OF THE SISTERS OF MERCY OF THE AMERICAS OR ITS CANONICAL SUCCESSOR. THERE SHALL BE THREE EX-OFFICIO TRUSTEES, WHO SHALL BE VOTING MEMBERS OF THE BOARD OF TRUSTEES AND INCLUDED IN THE TOTAL NUMBER OF TRUSTEES, AND SUCH EX-OFFICIO TRUSTEES SHALL CONSIST OF ONE SISTER OF MERCY, APPOINTED BY THE INSTITUTE OF THE SISTERS OF MERCY OF THE AMERICAS, THE PRESIDENT OF THE UNIVERSITY, AND THE BISHOP OF THE DIOCESE OF PITTSBURGH OR HIS DESIGNEE. FORM 990, PART VI, SECTION A, LINE 7B THE MEMBER HAS THE RIGHT TO APPROVE THE FOLLOWING ACTIONS TO THE EXTENT SUCH ACTIONS ARE TAKEN BY THE BOARD OF TRUSTEES: AMENDMENTS TO THE ARTICLES OF INCORPORATION, IF THEY RELATE TO THE RESERVED POWERS DELEGATED TO THE CONFERENCE FOR MERCY HIGHER EDUCATION; THE ADOPTION OR AMENDMENT TO THE MISSION OF THE UNIVERSITY; THE INCURRENCE BY THE UNIVERSITY OF ANY DEBT, AND ANY SALE, TRANSFER, LONG-TERM LEASE OR ENCUMBRANCE OF ANY REAL OR PERSONAL PROPERTY, TANGIBLE OR INTANGIBLE, OF THE UNIVERSITY OUTSIDE THE ORDINARY COURSE OF BUSINESS ONLY TO THE EXTENT SUCH APPROVAL IS REQUIRED UNDER CANON LAW; ANY MERGER, CONSOLIDATION, DISSOLUTION, TRANSFER OF SUBSTANTIALLY ALL THE ASSETS, OR OTHER FUNDAMENTAL TRANSACTION WITHIN THE CONTEMPLATION OF THE PENNSYLVANIA NONPROFIT CORPORATION LAW, OF OR BY THE UNIVERSITY TO THE EXTENT SUCH APPROVAL IS REQUIRED BY CANON LAW. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 IS REVIEWED BY THE MANAGEMENT AND SUBMITTED TO THE AUDIT COMMITTEE FOR REVIEW AND APPROVAL. ONCE THE AUDIT COMMITTEE APPROVES THE SUBMITTED FORM 990, IT IS SUBMITTED TO THE BOARD OF TRUSTEES FOR THEIR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY APPLIES TO ALL "COVERED PERSONS" AS DEFINED IN THE POLICY. EACH COVERED PERSON IS GIVEN A COPY OF THE POLICY, REQUIRED TO SIGN A STATEMENT ACKNOWLEDGING THAT HE OR SHE HAS RECEIVED A COPY OF THE POLICY, UNDERSTANDS IT, AND AGREES TO COMPLY WITH IT. THE COVERED PERSON IS ALSO REQUIRED TO COMPLETE A COVERED PERSON'S QUESTIONNAIRE ON AN ANNUAL BASIS. EACH COVERED PERSON SHALL DISCLOSE ALL ACTUAL AND POTENTIAL CONFLICTS AS SET OUT IN THE POLICY. COMPLIANCE WITH THIS POLICY IS MONITORED AND ENFORCED BY THE FOLLOWING PROCEDURE. EACH YEAR THE VICE PRESIDENT FOR FINANCE AND ADMINISTRATION, OR HIS DESIGNEE, UNDER THE SUPERVISION OF THE CHAIR OF THE AUDIT COMMITTEE, PREPARES A LIST OF COVERED PERSONS. A COVERED PERSON QUESTIONNAIRE IS DISTRIBUTED TO EACH PERSON ON THE LIST. FORMS ARE COMPLETED AND SIGNED BY EACH COVERED PERSON. COMPLETED FORMS FOR ALL TRUSTEES ARE REVIEWED BY THE CHAIR