2025-01-17T13:48:38-06:00 2024-06-30 540618213 HANTZMON WIEBEL LLP PO BOX 1408 CHARLOTTESVILLE VA 22902 990 2023-07-01 541682176 UNIVERSITY OF VIRGINIA FOUNDATION UNIV 4349824848 PO BOX 400218 CHARLOTTESVILLE VA 229044218 TIM R ROSE SECRETARY 4349824848 2025-01-15 1 0 EDWARD J SCHMITZ P00551113 4342962156 2023 2024-10-15 13:58:12Z TIM R ROSE PO BOX 400218 CHARLOTTESVILLE VA 229044218 42361858 0 X WWW.UVAFOUNDATION.COM X 1993 VA TO PROVIDE ADMINISTRATIVE SERVICES TO UNIVERSITY ENTITIES, UNIVERSITY ASSOCIATED ORGANIZATIONS, OR OTHER ENTITIES INVOLVED IN ACTIVITIES WHICH SUPPORT THE UNIVERSITY. TO ENGAGE IN MATTERS PERTAINING TO REAL PROPERTY FOR THE BENEFIT OF THE UNIVERSITY. TO THAT END, THE FOUNDATION SHALL ENGAGE IN REAL ESTATE ACTIVITIES FOR ONE OR MORE OF THE FOLLOWING REASONS: TO SUPPORT THE UNIVERSITY'S PRIMARY PROGRAMS; TO PROVIDE AN INVESTMENT RETURN; TO PROVIDE FOR THE REAL ESTATE NEEDS OF THE UNIVERSITY FOR THE NEXT 100 YEARS; AND TO IMPROVE THE UNIVERSITY'S BOUNDARIES AND ENTRANCES. TO USE AND ADMINISTER GIFTS, GRANTS, BEQUESTS, AND DEVISES FOR THE BENEFIT OF THE UNIVERSITY. 20 16 51 20 1985727 0 1927509 4885031 33356529 33125314 0 486020 745360 1881011 36029398 40377376 892166 968551 0 0 6106928 7102731 0 0 0 35794038 38891467 42793132 46962749 -6763734 -6585373 513349985 532289983 333742219 352095138 179607766 180194845 X TO PROVIDE ADMINISTRATIVE SERVICES TO UNIVERSITY OF VIRGINIA (UNIVERSITY) ENTITIES, UNIVERSITY ASSOCIATED ORGANIZATIONS, OR OTHER ENTITIES INVOLVED IN ACTIVITIES WHICH SUPPORT THE UNIVERSITY. TO ENGAGE IN MATTERS PERTAINING TO REAL PROPERTY FOR THE BENEFIT OF THE UNIVERSITY. TO THAT END, THE FOUNDATION SHALL ENGAGE IN REAL ESTATE ACTIVITIES FOR ONE OR MORE OF THE FOLLOWING REASONS: TO SUPPORT THE UNIVERSITY'S PRIMARY PROGRAMS; TO PROVIDE AN INVESTMENT RETURN; TO PROVIDE FOR THE REAL ESTATE NEEDS OF THE UNIVERSITY FOR THE NEXT 100 YEARS; AND TO IMPROVE THE UNIVERSITY'S BOUNDARIES AND ENTRANCES. TO USE AND ADMINISTER GIFTS, GRANTS, BEQUESTS, AND DEVISES FOR THE BENEFIT OF THE UNIVERSITY. 0 0 43336534 691151 31819465 TO PROVIDE ADMINISTRATIVE SERVICES TO UNIVERSITY OF VIRGINIA (UNIVERSITY) ENTITIES, UNIVERSITY ASSOCIATED ORGANIZATIONS, OR OTHER ENTITIES INVOLVED IN ACTIVITIES THAT SUPPORT THE UNIVERSITY. TO ENGAGE IN MATTERS PERTAINING TO REAL PROPERTY FOR THE BENEFIT OF THE UNIVERSITY. TO THAT END, THE FOUNDATION SHALL ENGAGE IN REAL ESTATE ACTIVITIES FOR ONE OR MORE OF THE FOLLOWING REASONS: TO SUPPORT THE UNIVERSITY'S PRIMARY PROGRAMS; TO PROVIDE AN INVESTMENT RETURN; TO PROVIDE FOR THE REAL ESTATE NEEDS OF THE UNIVERSITY FOR THE NEXT 100 YEARS; AND TO IMPROVE THE UNIVERSITY'S BOUNDARIES AND ENTRANCES. 