report to the board of governors subject american...

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REPORT TO THE BOARD OF GOVERNORS SUBJECT AMERICAN FOUNDATION FOR UBC – ANNUAL GENERAL MEETING MEETING DATE DECEMBER 2, 2014 APPROVED FOR SUBMISSION Forwarded to the Board of Governors on the Recommendation of the President Arvind Gupta, President and Vice-Chancellor Presented By Barbara Miles, Vice President, Development and Alumni Engagement Ian Burgess, Comptroller Heather McCaw, Associate Vice President, Development Report Date November 10, 2014 DECISION REQUESTED IT IS HEREBY REQUESTED that the UBC Board of Governors approve EXECUTIVE SUMMARY The American Foundation for UBC has a single class of Members which is made up of Members of the Board of Governors of UBC. The Members conduct the Annual General Meeting of the American Foundation for UBC. At any meeting of the Members a quorum shall consist of a majority of the Members. Decisions shall be made by a majority of those members present. The Agenda for the AGM is attached. According to the Bylaws of the American Foundation for UBC, the Members, being the Members of the Board of Governors of UBC, shall conduct an Annual General Meeting for the Foundation. The current convention of the UBC Board of Governors is to hold the AGM for the American Foundation at their December meeting. Agenda Item #5.1 Minutes of the Annual Meeting of the American Foundation for UBC held on November 26, 2013, • American Foundation for UBC Financial Statements for the fiscal year ending March 31, 2014, • The reappointment of Mr. Robert E. Ward as Member and Director of the American Foundation for a second three-year term to November 1, 2017; and, • The reappointment of Mr. Aleksey Novicov as Member and Director of the American Foundation for a second three year term to November 1, 2017.

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Page 1: REPORT TO THE BOARD OF GOVERNORS SUBJECT AMERICAN ...bog2.sites.olt.ubc.ca/files/2014/11/5.1_2014.11... · The reappointment of Ms. Heather McCaw for a three-year term, to expire

REPORT TO THE BOARD OF GOVERNORS

SUBJECT AMERICAN FOUNDATION FOR UBC – ANNUAL GENERAL MEETING

MEETING DATE DECEMBER 2, 2014

APPROVED FOR SUBMISSION

Forwarded to the Board of Governors on the Recommendation of the President

Arvind Gupta, President and Vice-Chancellor

Presented By Barbara Miles, Vice President, Development and Alumni Engagement

Ian Burgess, Comptroller

Heather McCaw, Associate Vice President, Development

Report Date November 10, 2014

DECISION REQUESTED IT IS HEREBY REQUESTED that the UBC Board of Governors approve

EXECUTIVE SUMMARY

The American Foundation for UBC has a single class of Members which is made up of Members of the Board of Governors of UBC.

The Members conduct the Annual General Meeting of the American Foundation for UBC.

At any meeting of the Members a quorum shall consist of a majority of the Members. Decisions shall be made by a majority of those members present.

The Agenda for the AGM is attached.

According to the Bylaws of the American Foundation for UBC, the Members, being the Members of the Board of Governors of UBC, shall conduct an Annual General Meeting for the Foundation.

The current convention of the UBC Board of Governors is to hold the AGM for the American Foundation at their December meeting.

Agenda Item #5.1

• Minutes of the Annual Meeting of the American Foundation for UBC held on November 26, 2013,• American Foundation for UBC Financial Statements for the fiscal year ending March 31, 2014,• The reappointment of Mr. Robert E. Ward as Member and Director of the American Foundation for a second three-year term to November 1, 2017; and,• The reappointment of Mr. Aleksey Novicov as Member and Director of the American Foundation for a second three year term to November 1, 2017.

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The request is part of the ongoing business of the Board. Conducting the AGM for the American Foundation is within the statutory powers of the University and is provided for under the Bylaws of the American Foundation for UBC.

The American Foundation for the University of British Columbia requires a quorum of the Members of the UBC Board of Governors to appoint the Directors of the American Foundation and to approve its Financial Statements.