OF THE AUDIT COMMITTEE TO DETERMINE IF ANY ACTUAL OR POTENTIAL CONFLICT EXISTS. COMPLETED FORMS FOR ALL COVERED PERSONS WHO ARE MEMBERS OF STAFF OR FACULTY ARE REVIEWED BY THE VICE PRESIDENT OF FINANCE AND ADMINISTRATION, OR HIS DESIGNEE. DISCLOSURE OF ANY POTENTIAL OR ACTUAL CONFLICT OF INTEREST MUST BE DISCLOSED AT THE TIME THEY BECOME A COVERED PERSON, OR AT THE TIME A POTENTIAL OR ACTUAL CONFLICT ARISES AND AT THE TIME OF THE COMPLETION OF THE ANNUAL QUESTIONNAIRE. ALL DISCLOSURES DETERMINED TO BE A CONFLICT OF INTEREST ACCORDING TO THE POLICY ARE DISCUSSED WITH THE CHAIR OF THE AUDIT COMMITTEE AND BROUGHT FORWARD TO THE NEXT BOARD OF TRUSTEE MEETING. ANY IDENTIFIED CONFLICT SHALL BE REFLECTED IN THE MINUTES OF THE BOARD OF TRUSTEE MEETINGS ALONG WITH THE NATURE OF SUCH CONFLICT. THE MINUTES SHALL ALSO REFLECT ALL PERSONS PRESENT AT THE MEETING WHERE ANY VOTING TOOK PLACE ON AN ITEM RELATED TO THE DISCLOSED CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 GOVERNANCE COMMITTEE: THE GOVERNANCE COMMITTEE IS THE AUTHORIZED COMMITTEE OF THE BOARD OF TRUSTEES TO REVIEW COMPENSATION OF SENIOR OFFICERS. THE GOVERNANCE COMMITTEE CREATED A PERFORMANCE REVIEW AND COMPENSATION COMMITTEE (THE SUBCOMMITTEE) TO PERFORM ANNUAL PERFORMANCE REVIEWS AND SET THE PRESIDENT'S ANNUAL SALARY, IN ACCORDANCE WITH THE EXECUTIVE COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES APPROVED BY THE BOARD. NO MEMBER OF THE GOVERNANCE COMMITTEE MAY HAVE A CONFLICT OF INTEREST WITHIN THE MEANING OF THE APPLICABLE TREASURY REGULATIONS UNDER SECTION 4958 OF THE INTERNAL REVENUE CODE OF 1986. THE GOVERNANCE COMMITTEE SHALL DOCUMENT ITS DECISIONS WITH RESPECT TO COMPENSATION AS REQUIRED BY THE APPLICABLE TREASURY REGULATIONS UNDER SECTION 4958 OF THE INTERNAL REVENUE CODE OF 1986. THE ACTIONS OF THE GOVERNANCE COMMITTEE ARE INTENDED TO QUALIFY UNDER THE REBUTTABLE PRESUMPTION PROVISIONS IN SECTION 4958 OF THE INTERNAL REVENUE CODE OF 1986. PRESIDENT'S COMPENSATION: THE EXECUTIVE COMPENSATION COMMITTEE SHALL BE RESPONSIBLE FOR DETERMINING ALL ELEMENTS OF THE COMPENSATION PACKAGE OF THE PRESIDENT OF THE UNIVERSITY, AS SET FORTH IN THE CONTRACT OF EMPLOYMENT AT THE TIME OF INITIAL HIRE AND IN SUBSEQUENT CONTRACTS AND ANY AMENDMENTS TO THOSE CONTRACTS. OTHER SENIOR EXECUTIVES COMPENSATION: A. THE PRESIDENT OF THE UNIVERSITY IS RESPONSIBLE FOR RECOMMENDING THE COMPENSATION PACKAGE FOR A NEWLY HIRED PROVOST AND FOR THE VICE PRESIDENT OF FINANCE AND OPERATIONS, AS WELL AS RECOMMENDING ANNUALLY ANY CHANGES IN BASE SALARY OR