499432 375333 THE FOUNDATION PROVIDES ACCOUNTING SERVICES TO SOME UNIVERSITY ASSOCIATED ORGANIZATIONS (UAO'S). EACH OF THE UAO'S IS TAX EXEMPT UNDER SECTION 501(C)(3). THE SERVICES PROVIDED INCLUDE BOOKKEEPING, FINANCIAL ANALYSIS, INVESTMENT ASSISTANCE, BUDGET MANAGEMENT, MANAGEMENT OF AUDIT PROCESS, GENERAL CONSULTING, AND FINANCIAL REPORTING. THE FOUNDATION ALSO PROVIDES ADMINISTRATION OF PAYROLL AND BENEFITS FOR SEVERAL UAO'S. BY PROVIDING THESE SERVICES, THE FOUNDATION ENABLES THE UNIVERSITY OF VIRGINIA TO CONCENTRATE MORE RESOURCES (BOTH PERSONNEL AND FINANCIAL) ON RAISING FUNDS FOR ITS EDUCATIONAL PURPOSES. THE FOUNDATION PROVIDES THE ABOVE-MENTIONED SERVICES FOR THE FOLLOWING UAO'S: UVA HEALTH FOUNDATION, UVA'S COLLEGE AT WISE FOUNDATION, INC., UVA SCHOOL OF EDUCATION AND HUMAN DEVELOPMENT FOUNDATION, UVA SCHOOL OF ARCHITECTURE FOUNDATION, THE UNIVERSITY OF VIRGINIA MEDICAL SCHOOL FOUNDATION, LEIFUR EIRIKSSON FOUNDATION, AND THE UNIVERSITY OF VIRGINIA ALUMNI BOARD OF TRUSTEES OF THE ENDOWMENT. 277400 277400 THE FOUNDATION GRANTS SCHOLARSHIPS ANNUALLY. THE SCHOLARSHIPS ARE AWARDED TO GRADUATING SENIOR HIGH SCHOOL STUDENTS. THE FOUNDATION ASKS ALL OF THE PUBLIC AND PRIVATE HIGH SCHOOLS IN VIRGINIA TO NOMINATE ONE GRADUATING SENIOR HIGH SCHOOL STUDENT. THE FOUNDATION HAS FOUND THAT MORE THAN 600 STUDENTS WILL BE NOMINATED FOR THE ELEVEN SCHOLARSHIPS EACH YEAR. THE PRIMARY CRITERIA WILL BE SCHOLASTIC ABILITY. ADDITIONAL CRITERIA INCLUDE EXCELLENCE OF CHARACTER, QUALITIES OF LEADERSHIP, PUBLIC SERVICE AND DEVOTION TO DUTY. AWARDS HAVE BEEN GRANTED FOR APPROXIMATELY 20 YEARS. 44113366 1 1 0 0 0 0 0 0 0 1 1 1 1 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 213 0 51 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 20 16 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X THE ORGANIZATION 4349824848 PO BOX 400218 CHARLOTTESVILLE VA 229044218 JAMES E RYAN DIRECTOR 2.00 X 0 1001946 326778 JENNIFER W DAVIS DIRECTOR 2.00 X 0 752639 181839 MARK M LUELLEN DIRECTOR 2.00 X 0 766017 140336 MELUR K RAMASUBRAMANIAN DIRECTOR 2.00 X 0 1016900 63204 FREDERICK H EPSTEIN DIRECTOR 2.00 X 0 330263 56015 DANIEL R ABRAMSON CHAIR 2.00 X X 0 0 0 JOHN L NAU III DIRECTOR 2.00 X 0 0 0 ZENA K HOWARD DIRECTOR 2.00 X 0 0 0 FRANK M CONNER III DIRECTOR 2.00 X 0 0 0 KRISTIAN M GATHRIGHT DIRECTOR 2.00 X 0 0 0 PETER E MAHONEY DIRECTOR 2.00 X 0 0 0 ROBERT G BYRON DIRECTOR 2.00 X 0 0 0 SUSAN W ROSS DIRECTOR 2.00 X 0 0 0 SEAN M DELL ORTO DIRECTOR 2.00 X 0 0 0 WILLIAM W FOSHAY III DIRECTOR 2.00 X 0 0 0 KEITH J WILLNER DIRECTOR 2.00 X 0 0 0 KEVIN G CHAVERS DIRECTOR 2.00 X 0 0 0 KATHRYN ELIZABETH JARVIS SCOTT DIRECTOR 2.00 X 0 0 0 IONE SV WILSMANN DIRECTOR 2.00 X 0 0 0 ROBERT M BLUE DIRECTOR 2.00 X 0 0 0 SUSI S YU DIRECTOR 2.00 X 0 0 0 TIM R ROSE SECRETARY/CEO 40.00 