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September 7, 2012

REGULAR MEETING OF THE BOARD OF TRUSTEES OF WESTERN CAROLINA UNIVERSITY
Room 510, H.F. Robinson Building
September 7, 2012

The Board of Trustees of Western Carolina University met in regular session on September 7, 2012 in Room 510 of the H.F. Robinson Building. The meeting was called to order at 9:30 a.m. by Chair MacNeill.

ATTENDANCE

The following members of the Board were present: Mrs. MacNeill, Mrs. Williams (by phone), Mr. Townsend, Mr. Metcalf, Mr. Forsyth, Mrs. Battle, Mrs. Kaemmerling, Ms. Saunooke, Mrs. Coward, Mr. Little, Mrs. Wellmon, and Ms. Page.

The following members of the Board were absent: Mr. Broadwell.

Others present: Chancellor Belcher; Dr. Brenton, Provost; Mrs. Lynch, Chief of Staff; Vice Chancellors Edwards, Metcalf, and Miller; Mr. Eaton, Athletic Director; Ms. Lochner, General Counsel; Mr. Fowler, CIO; Mr. Browning, Legal Counsel; Dr. Herzog, Faculty Senate Chair; Mr. Bradshaw, Foundation Board Chair; Mr. Hudson, Alumni Association President; Mr. Studenc, Senior Director of News Services; Mrs. Wong, Human Resources Director; Ms. Woody, Budget Officer; Ms. Ellison, Sylva Herald; Ms. Bowling, Smoky Mountain News; Mrs. Ashe, Administrative Assistant; and Ms. Welch, Assistant Secretary to the Board.

ELECTION OF OFFICERS

Mrs. MacNeill called for nominations for Chair of the Board. Mr. Little nominated Joan MacNeill for Chair of the Board of Trustees. Mr. Forsyth seconded the motion and moved that the nominations be closed and that Mrs. MacNeill be elected by acclamation. Mrs. MacNeill was elected Chair of the Board of Trustees by acclamation.

Mrs. MacNeill called for nominations for Vice Chair of the Board. Mr. Little nominated Teresa Williams as Vice Chair of the Board of Trustees. Mr. Townsend seconded the motion and moved that the nominations be closed and that Mrs. Williams be elected by acclamation. Mrs. Williams was elected Vice Chair of the Board of Trustees by acclamation.

Mrs. MacNeill called for nominations for Secretary of the Board. Mrs. Battle nominated Ed Broadwell as Secretary of the Board of Trustees. Mr. Forsyth seconded the motion and moved that the nominations be closed and that Mr. Broadwell be elected by acclamation. Mr. Broadwell was elected Secretary of the Board of Trustees by acclamation.

Mrs. MacNeill commented on behalf of the officers that they appreciate the Board’s support.

ETHICS STATEMENT

Mrs. MacNeill read the following: “As Chair of the Board of Trustees, it is my responsibility to remind all members of the Board of their duty under the State Government Ethics Act to avoid conflicts of interest and appearances of conflict of interest as required by this Act. Each member has received the agenda and related information for this Board of Trustees’ meeting. If any Board member knows of any conflict of interest or appearance of conflict with respect to any matter coming before the Board of Trustees at this meeting, the conflict or appearance of conflict should be identified at this time.”

There were no conflicts disclosed.

APPROVAL OF MINUTES

Mr. Forsyth moved that the minutes of the June 8, 2012 regular meeting and the minutes of the July 19, 2012 telephone meeting of the Executive Committee be approved. Mrs. Battle seconded the motion, and it was approved unanimously.

ELECTION OF ENDOWMENT BOARD MEMBER

Mrs. MacNeill made a motion to approve Mr. Little for a 3-year term on the Endowment Board. Mrs. Williams seconded the motion, and it was approved unanimously.

