GOVERNANCE COMMITTEE
August 6, 2009
The meeting was called to order at 1:15 p.m. at NE Delta Dental, Concord, NH
Members Present: Connie Roy-Czyzowski, Chair; Claudie Mahar, Richard Heath, Nick
Halias, Walter Peterson, Mark Edelstein, and Richard Gustafson.
1. Approval of the July 23, 2009, Meeting Minutes
VOTE:
The Committee, on motion by Ms Mahar, seconded by Mr. Heath,
voted unanimously to accept the minutes of July 23, 2009, meeting as
presented.
2. Review of Suggested Nominees for Vacant Board Positions
Dr. Gustafson discussed potential candidates to fill the trustee slot to represent the field
of education.
Ms. Mills shared the other names submitted by Board members. The Board Chair will
review the names submitted.
3. Board Self-Evaluation Survey – Review of Draft Report
Chancellor Gustafson explained the updated version of the 2009 self-evaluation memo
that will be presented to the Board at the October meeting.
ACTION: Ms. Mills will resend the self-evaluation memo to committee members
for final review.
4. Standing Committee Structure Change
It was recommended that the Legislative Committee be combined with the Executive
Committee and that two at-large members be added to the committee.
VOTE:
The Committee, on motion of Mr. Heath, seconded by Ms. Mahar, voted
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unanimously to recommend to the full Board to combine the
responsibilities of the Legislative and Government Relations Committee
with the Executive Committee, eliminate the Legislative and Government
Relations Committee and add two members at-large to the Executive
Committee as follows:
A. Executive Committee
There shall be an Executive Committee, which shall consist of the
Board Chairperson, Vice Chairperson, Secretary, Treasurer,
Immediate Past Chair, the Chairpersons of each active Standing
Committee of the Board, and two members at-large as appointed by
the Board Chair. The Chairperson of the Board shall be the
Chairperson of the Committee.
The Executive Committee is authorized and empowered to act
on behalf of and in the name of the Board of Trustees in all
matters requiring Board action between regular Board
meetings, except that it may not take action against an
expressed policy of the Board.
A majority of members shall constitute a quorum for the
transaction of business by the Executive Committee.
In addition, the Executive Committee shall have
the responsibility to:

Annually evaluating the Chancellor, and reviewing the
performance evaluations of the Presidents and principal
administrators who report directly to the Chancellor;

Recommend the appointment and compensation of the
Chancellor to the Board;

Address the visibility, state-wide awareness and reputation of
the System and guide marketing priorities;

Lead and conduct periodic strategic planning, including review
of the Mission, and Board development initiatives;

Review the congruence of College strategic plans with the
Board’s strategic plan;
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
Provide direction and leadership of fund raising and related
institutional advancement initiatives.

Assume responsibility for those activities that may arise which
are not assigned to another standing committee

Consult with the Chancellor and staff on legislative strategies
and develop a proactive legislative agenda that meets the
needs of the CCSNH.
All Board members will be notified and invited to all Executive
Committee meetings. The Chair shall notify each member of the
Board of all actions taken by the Executive Committee not later than
one week after any the meeting of the committee, and all actions shall
be reported at the next regular meeting of the Board.
5. Review of Conflict of Interest Comments Received
Ms Roy-Czyzowski circulated four sample Conflict of Interest statements. It was
suggested that a subcommittee of this committee be formed to review samples and
develop one document. It was also suggested that we review the USNH trustee conflict
of interest statement.
All preferred the Foundation conflict of interest statement to use as a base.
ACTION: Ms. Mills will combine into one document all the responses (conflict
questions) she received in response to the July 24 email.
6. Other
Discussion followed on the strategic planning retreat. This would be held in December.
In addition to suggestions made at the last meeting, the following were added: student
panel on retention issues; speaker on retention; CCSSE; and industry experts from
fields including automotive, health and IT on a panel.
It was suggested we look at last year’s retreat evaluation forms.
The strategic plan from that meeting should be reviewed.
ACTION: Ms. Mills will send the strategic plan from the December 2008 retreat
and evaluation tally to Committee members.
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NEXT MEETING: Not scheduled.
The meeting adjourned at 2:22 p.m.
Respectfully submitted,
Marie Anne Mills
Assistant to the Chancellor
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