X 596637 0 70258 BRADFORD A BUTLER TREASURER/CFO 40.00 X 288003 0 64167 DEBORAH A VAN EERSEL CHIEF ADMIN. OFFICER 40.00 X 314689 0 68029 FREDERICK A MISSEL DIR. DESIGN & DEV 40.00 X 308486 0 62805 MARYELLEN DOLAN DIR. OF R/E ASSET MANAGEME 40.00 X 288403 0 46576 DAVID R JEFFERSON CONTROLLER, UVAHPI 40.00 X 167173 0 49642 RUSSEL CRONBERG DIR. OF HOSPITALITY 40.00 X 288913 0 55092 2252304 3867765 1184741 20 0 1 0 VICTOR PRODUCTS PO BOX 7910 RICHMOND VA 23223 CONSTRUCTION 1604930 GLAVE & HOLMES ASSOCIATES 2101 EAST MAIN ST RICHMOND VA 23223 ARCHITECTURAL SERVICES 837110 BRIDGEPORT CONSTRUCTION CO 534 COBBS RD ARVONIA VA 23004 CONSTRUCTION 318887 CUSHMAN & WAKEFIELD THALHIMER PO BOX 5160 GLEN ALLEN VA 230585160 LEASING AGENCY 280296 OFM COMPUTER SYSTEMS PO BOX 4917 CHARLOTTESVILLE VA 22905 IT SECURITY & CONSULTING 260391 14 608087 4276944 4885031 RENTAL INCOME 900003 28893147 28704818 188329 ADMIN & MANAGEMENT SER 531390 4232167 2434769 1797398 33125314 1710747 398927 1311820 1311820 1311820 2071575 1585555 486020 486020 486020 EASEMENT CREDIT SALES 531390 569191 569191 569191 40377376 32194798 1985727 1311820 691151 691151 277400 277400 1039229 593935 445294 4440818 3077349 1363469 534646 378476 156170 715155 506258 208897 372883 256089 116794 87235 87235 50050 25025 25025 59124 59124 114966 86432 28534 5561303 5292517 268786 24116 19293 4823 106837 106837 11251295 11251295 10997370 10980562 16808 673592 662448 11144 CONTRACTUAL SERVICES 8441880 8414666 27214 OTHER OPERATING COSTS 1523699 1454111 69588 46962749 44113366 2849383 0 966630 667921 15043 3722299 5296958 8514079 10345784 143971 430079 440566444 128715315 306504878 311851129 153243049 160456617 29685103 28844931 10554933 14396564 513349985 532289983 6766828 3106223 5170945 4584628 189631839 202058916 132172607 142345371 333742219 352095138 X 71308560 70123805 108299206 110071040 179607766 180194845 513349985 532289983 X -6585373 8264595 -1092143 X X 0 1 X 1 0 X X 1 UNIVERSITY OF VIRGINIA 546001796 5 1 44113366 0 1 44113366 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X SCHEDULE A, PAGE 5, SECTION D, LINE 3. THE "SIGNIFICANT VOICE" TEST: - THE UNIVERSITY (SUPPORTED ORGANIZATION) HAS AN ADEQUATE RELATIONSHIP WITH THE FOUNDATION (SUPPORTING ORGANIZATION) BECAUSE: (A) THE UNIVERSITY ELECTS/APPOINTS THE CHAIRPERSON AND SEVERAL BOARD MEMBERS OF THE FOUNDATION'S BOARD OF DIRECTORS. AT ALL TIMES, THE NUMBER OF PUBLIC DIRECTORS [NON-UNIVERSITY DIRECTORS] SHALL EXCEED THE NUMBER OF EX-OFFICIO [UNIVERSITY ELECTED/APPOINTED] DIRECTORS.IN ADDITION, THE UNIVERSITY APPOINTS EITHER THE CHAIRMAN OR THE REPRESENTATIVE OF THE PRESIDENT OF THE UNIVERSITY TO BE A MEMBER OF THE AUDIT AND FINANCE COMMITTEE. (B) AT LEAST ONE MEMBER OF THE