CLOSED SESSION

Mr. Metcalf moved that the Board go into closed session to consult with our attorney to protect the attorney-client privilege to discuss a legal issue; and to consider and give instructions concerning existing lawsuits titled Henry Malcolm Smalls v. Smith, et al; Don Jensen v. McMahan, et al; John Patterson v. Zhang, et al; and John Patterson v. Western Carolina University; and to establish or instruct the staff or agent concerning the negotiation of the price and terms of a contract concerning the acquisition of real property; and to consider the qualifications, competence, performance, character, fitness, conditions of appointment, or conditions of initial appointment, of a public officer or employee or prospective public officer or employee. Mr. Townsend seconded the motion, and it was approved unanimously.

Dr. Belcher asked Ms. Lochner, Mr. Browning, Mr. Edwards, Mr. Eaton, and Dr. Brenton to stay for the closed session.

RETURN TO OPEN SESSION

Mr. Little moved that the Board return to open session. Mr. Forsyth seconded the motion, and it was approved unanimously.

REPORT OF THE ACADEMIC AFFAIRS AND PERSONNEL COMMITTEE

Mr. Metcalf moved on behalf of the committee to accept the recommendations discussed in closed session regarding the individual for tenure. The motion was approved unanimously. (TENURE INFORMATION ON FILE WITH MINUTES MATERIALS IN TAB C-2a AND TAB C-2b.)

Mr. Metcalf moved on behalf of the committee to accept recommendations on three individual employment contracts discussed in closed session. The motion was approved unanimously. (CONTRACTS ON FILE WITH MINUTES MATERIALS IN TAB C-3a, TAB C-3b, AND TAB C-3c)

Mr. Metcalf stated that Ms. Wong reported on a number of issues relative to compensation and other issues for employees. Mr. Metcalf asked Dr. Brenton to brief the Board on student retention.

REPORT OF THE ADMINISTRATION, GOVERNANCE AND TRUSTEESHIP COMMITTEE

Mrs. Kaemmerling moved on behalf of the committee to approve the proposed revisions to the WCU Foundation By-Laws. This is needed in order to reflect the recent administrative change which places the Office of Development in the Chancellor’s Division. The Associate Vice Chancellor for Development will now hold the office of Executive Secretary of the Corporation. It was approved unanimously. (REVISIONS TO WCU FOUNDATION BY-LAWS ON FILE WITH MINUTES MATERIALS IN TAB D-3)

Mrs. Kaemmerling reported that qualifications and qualities for potential new trustees were discussed.

Mrs. Kaemmerling asked Ms. Page to update the Board on the Student Government Association (SGA REPORT ON FILE WITH MINUTES MATERIALS).

REPORT OF THE FINANCE AND AUDIT COMMITTEE

Mrs. Coward stated that we have the opportunity to write off student accounts greater than $1,000.00. The General Administration FIT Standard V1.8 states that past due student accounts should be written off when all collection procedures, including referral of the debt to a collection agency, have been conducted without results and management determines the student account to be uncollectable. WCU’s policy states that write-off’s of balances greater than $1,000.00 require Board of Trustees approval. The University has not written off any accounts since 1997. Although these amounts will be removed from the financial statements, the University will continue collection efforts. Mrs. Coward recommended on behalf of the committee to approve the write-off of student accounts greater than $1,000.00 totaling $217,047.07. It was approved unanimously. (WRITE-OFF INFORMATION ON FILE WITH MINUTES MATERIALS IN TAB E-3)

Mrs. Coward stated that the Internal Auditor presented the audit plan for 2012-2013 for approval. Audits for this year will include financial audits, informational system audits, audits of internal controls, performance/operational audits, and follow-up audits on previous audit activity. Mrs. Coward moved on behalf of the committee to approve the 2012-2013 Internal Audit Plan as presented. It was approved unanimously. (AUDIT PLAN ON FILE WITH MINUTES MATERIALS IN TAB E-4)

Ms. Coward gave a 2012-2013 budget update. She stated that the local tuition and catch-up tuition generated $3.3 million dollars of which 25% was dedicated to financial aid and 5% was dedicated to merit based aid. Ms. Coward also stated that the $2.4 million left will be used for academic purposes. The allocation to WCU for enrollment growth funding was $457,497.00.