ANY OTHER ELEMENTS OF THE COMPENSATION PACKAGE AS SET FORTH IN THEIR CONTRACTS OF EMPLOYMENT AND/OR EMPLOYMENT AGREEMENT. B. THE GOVERNANCE COMMITTEE IS RESPONSIBLE FOR REVIEWING AND APPROVING THE INITIAL AND SUBSEQUENT COMPENSATION FOR THESE SENIOR EXECUTIVES UPON THE RECOMMENDATION OF THE PRESIDENT. REPORT TO THE BOARD OF TRUSTEES: THE GOVERNANCE COMMITTEE SHALL PROVIDE A WRITTEN REPORT TO THE BOARD OF TRUSTEES, NO LATER THAN THE NEXT REGULARLY SCHEDULED MEETING OF THE BOARD FOLLOWING THE GOVERNANCE COMMITTEE ACTION ON THE COMPENSATION OF SENIOR EXECUTIVES. THE REPORT SHALL REFLECT BASE SALARY AND ALL OTHER ELEMENTS FOR SENIOR EXECUTIVES' COMPENSATION, AS WELL AS A SUMMARY OF THE CRITERIA AND PROCESSES USED TO MAKE THE COMPENSATION DECISIONS AND TO ASSURE THAT THE COMPENSATION IS "REASONABLE" AND NOT "EXCESSIVE" WITHIN IRS POLICY AND CRITERIA. RELIANCE ON COMPARABILITY DATA DERIVED FROM MARKET REVIEW AND SELECTION OF PEER INSTITUTIONS: IN DETERMINING AND APPROVING COMPENSATION FOR SENIOR EXECUTIVES AND TO ASSIST IN VALIDATING THE REASONABLENESS OF COMPENSATION, THE GOVERNANCE COMMITTEE SHALL RELY ON COMPARABILITY DATA DERIVED FROM A REVIEW OF THE MOST CURRENT INFORMATION AVAILABLE AS TO COMPENSATION LEVELS FOR COMPARABLE SENIOR EXECUTIVES AT PEER INSTITUTIONS, TAKING INTO ACCOUNT THAT AVAILABLE INFORMATION IS GENERALLY FOR THE PRIOR FISCAL OR ACADEMIC YEARS. FORM 990, PART VI, SECTION C, LINE 19 THE UNIVERSITY'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST BY THE PUBLIC AT THE CORPORATE ADDRESS. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED LOSSES ON INVESTMENTS: -1,763,575. FORM 990, PART XII, QUESTION 2C, OVERSIGHT OF FINANCIAL STATEMENT AUDIT: THE ORGANIZATION'S FINANCIAL STATEMENTS ARE AUDITED BY AN INDEPENDENT ACCOUNTING FIRM. IN ADDITION, THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES 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. FORM 990, PART VII: EMERITUS TRUSTEES: THE FOLLOWING INDIVIDUALS SERVE AS EMERITUS TRUSTEES OF CARLOW UNIVERSITY WITH NO VOTING POWERS: PRESIDENTS EMERITAE - GRACE ANN GEIBEL, RSM, PHD; JANE SCULLY, RSM. TRUSTEES EMERITUS - ANNA MARIE GOETZ, RSM; DAVID R. WILLIAMS; EILEEN MCCONOMY; ELSIE H. HILLMAN; HELEN HANNA CASEY; JUDITH M. DAVENPORT, DMD; KEVIN P. KEARNS, PHD; MARY ANN SESTILI, PHD; REGINA D. STOVER. ESTATE OF BERNARD SINGER SCHEDULE B, NONCASH CONTRIBUTIONS 757 SHARES IBM $155,575 108 SHARES CVX $11,953 592 SHARES COCA COLA $41,597 127 SHARES E.I. DUPONT DE NEMOURS $6,744 156 SHARES SOUTHERN CO. $6,897 TOTAL $222,766