GOVERNING BODY OF THE UNIVERSITY SERVES AS AN OFFICER, DIRECTOR, OR TRUSTEE OF THE FOUNDATION. DURING FISCAL YEAR ENDED JUNE 30, 2024, THE UNIVERSITY APPOINTED A TOTAL OF 7 BOARD MEMBERS. (C) THE OFFICERS, DIRECTORS, OR TRUSTEES OF THE FOUNDATION AND OF THE UNIVERSITY MAINTAIN A CLOSE AND CONTINUOUS WORKING RELATIONSHIP. THIS IS ACHIEVED THROUGH REGULAR MEETINGS AND COMMUNICATIONS WITH THE FOUNDATION'S MANAGEMENT AS NEEDED. BECAUSE OF THE NATURE OF THIS RELATIONSHIP, INCLUDING, BUT NOT LIMITED TO THE ABOVE INTERACTIONS, THE UNIVERSITY HAS A SIGNIFICANT VOICE IN THE FOUNDATION'S STRATEGIC AND INVESTMENT POLICIES, OPERATIONS, AND OTHER USE OF INCOME OR ASSETS. SCHEDULE A, PAGE 5, SECTION E, LINE 1C. INTEGRAL PART TEST (SUPPORTING A GOVERNMENTAL ENTITY):- THE FOUNDATION PROVIDES ADMINISTRATIVE SERVICES TO THE UNIVERSITY OF VIRGINIA (THE UNIVERSITY) AND SUPPORTING ORGANIZATIONS, ENGAGES IN ANY AND ALL MATTERS PERTAINING TO REAL PROPERTY FOR THE BENEFIT OF THE UNIVERSITY, AND USES AND ADMINISTERS GIFTS, GRANTS, BEQUESTS, AND DEVISES FOR THE BENEFIT OF THE UNIVERSITY. IN THAT CAPACITY, THE FOUNDATION RECEIVES, DISBURSES, MANAGES, AND HOLDS TITLE TO EXEMPT-USE ASSETS IN DIRECT FURTHERANCE OF THE UNIVERSITY'S EXEMPT PURPOSES. THESE ARE ACTIVITIES THAT THE UNIVERSITY WOULD NORMALLY BE ENGAGED IN BUT FOR THE FOUNDATION'S INVOLVEMENT. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 115430781 8144369 4744424 118830726 116683872 1212407 2051767 4517265 115430781 127104980 -5860739 4560369 116683872 88075051 42867529 3837600 127104980 87000919 4428598 3354466 88075051 0.32960 0.01330 0.65710 1 0 102289083 102289083 270857896 97832936 173024960 67419465 30882379 36537086 311851129 POOLED INVESTMENTS 121173558 F GIFT ANNUITY INVESTMENTS 36156533 F S/T INVESTMENTS-457 PLAN 2370216 F INVESTMENTS - OTHER 756310 F 160456617 PROGRAM RELATED INVESTMENT IN SUBSISIARIES-EQUITY 28844931 C 28844931 DEPOSIT LIABILITY 85141058 OBLIGATION UNDER UNITRUST AGREEMENTS 50009597 OTHER LIABILITIES 1597 DEFERRED INCOME 281461 ACCRUED EXPENSES 3185560 OPERATING LEASE LIABILITY 3726098 142345371 X 48200726 8264595 -441245 7823350 40377376 0 40377376 47361676 398927 398927 46962749 0 46962749 PART V, LINE 4: THE ENDOWMENT INCLUDES DONOR-RESTRICTED ENDOWMENTS ESTABLISHED TO FUND SUPPORT OF THE UNIVERSITY OF VIRGINIA FOUNDATION, INCLUDING BUILDING IMPROVEMENT AND FACILITIES MAINTENANCE, SCHOLARSHIPS AND AWARDS, AND OPERATIONAL EXPENSES. PART X, LINE 2: THE FOUNDATION HAS REVIEWED AND EVALUATED THE RELEVANT TECHNICAL MERITS OF EACH OF ITS TAX POSITIONS IN ACCORDANCE WITH GUIDANCE ESTABLISHED BY THE FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) AND DETERMINED THAT THERE ARE NO UNCERTAIN TAX POSITIONS THAT WOULD HAVE A MATERIAL IMPACT ON THE FINANCIAL STATEMENTS OF THE FOUNDATION. PART XI, LINE 2D - OTHER ADJUSTMENTS: INCOME FROM SUBSIDIARIES -840,172. RENTAL EXPENSES REPORTED ON PART VIII - LINE 6B 398,927. