Relationships with Affiliated Entities
“Affiliated Entity” refers to an organization that has a legal existence separate from an institution within the Oklahoma A&M System, which is formed or operated to support or complement the mission of that institution. Affiliated Entities include foundations, corporations, limited liability companies, trusts, treatment centers, not for profit fundraising entities, and any other organizational form of enterprise. Any Affiliated Entity that is proposed to be created by an existing Affiliated Entity is also covered by this policy. However, for purposes of this policy the definition of Affiliated Entity does not include the Board’s relationship with the OSU Foundation, which is separately addressed in Board Policy 2.19.
- Establishment of an Affiliated Entity
- An Affiliated Entity may only be established by an institution or an existing Affiliated Entity upon approval by the Board of Regents.
- In making its determination, the Board of Regents will review the Affiliated Entity’s purpose, organizational format, scope of activities, and associated risks to the institution.
- Affiliated Entities already in existence as of the date of the adoption of this policy
are exempt from the requirement to obtain prior approval set forth in 2(A) above,
but must still comply with the other provisions of this policy.
All university/college personnel handling monies on behalf of an Affiliated Entity shall be adequately bonded with the amount of the bond and name of the surety being reported to the Board.
- Agreement with the Board of Regents
Each Affiliated Entity of any institution governed by the Board shall have in place a Memorandum of Understanding, Joint Resolution, Development Services Contract or other similar document (hereinafter “Relationship Documents”) with the Board which collectively, at a minimum:
- Summarizes the overall relationship between the Affiliated Entity and the institution and how the Affiliated Entity’s assets, functions, gift administration, or grant-making serve the institution’s mission.
- Identifies specific services provided by the Affiliated Entity, which might include fundraising, gift acceptance and advancement services, records and data management, investment services, real estate projects, or other activities in support of institutional functions and priorities, and any payments or consideration provided to the Affiliated Entity in exchange for such services (precise fees or payments may be documented in separate agreements).
- Describes records, including alumni and donor records, owned either by the institution or the Affiliated Entity, and policies governing the use and sharing of such records. The Relationship Documents should also include language related to the privacy of student information subject to the Family Educational Rights and Privacy Act (FERPA) and include procedures for providing and safeguarding any student information in full compliance with FERPA.
- Defines terms for the Affiliated Entity’s use of the college/university’s name, service
marks, branding, and other proprietary institution property
- Annual Reporting Requirements
Each Affiliated Entity must provide the following information to the institution’s president and to the Board’s Chief Executive Officer and Chief Audit Executive on an annual basis for purposes of distribution to the Board at the Regular Board of Regents Meeting following the completion of audited financial statements or agreed upon procedures:
- A copy of the audited financial statements or agreed upon procedures, as set forth in the Relationship Documents, and such other documents as the Board may require to comply with current Governmental Accounting Standards Board (GASB) regulations on a timetable as determined by the Board. (GASB standards and guidance will be utilized to determine if the Affiliated Entity is included as part of the financial reporting of the institution, and if so, if it is presented as a discrete or blended component unit.)
- A copy of the Affiliated Entity’s Form 990, except for any portion that may be exempt
from disclosure under federal or Internal Revenue Service regulations.
- Compensation from Affiliated Entities to Institutional Employees
Any employee of an institution governed by the Board of Regents must obtain advance approval by the Board for any compensation and/or benefits of any form to be paid by an Affiliated Entity to the employee. Each institution shall inform appropriate employees and each Affiliated Entity of the established procedures regarding approval of payments to or for the benefit of an employee of any institution.
- Sunsetting Provisions
- Some affiliated entities may have finite life spans. If it becomes evident during the incorporation process that the Affiliated Entity should have a finite existence, the Affiliated Entity governing board should consider inserting automatic sunset provisions into its governing documents.
- Relationships with each Affiliated Entity may be reviewed in consultation with the Board of Regents, the institution, and the Affiliated Entity to determine if it is appropriate to maintain or terminate the Affiliated Entity status.
- When Affiliated Entity status is terminated, the Affiliated Entity will take appropriate steps to dissolve its existence in accordance with the law, providing the Board of Regents appropriate evidence of such dissolution.
June 22, 2018
March 5, 2021