There are five committees of The Ohio State University Foundation Board. Each committee acts on behalf of the board in the intervals between meetings to execute the work of the board. Each committee is comprised of Foundation Board elected and ex-officio directors, and may contain non-Foundation Board members with expertise and interest in the committee assignment.
The Audit Committee shall be responsible for oversight of the integrity of the Foundation’s financial statements and tax return and the Foundation’s compliance with legal and regulatory requirements. The Committee shall make recommendations to the Directors related to the audit and compliance functions of the Foundation and related entity operations. The Committee shall be comprised of no less than three (3) and no more than six (6) Directors. The Committee is expected to meet two (2) times per year.
Members of the Committee shall be considered independent as long as they do not accept any consulting, advisory, or other compensatory fee from the University or Foundation and are not employed by the University, its affiliates, or management. Members of the Committee shall possess general accounting, business, and financial knowledge, including the ability to review and understand financial statements. At least one member, preferably the Chair of the Committee, shall have accounting or financial expertise as determined by the President and Chair based upon such individual’s education, professional certifications, work experience, or other qualifications.
Stephen G. Mehallis
The Development Committee shall assist the Directors, the Board of Trustees, and University staff to plan, develop, implement, and support fundraising and/or campaigns for the benefit of the Foundation and the University. The Committee shall be comprised of no less than three (3) and no more than twenty-five (25) members and shall include at least one (1) Ex Officio Director. The President may from time to time form Development Subcommittees. The Committee is expected to meet four (4) times per year.
a) There shall be a Corporate Advisory Subcommittee reporting through the Development Committee that shall advise University staff on corporate strategies and aid in the identification, cultivation and solicitation of corporate and foundation gifts. The Subcommittee shall be comprised of no less than six (6) members. The Subcommittee is expected to meet two (2) times per year.
b) During campaign periods, the Development Committee may become dormant and may be replaced by a Campaign Committee that shall be responsible for the planning and execution of campaign efforts. The Campaign Committee and any subcommittees may or may not include members of the Development Committee.
Robert H. Schottenstein
Directorship and Nominating Committee
The Directorship and Nominating Committee shall manage the nomination process, recommend individuals to serve as Elected Directors, Officers, and committee members, and review such positions annually. For each annual meeting of the Directors, the Committee shall nominate qualified and eligible individuals for Elected Director positions open for election. Additionally, the Committee shall nominate one qualified individual for each Officer position open for election. Each Officer nominee should be eligible to serve for the term for which he or she is to be elected. The Committee shall prescribe procedures whereby any person who is not a member of the Directorship and Nominating Committee may suggest nominees for consideration of the Committee. The Committee shall be comprised of no less than three (3) and no more than twelve (12) Directors, which shall include the President and the University’s Senior Vice President of Alumni Relations. The Committee is expected to meet four (4) times per year.
Donor Relations Committee
The Donor Relations Committee shall oversee Foundation awards and advise University staff on stewardship strategies including but not limited to donor recognition, reporting, and other experiences. The Committee shall be comprised of no less than three (3) and no more than twelve (12) members. The Committee is expected to meet four (4) times per year.
The Executive Committee shall, subject to the limitations otherwise provided in the Code of Regulations [Code], have the power to act for the Directors between meetings of the Directors and shall have such other authority, power, and duties as provided in the Code or as the Directors may delegate. The Committee shall serve as a liaison to regularly communicate with the Board of Trustees and shall be responsible for overseeing committees of the Directors, reviewing these Regulations, and leading long-term planning for the Directors. The Committee shall be comprised of the following: the President, Chair, Vice Chair(s), Treasurer, Secretary, Immediate Past Chair, President of the University, and Provost of the University, and additional Elected Directors may be appointed by the Chair and President in consultation with the Directors. One Ex Officio Director shall be required to be present to constitute a quorum. Committee membership shall not exceed twelve (12). The President shall serve as Chair of the Committee. The Vice Chair of the Committee shall be the Foundation’s Chair. The Committee is expected to meet five (5) times per year.
Michael C. Eicher