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES REPORTED ON PART VIII - LINE 6B 398,927. 1 UNIVERSITY OF VIRGINIA PO BOX 1525 CHARLOTTESVILLE VA 22902 546001796 170(B)(1)(A)(VI) 691151 0 OPERATING SUPPORT 1 0 SEE PART IV SUPPLEMENTAL INFORMATION:THE FOUNDATION GRANTS SCHOLARSHIPS TO GRADUATING SENIOR HIGH SCHOOL STUDENTS. THE FOUNDATION ASKS ALL OF THE PUBLIC AND PRIVATE HIGH SCHOOLS IN VIRGINIA TO NOMINATE ONE GRADUATING SENIOR HIGH SCHOOL STUDENT. THE PRIMARY CRITERIA WILL BE SCHOLASTIC ABILITY. ADDITIONAL CRITERIA WILL INCLUDE EXCELLENCE OF CHARACTER, QUALITIES OF LEADERSHIP, PUBLIC SERVICE AND DEVOTION TO DUTY. THE SCREENING COMMITTEE RECOMMENDS FINALISTS FROM EACH OF THE 11 VIRGINIA CONGRESSIONAL DISTRICTS. THE ENDOWMENT'S BOARD OF TRUSTEES SELECTS THE FINAL RECIPIENTS. 11 277400 PART I, LINE 2: GRANTS AND OTHER ASSISTANCE TO GOVERNMENTS AND ORGANIZATIONS IN THE UNITED STATES: THE FOUNDATION GRANTS AMOUNTS DIRECTLY TO THE UNIVERSITY OF VIRGINIA (UNIVERSITY), ALL FUNDS ARE USED DIRECTLY IN COMPLETING THE EDUCATIONAL PURPOSE OF THE UNIVERSITY. GRANTS AND OTHER ASSISTANCE TO INDIVIDUALS IN THE UNITED STATES: THE 11 SCHOLARSHIPS AWARDED TO GRADUATING HIGH SCHOOL SENIORS FROM VIRGINIA ARE AWARDED ANNUALLY. WHILE THERE IS NO DIRECT REQUIREMENT THAT THE RECIPIENTS REPORT BACK TO THE FOUNDATION HOW THE FUNDS WERE USED, MOST RECIPIENTS WILL LIKELY USE THE FUNDS IN FURTHERANCE OF THEIR EDUCATIONAL PURSUITS. X X X X 0 1 0 0 0 0 0 0 0 JAMES E RYAN DIRECTOR 0 870036 0 100000 0 31910 0 290808 0 35970 0 1328724 0 0 MELUR K RAMASUBRAMANIAN DIRECTOR 0 360532 0 35000 0 621368 0 33144 0 30060 0 1080104 0 0 JENNIFER W DAVIS DIRECTOR 0 682224 0 67500 0 2915 0 141984 0 39855 0 934478 0 0 MARK M LUELLEN DIRECTOR 0 666279 0 66150 0 33588 0 100516 0 39820 0 906353 0 0 TIM R ROSE SECRETARY/CEO 427370 0 150000 0 19267 0 41250 0 29008 0 666895 0 0 0 FREDERICK H EPSTEIN DIRECTOR 0 292856 0 36095 0 1312 0 32045 0 23970 0 386278 0 0 DEBORAH A VAN EERSEL CHIEF ADMIN. OFFICER 259800 0 42598 0 12291 0 39061 0 28968 0 382718 0 0 0 FREDERICK A MISSEL DIR. DESIGN & DEV 241467 0 51367 0 15652 0 34635 0 28170 0 371291 0 0 0 BRADFORD A BUTLER TREASURER/CFO 240647 0 41271 0 6085 0 36940 0 27227 0 352170 0 0 0 RUSSEL CRONBERG DIR. OF HOSPITALITY 166062 0 114247 0 8604 0 35908 0 19184 0 344005 0 0 0 MARYELLEN DOLAN DIR. OF R/E ASSET MANAGEME 226455 0 49930 0 12018 0 34988 0 11588 0 334979 0 0 0 DAVID R JEFFERSON CONTROLLER, UVAHPI 131761 0 26700 0 8712 0 19813 0 29829 0 216815 0 0 0 PART I, LINE 3 COMPENSATION PACKAGE MUST BE