The Development Office will circulate the minutes of the meeting to the Directors of the American Foundation for UBC.

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Place and Promise COMMITMENT(s)

As one of the world’s leading universities, The University of British Columbia creates an exceptional learning environment that fosters global citizenship, advances a civil and sustainable society, and supports outstanding research to serve the people of British Columbia, Canada and the world.

Place and Promise ACTION(s)

The University’s core commitments are to student learning, research excellence and community engagement. The remaining commitments have been chosen t support UBC’s core mission, capitalize on strengths and focus attention on where the University most needs to grow.

Attachments:

1. Agenda2. Minutes3. Financial Statements

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Biography – Robert E. Ward

Robert E. Ward has practiced as a tax lawyer for 30 years and is the sole shareholder of Robert E. Ward and Associates, a firm of tax lawyers with offices in Bethesda, Maryland and, since June 2007, in Vancouver. The firm provides tax, business, and estate planning services and represents taxpayers before the Internal Revenue Service and the United States Tax Court. The firm also assists clients in establishing foreign asset protection trusts, public and private tax-exempt charitable organizations, and business entities. Working with Canadian legal counsel and tax advisors, the firm offers these same services for individuals and businesses residing in Canada who acquire U.S. assets or engage in U.S. investment and business activities.

Mr. Ward is licensed as a Practitioner of Foreign Law by the Law Society of British Columbia and is a member of the Estate Planning Council of Vancouver.

In addition to practicing law full-time, Mr. Ward is an adjunct faculty member at George Mason University School of Law in Arlington, Virginia.

He is a graduate of Northwestern University (B.A.), University of Santa Clara School of Law (J.D.), and Boston University School of Law (LL.M. Taxation).

Mr. Ward resides in Columbia, Maryland.

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Biography – Aleksey Novicov

Mr. Aleksey Novicov has been involved in the Engineering and Product Development fields for over twenty five years including: Director of Server Systems, Home Mobility Solutions at Motorola Inc.; Director of Server Engineering, Tapwave Inc.; Vice President, Systems Architecture, Gemstar eBook Group; Director of Engineering, Global Village Communication.

Aleksey received his MS in Mechanical Engineering, specializing in control systems and product design, from Leland Stanford Junior University in 1984. He was part of the management team for the Turning Point youth mentoring program at Alum Rock Counselling Center in San Jose, CA from 1994 to 1999.

Aleksey is a UBC graduate, BASc (Honours) in Mechanical Engineering, 1981, a recipient of the Letson Prize at UBC (graduated top of 1981 Mechanical Engineering class), and a recipient of an NSERC Scholarship. He established the Novicov Scholarship in Engineering at UBC in 2006 and is currently principle owner of Yodel Code LLC, a mobile software development company.

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THE AMERICAN FOUNDATION FORTHE UNIVERSITY OF BRITISH COLUMBIA

ANNUAL GENERAL MEETING

Tuesday, December 2, 2014

AGENDA

1. Acknowledgement that a quorum is present.

2. Approval of Minutes of last Annual General Meeting held on Nov 26, 2013.

3. Approval of the American Foundation financial statements for the fiscal yearending March 31, 2014.

4. Re-appointment of Directors:

Mr. Robert Ward - re-appointment for a second three year term untilNovember 1, 2017. Mr. Ward has consented to this appointment.

Mr. Aleksey Novicov - re-appointment for a second three year term untilNovember 1, 2017. Mr. Novicov has consented to this appointment.