Mrs. Coward mentioned that the Legislature funded a 1.2% salary increase and 40 hours of bonus leave for all SPA employees. The Legislature also funded 1.2% of our EPA salary base. The University, given its flexibility with EPA employees, chose to reward all EPA employees the 1.2% increase along with the potential of a merit increase from a pool of institutional funds totaling .5% of the salary base.

Mrs. Coward provided the Board an update on the two major capital projects under construction, the Health and Human Sciences building and Harrill Hall.

Mrs. Coward reportedon the results of an efficiency review conducted by the Office of State Budget and Management and General Administration. One of the areas of review included the Internal Audit function. The recommendation from that study is that eight campus internal audit offices would remain intact while ten, including WCU, would be consolidated into a common pool reporting to GA. The ten offices would retain current staff on individual campuses. Leadership of the centralized audit function would be provided by two audit managers divided into regions for administrative and management purposes. The two audit managers would report to a Director for Internal Audit who would oversee the implementation and operations of the centralized model as well as coordinate internal audit functions statewide to assist independent offices as needed.

COMMENTS FROM CHAIR MACNEILL

Mrs. MacNeill stated that the Belcher recital was an incredible treat. She welcomed Caden Painter, Staff Senate Chair and Mary Jean Herzog, Faculty Senate Chair. She reported that the first football game was great and there was a lot of enthusiasm. She reported that the Board of Trustees retreat will be November 1 and 2. She asked that everyone make an effort to attend. She also mentioned that the Endowment Committee and the Finance Committee of the Foundation will be having a joint meeting in October.

COMMENTS FROM CHANCELLOR BELCHER

Dr. Belcher reported on the current status of the budget, including the use of local tuition. We did not receive all the enrollment growth money we thought we would get. Eliminating our structural deficit is a top priority for the University. It is now time for the expansion and capital budget requests. Discussion of budget issues followed.

Dr. Belcher asked Dr. Miller to update the Board on enrollment. He reported that the total enrollment is at 9,608, with 1,551 new freshmen. Student credit hours are up by 4,000. Dr. Miller stated that we had the third highest total enrollment gain in the system on a percentage basis. We are third in total freshmen in the system.

Dr. Belcher asked Dr. Brenton to give a brief report on her plans for the year. She reported that one of the efforts she will be working on is enrollment management. She will also be conducting leadership searches this year. She will be working on a Leadership Academy this year.

Dr. Belcher assured the Board that work is moving forward on our Strategic Plan. The agenda for the University is now aligned with the Plan. He has asked for a review of organizational structures on campus and a campus master planning effort. There will be a regionalism conference on our campus.

Dr. Belcher asked Mrs. MacNeill to explain the Millennial Initiative Committee’s process. Mrs. MacNeill stated that they have presented a final report to the Chancellor. The report is on our website. The heart of this report is the importance of the public-private partnerships potential. She encouraged everyone to read the report before the retreat.

COMMENTS FROM THE FOUNDATION BOARD CHAIR

Mr. Bradshaw updated the Board on the Foundation Board. (FOUNDATION BOARD REPORT ON FILE WITH MINUTES MATERIALS).

COMMENTS FROM THE FACULTY SENATE CHAIR

Dr. Herzog updated the Board on the Faculty Senate. (FACULTY SENATE REPORT ON FILE WITH MINUTES MATERIALS).

COMMENTS FROM THE STAFF SENATE CHAIR

Mr. Painter updated the Board on the Staff Senate. (STAFF SENATE REPORT ON FILE WITH MINUTES MATERIALS).

COMMENTS FROM THE ALUMNI ASSOCIATION PRESIDENT

Mr. Hudson updated the Board on the Alumni Association. (ALUMNI ASSOCIATION REPORT ON FILE WITH MINUTES MATERIALS).

ADJOURNMENT

There being no further business, Ms. Page moved to adjourn. Mrs. Battle seconded the motion. The meeting was adjourned at 12:35 p.m.

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