COMPETITIVE WITH SIMILAR POSITIONS IN THE INDUSTRY IN ORDER TO ATTRACT AND RETAIN EXECUTIVE TALENT. THE AUDIT AND FINANCE COMMITTEE (THE COMMITTEE) OF THE UVA FOUNDATION BOARD OF DIRECTORS IS RESPONSIBLE FOR OVERSIGHT AND ADMINISTRATION OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PROGRAM. THE COMMITTEE RECOMMENDS A COMPENSATION PROGRAM FOR THE CEO TO THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS FOR APPROVAL. PART I, LINE 4B JAMES E. RYAN, JENNIFER W. DAVIS, AND MARK M. LUELLEN PARTICIPATED IN A SUPPLEMENTAL, NONQUALIFIED RETIREMENT PLAN UNDER IRC SECTION 415(M), WHICH IS SPONSORED BY THE UNIVERSITY OF VIRGINIA. AMOUNTS DEFERRED UNDER THE AGREEMENT ARE REPORTED IN COLUMN C, RETIREMENT AND OTHER DEFERRED COMPENSATION. A VIRGINIA SMALL BUSINESS FINANCING AUTHORITY 541300845 2010-12-21 15000000 BUILDING PROJECT 0 0 0 A 10384823 15000000 74250 14925750 2012 0 1 1 1 A 0 0 0 0 0.00000 0.00000 0.00000 0 0 0 A 0 0 0 1 0 0 0 0 1 A 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: VIRGINIA SMALL BUSINESS FINANCING AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 10/17/2013 FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS REVIEWED BY THE FOUNDATION'S AUDIT AND FINANCE COMMITTEE UPON ITS COMPLETION. THIS COMMITTEE BRIEFS THE FULL BOARD OF THE FOUNDATION AT THE NEXT REGULARLY SCHEDULED MEETING. THE BOARD IS OFFERED A FINAL VERSION OF FORM 990. THE FORM IS FILED AND MADE AVAILABLE FOR PUBLIC INSPECTION AT THE FOUNDATION'S OFFICE. FORM 990, PART VI, SECTION B, LINE 12C FOLLOWING APPOINTMENT TO OFFICE, OR APPOINTMENT TO THE FOUNDATION STAFF, DIRECTORS, OFFICERS AND EMPLOYEES OF THE FOUNDATION SHALL BE INFORMED OF THE CONFLICT OF INTEREST POLICY. ON AN ANNUAL BASIS, EACH DIRECTOR AND OFFICER SHALL CERTIFY IN WRITING TO THE BOARD OF DIRECTORS AND EMPLOYEES TO THE CHIEF EXECUTIVE OFFICER THAT, TO THE BEST OF HIS/HER KNOWLEDGE AND BELIEF, HE/SHE HAS ACTED IN COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY. THE CHIEF EXECUTIVE OFFICER SHALL BE RESPONSIBLE FOR DISSEMINATION OF THE POLICY, THE COMPLETION OF THE ANNUAL CERTIFICATIONS, AND REPORTING NON-COMPLIANCE TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMPENSATION PROGRAM AT THE UNIVERSITY OF VIRGINIA FOUNDATION (FOUNDATION) IS DESIGNED TO ALIGN THE INTERESTS OF EXECUTIVE OFFICERS WITH THEIR PERFORMANCE. THIS PROGRAM IS BASED ON A PHILOSOPHY THAT THE TOTAL COMPENSATION PACKAGE MUST BE COMPETITIVE WITH SIMILAR POSITIONS IN THE INDUSTRY IN ORDER TO ATTRACT AND RETAIN EXECUTIVE TALENT. THE AUDIT AND FINANCE COMMITTEE (THE COMMITTEE) OF THE UVA FOUNDATION BOARD OF DIRECTORS IS RESPONSIBLE FOR OVERSIGHT AND ADMINISTRATION OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PROGRAM. THE COMMITTEE RECOMMENDS