5. Other Business.

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The University of British Columbia BOARD OF GOVERNORS

MINUTES

In Attendance: Board Members Administration

Chancellor Sarah Morgan-Silvester Board Chair Theresa Arsenault President Stephen Toope Ms. Shannon Dunn Ms. Anne-Marie Fenger Mr. Robert Fung Dr. Nassif Ghoussoub Dr. Maureen Howe Dr. Richard Johnston Dr. Gerry Karr Mr. Jason McLean Mr. Douglas Mitchell Mr. John Montalbano Mr. Matt Parson Mr. Greg Peet Mr. Michael Silley Dr. Michael Treschow Mr. Curtis Tse

Dr. Deborah Buszard Dr. Louise Cowin Dr. David Farrar Dr. John Hepburn Mr. Hubert Lai Ms. Barbara Miles Mr. Pierre Ouillet

Board Secretary Ms. Reny Kahlon

Regrets: Ms. Alice Laberge

Tuesday, November 26, 2013 1:00 p.m. – 4:30 p.m.

Vancouver Campus Walter Gage Towers

Isabel MacInnes Ballroom 5959 Student Union Boulevard

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MIN-BG-2013.11.26 Board of Governors November 26, 2013

8. OTHER

8.1 American Foundation for UBC Annual General Meeting 1. Call to Order

The Chair called the 2013 Annual General Meeting to order.

2. Approval of Minutes

The following resolution was moved and seconded:

IT IS HEREBY RESOLVED that the Board of Governors of the American Foundation for UBC approves the Minutes of the December 4, 2012 Annual General Meeting of the American Foundation for The University of British Columbia.

CARRIED 3. Approval of Financial Statements

The following resolution was moved and seconded:

IT IS HEREBY RESOLVED that the Board of Governors of the American Foundation for UBC approves the Financial Statements of the American Foundation for The University of British Columbia, fiscal year ended March 31, 2013.

CARRIED 4. Reappointment of Directors

The following resolution was moved and seconded:

IT IS HEREBY RESOLVED that the Board of Governors of the American Foundation approves:

a. The reappointment of Mr. Philip Chown for a three-year term, to expireOctober 7, 2016; and,

b. The reappointment of Ms. Heather McCaw for a three-year term, to expireNovember 23, 2016.

CARRIED 5. Other Business

There was no other business.

Adjournment

The following resolution was moved:

IT IS HEREBY RESOLVED that the Annual General Meeting of the American Foundation for The University of British Columbia is adjourned.

CARRIED

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FOR THE UNIVERSITY OF BRITISH COLUMBIATHE AMERICAN FOUNDATION

FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2014

(in US dollars)

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Page

Statement of Management Responsibility 1

Auditor's Report 2-3

Statement of Financial Position 4

Statement of Operations and Changes in Net Assets 5

Statement of Cash Flows 6

Statement of Remeasurement Gains and Losses 7

Notes to Financial Statements 8-11

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KPMG LLP Chartered Accountants Metrotower II Suite 2400 – 4720 Kingsway Burnaby BC V5H 4N2 Canada

Telephone (604) 527-3600 Fax (604) 527-3636Internet www.kpmg.ca

INDEPENDENT AUDITORS’ REPORT

To the Members of the Board of Directors of the American Foundation for the University of British Columbia

We have audited the accompanying financial statements of the American Foundation for the University of British Columbia, which comprise the statement of financial position as at March 31, 2014, the statements of operations and changes in net assets, remeasurement gains and losses, and cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with Canadian public sector accounting standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

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Opinion In our opinion, the financial statements present fairly, in all material respects, the financial position of the American Foundation for the University of British Columbia as at March 31, 2014, its results of operations and changes in net assets, its remeasurement gains and losses, and its cash flows for the year then ended in accordance with Canadian public sector accounting standards.

Chartered Accountants

October 16, 2014

Burnaby, Canada

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THE AMERICAN FOUNDATIONFOR THE UNIVERSITY OF BRITISH COLUMBIA

STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETSYEAR ENDED MARCH 31

(in US dollars)

5

2014 2013

RevenueDonations $ 1,443,949 $ 1,709,497 Transfers from the University of British Columbia (Note 5) 5,089 7,000 Investment income (loss) 394 64

1,449,432 1,716,561

ExpensesTransfers to the University of British Columbia (Note 5) 1,444,343 1,710,196 Professional fees 5,089 7,000 Miscellaneous 124 334

1,449,556 1,717,530

Deficiency of revenue over expenses (124) (969) Net assets, beginning of year 8,736 9,705

Net assets, end of year $ 8,612 $ 8,736

(See accompanying notes to the financial statements)

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THE AMERICAN FOUNDATIONFOR THE UNIVERSITY OF BRITISH COLUMBIA

STATEMENT OF CASH FLOWSYEAR ENDED MARCH 31

(in US dollars)

6

2014 2013

Cash provided from (used for):

Operating activities:Deficiency of revenue over expenses $ (124) $ (969)

Changes in:Accounts receivable 2,000 (7,000) Accounts payable (2,000) 7,000 Due to/from the University of British Columbia (7,275) (48,125)

(7,275) (48,125)

Decrease in cash (7,399) (49,094)

Cash, beginning of year 21,233 70,327

Cash, end of year $ 13,834 $ 21,233

(See accompanying notes to the financial statements)

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THE AMERICAN FOUNDATIONFOR THE UNIVERSITY OF BRITISH COLUMBIA

STATEMENT OF REMEASUREMENT GAINS AND LOSSESYEAR ENDED MARCH 31

(in US dollars)

7

2014 2013

Accumulated remeasurement gains, beginning of year $ 838 -

Unrealized gains generated during the year from:Equity investments quoted in active market 1,112 838

Net remeasurement gains for the year 1,112 838

Accumulated remeasurement gains, end of year $ 1,950 838

(See accompanying notes to the financial statements)

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THE AMERICAN FOUNDATION FOR THE UNIVERSITY OF BRITISH COLUMBIA NOTES TO FINANCIAL STATEMENTS

YEAR ENDED MARCH 31, 2014 (in US dollars)

1. Operations

The American Foundation for the University of British Columbia (The Foundation) was established as a corporation in 1987 in the District of Columbia under the Non-Profit Corporation Act. Its purpose is to develop public awareness of The University of British Columbia (the University) in the United States, and to encourage financial support for the University and its programs.

2. Significant Accounting Policies

These financial statements have been prepared by management in accordance with Canadian Public Sector Accounting Standards including the 4200 standards for government not-for-profit organizations.

a) Revenue Recognition The Foundation follows the restricted fund method of accounting for contributions which includes donations. The Foundation currently has one fund, the General Purpose Fund. Unrestricted contributions including general donations are reported in this Fund. The donations are recognized when received or when receivable if the amount to be received can be reasonably estimated and collection is reasonably assured. Restricted contributions are also reported in this Fund in accordance with the deferral method. The fund balance represents net assets that are not subject to externally imposed restrictions. Donations arising from bequests are recognized at the time the assets are distributed to the Foundation by the Executor.

b) Gifts-in-kind

Gifts-in-kind include works of art and securities. Works of art are not recorded in the financial statements. Securities are recorded in the financial statements, and are valued as described in (d) below.

c) Investment Income

Investment income includes interest, realized gains or losses on the sale of investments and dividends as declared. Investment income is recorded on an accrual basis.

d) Financial Instruments

Financial instruments are recorded at fair value on initial recognition. Derivative instruments and equity instruments that are quoted in an active market are reported at fair value. All other financial instruments are subsequently recorded at cost or amortized cost unless management has elected to carry the instruments at fair value. Unrealized changes in fair value are recognized in the statement of remeasurement gains and losses until they are realized, when they are transferred to the statement of operations. Transaction costs incurred on the acquisition of financial instruments measured subsequently at fair values are expensed as incurred. All other financial instruments

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THE AMERICAN FOUNDATION FOR THE UNIVERSITY OF BRITISH COLUMBIA NOTES TO FINANCIAL STATEMENTS

YEAR ENDED MARCH 31, 2014 (in US dollars)

are adjusted by transaction costs incurred on acquisition and financing costs, which are amortized using the straight-line method.