A COMPENSATION PROGRAM FOR THE CEO TO THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS FOR APPROVAL. THE CEO DETERMINES COMPENSATION FOR ALL MANAGEMENT PERSONNEL UNDER HIS/HER SUPERVISION. ANNUALLY, THE CEO SUBMITS TO THE COMMITTEE, A SUMMARY OF TOP MANAGEMENT COMPENSATION. THE FOUNDATION ENGAGES OUTSIDE COMPENSATION EXPERTS/CONSULTANTS, ON A BIANNUAL BASIS, TO ASSIST IN EVALUATING AND DETERMINING APPROPRIATE COMPENSATION LEVELS FOR MANAGEMENT PERSONNEL. BASE SALARIES ARE BENCHMARKED AGAINST SALARIES PAID TO OFFICERS IN COMPARABLE, HIGH-PERFORMING COMPANIES WITH COMPARABLE RESPONSIBILITIES. BASE SALARIES ARE ESTABLISHED BY UTILIZING INFORMATION FROM GENERAL INDUSTRY SURVEYS, CONSULTANTS AND THE MARKETPLACE. THE FOUNDATION'S INCENTIVE PLANS CREATE A DIRECT LINK BETWEEN PAY AND PERFORMANCE. ANNUAL INCENTIVE AWARDS ARE DEPENDENT UPON THE EXECUTIVE'S, AND FOUNDATION'S, PERFORMANCE AGAINST ESTABLISHED OBJECTIVES. FORM 990, PART VI, SECTION C, LINE 18 THE FOUNDATION'S 1023, 990 AND 990-T ARE MADE AVAILABLE FOR PUBLIC INSPECTION AT THE FOUNDATION'S OFFICES. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS CAN BE DISTRIBUTED TO THE PUBLIC UPON REQUEST. HOWEVER, REQUESTS ARE SUBJECT TO THE APPROVAL OF THE CHIEF EXECUTIVE OFFICER AND THE FOUNDATION'S CONSIDERATION OF THE INTENDED USE OF THE REQUESTED DOCUMENTS. ALL SUCH REQUESTS ARE DIRECTED TO UVA AND THE OFFICE OF PUBLIC AFFAIRS. FORM 990, PART XI, LINE 9: BOOK ADJUSTMENT - GAIN ON SWAP AGREEMENT -251,971. INCOME FROM SUBSIDIARIES -840,172. FORM 990, PART XII, QUESTION 2C: RESPONSIBILITY FOR AUDIT OVERSIGHT AND SELECTION OF INDEPENDENT ACCOUNTANT: THE FOUNDATION'S BOARD OF DIRECTORS HAS AN AUDIT AND FINANCE COMMITTEE THAT IS RESPONSIBLE FOR SELECTION AND RETENTION OF THE INDEPENDENT AUDITORS. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEARS. THE AUDITED FINANCIAL STATEMENTS ARE REVIEWED BY THE FOUNDATION'S AUDIT AND FINANCE COMMITTEE UPON ITS COMPLETION. THIS COMMITTEE BRIEFS THE FULL BOARD OF THE FOUNDATION AT THE NEXT REGULARLY SCHEDULED MEETING. UNIVERSITY OF VIRGINIA PO BOX 400160 CHARLOTTESVILLE VA 229044160 546001796 EDUCATIONAL INSTITUTION VA 170(B)(1)(A)(VI) LINE 2 0 UNIVERSITY OF VIRGINIA HOST PROPERTIES INC 200 EDNAM DRIVE CHARLOTTESVILLE VA 22903 541089937 SPA, HOTEL AND SPORTS CLUB VA C 424351 62618335 1.00000 1 HISTORIC RENOVATION CORPORATION ONE BOARS HEAD POINTE CHARLOTTESVILLE VA 22903 541264273 REAL ESTATE MANAGEMENT VA C -2749 15812 1.00000 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 1 UNIVERSITY OF VIRGINIA HOST PROPERTIES INC J 188329 FMV UNIVERSITY OF VIRGINIA HOST PROPERTIES INC S 1512398 FMV UNIVERSITY OF VIRGINIA HOST PROPERTIES INC R 848539 FMV HISTORIC RENOVATION CORPORATION S 285000 FMV