All financial assets are assessed for impairment on an annual basis. When a decline is determined to be other than temporary, the amount of the loss is reported in the statement of operations and any unrealized gain is adjusted through the statement of remeasurement gains and losses.

When the asset is sold, the unrealized gains and losses previously recognized in the statement of remeasurement gains and losses are reversed and recognized in the statement of operations.

The Standards require an organization to classify fair value measurements using a fair value hierarchy, which includes three levels of information that may be used to measure fair value:

• Level 1 – Unadjusted quoted market prices in active markets for identicalassets or liabilities;

• Level 2 – Observable or corroborated inputs, other than level 1, such asquoted prices for similar assets or liabilities in inactive markets or marketdata for substantially the full term of the assets or liabilities; and

• Level 3 – Unobservable inputs that are supported by little or no marketactivity and that are significant to the fair value of the assets and liabilities.

e) Use of Estimates

The preparation of the financial statements requires management to make estimatesand assumptions that affect the reported amounts of assets and liabilities anddisclosure of contingent assets and liabilities at the date of the financial statementsand the reported amounts of revenue and expenses during the year. Significantareas requiring use of management estimates relate to valuation of financialinstruments and provisions for contingencies. Actual results could differ from theseestimates.

3. Investments

The Foundation holds the following investments:

At March 31, 2014 the Foundation holds 170.745 units (March 31, 2013 - 170.745 units) of the fund.

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THE AMERICAN FOUNDATION FOR THE UNIVERSITY OF BRITISH COLUMBIA NOTES TO FINANCIAL STATEMENTS

YEAR ENDED MARCH 31, 2014 (in US dollars)

4. Due to University of British Columbia

The amount payable to the University of British Columbia represents grants made to the University but unpaid at year end. The amount payable is unsecured, non-interest-bearing and has no fixed terms of payment.

5. Related Party

The University is a related party to the Foundation. Related party transactions for the 2014 fiscal year include funding of $1,444,343 (2013 - $1,710,196) provided to the University and a transfer of $5,089 (2013 - $7,000) from the University.

6. Financial Risks and Concentration of Credit Risk

a) Credit risk:

Credit risk refers to the risk that a counterparty may default on its contractual obligations resulting in a financial loss. The Foundation is exposed to credit risk with respect to accounts receivable, cash and investments.

The Foundation assesses accounts receivable on a continuous basis, and provides for any amounts that are not collectible in the allowance for doubtful accounts. The maximum exposure to credit risk of the Foundation at March 31, 2014 is the carrying value of these assets.

The carrying amount of accounts receivable is valued with consideration for an allowance for doubtful accounts. The amount of any related impairment loss is recognized in the income statement. Subsequent recoveries of impairment losses related to accounts receivable are credited to the income statement. The balance for doubtful accounts at March 31, 2014 is nil.

There have been no significant changes to the credit risk exposure from 2013.

b) Liquidity risk:

Liquidity risk is the risk that the Foundation will be unable to fulfill its obligations on a timely basis or at a reasonable cost. The fund manages its liquidity risk by monitoring its operating requirements.

Accounts payable and accrued liabilities are generally due 60 days of receipt of an invoice.

There have been no significant changes to the liquidity risk exposure from 2013.

c) Market risk:

Market risk is the risk that changes in market prices, such as foreign exchange rates or interest rates will affect the Foundation’s income or the value of its holdings of financial instruments. The objective of market risk management is to control market risk exposures within acceptable parameters while optimizing return on investment.

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THE AMERICAN FOUNDATION FOR THE UNIVERSITY OF BRITISH COLUMBIA NOTES TO FINANCIAL STATEMENTS

YEAR ENDED MARCH 31, 2014 (in US dollars)

Other price risk: the Foundation is exposed to financial risks as a result of equity price fluctuations and the volatility of these prices. There have been no significant changes to the foreign exchange risk exposure from 2013.

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