DRAFT BOARD OF TRUSTEES THE UNIVERSITY OF NORTH CAROLINA AT WILMINGTON JANUARY 23, 2015 The Board of Trustees of The University of North Carolina at Wilmington met on January 23, 2015, in the Burney Center on the UNCW campus. At 8:40 a.m., Chairman Shivar called the meeting to order, began the meeting with a moment of silent reflection, and read the required statement from the State Government Ethics Act. No conflicts were identified. ROLL CALL Mr. Lanier, Assistant Secretary, called the roll and established that a quorum was present. Members in attendance were: Dennis P. Burgard; Kenneth R. Cameron, Jr.; Wilma W. Daniels; Michael R. Drummond; H. Carlton Fisher; Gidget Kidd; Henry L. Kitchen, Jr.; C. Phillip Marion; Ronald B. McNeil; Wendy F. Murphy; Tobi S. Polland; Michael B. Shivar; and Maurice R. Smith. APPROVAL OF MINUTES On motion by Mr. Smith, seconded by Mr. Kitchin and duly carried, the minutes of the meetings of the Board of Trustees held on November 21, 2014, and of the Executive Committee held on December 22, 2014, were approved as distributed. REPORTS OF STANDING COMMITTEES AUDIT Mr. Fisher, chair of the committee, reported that Vice Chancellor Whitfield had briefed the committee on the FY2014 audited financial statements for the Friends of UNCW and the 2014 NCAA Agreed-Upon Procedures report for Athletics, with no exceptions or findings in either report. Chair Fisher said that Dr. Whitfield also reviewed the FY2014 audited financial statements for UNCW, noting the unqualified opinion of the State Auditor, no management letter comments or findings, no material weaknesses in internal controls, and continued growth in net position. Mr. Fisher summarized the report on Internal Audit activity, including reviews of Campus Life and distance education. He said that both areas were working to resolve the findings of these reviews. Chair Fisher said that a followup review in regard to University Police had concluded that all previous audit findings had been resolved and that the status of open audit findings in regard to athletics would be discussed further at the next meetings. Mr. Fisher provided a brief overview of other work by Internal Audit during the past quarter. BUSINESS AFFAIRS Mr. Marion, chair of the committee, reviewed the capital projects report presented to the committee, including two action items. Mr. Kitchin indicated that he had and would recuse himself from participation and voting on the two items in order to avoid any potential conflicts. On behalf of the committee, Chair Marion moved approval of the following ranking of architectural, engineering, and design firms for negotiation of contract terms for the renovation of the Belk and Graham-Hewlett residence halls: a) Bowman Murray Hemingway Architects; b) HH Architecture; and c) McKim & Creed. The motion was duly carried. On behalf of the committee, Mr. Marion moved approval of the following ranking of architectural, engineering, and design firms for negotiation of contract terms for the Softball and Baseball Hitting Facility, as sited previously as part of the Outdoor Facilities Master Planning process: a) Corely Redfoot Architects; b) Integrated Design; and c) Becker Morgan Group. The motion was duly carried. Chair Marion summarized the remainder of the capital projects report, including updates on the Social & Behavioral Sciences Building, the Central Energy Plant, the Outdoor Enhancement Plan, and Randall Library. Chair Marion reported that Vice Chancellor Whitfield had presented the FY2014 audited financial statements for UNCW, with total revenues of $303.3 million, total expenses of $284.5 million, and total assets of $706.6 million. He said that net position had increased by $18.8 million, or 4.4%. Mr. Marion said that Dr. Whitfield had briefed the committee on: 1) the status of the tuition and fees approval process; 2) continued development of a plan to self-fund the broadband and information technology upgrade, in part through the Educational and Technology Fee; and 3) potential debt refunding opportunities related to student housing projects. EDUCATIONAL PLANNING AND PROGRAMS Mr. Shivar, chair of the committee, recapped the committee’s meeting, stating that Faculty Senate President, Dr. Gabriel Lugo, had expressed concern on behalf of the faculty regarding the upcoming change in leadership of UNC and had introduced the Senate President-elect, Dr. Stephen Meinhold. Chair Shivar summarized the Provost’s report, including ongoing leadership recruitment efforts within Academic Affairs, selected major initiatives, and recent notable achievements. He said that the committee discussed issues related to the mission statement and approval of academic programs and appreciated the in-depth presentations on reappointment, tenure, and promotion and on the Online Accelerated RN to BSN program. EXTERNAL AFFAIRS Mr. McNeill, chair of the committee, said that Vice Chancellor Stuart provided an update on fundraising, introduced Ms. Christy Ward as the new associate vice chancellor, and introduced Mr. Nick Dixon, a senior in the Cameron School of Business, who spoke with the committee about the value of his numerous study abroad and internship opportunities. Chair McNeill summarized the report from Ms. Jenni Harris regarding UNCW’s Carnegie Foundation Community Engagement Classification and the work of the Task Force on Regional Engagement at a comprehensive public university. Chair McNeill recapped Mr. Lanier’s government relations report, which included: an update on federal issues; veteran’s education benefits; the UNC policy agenda; and priorities from the UNC budget request. Mr. McNeill said that support from members of the Board, at the appropriate time, would be critical. Mr. McNeill provided highlights from Ms. Iamunno’s report on university relations, including a viewing of the new brand identity video, the UNCW Magazine, SWOOP, and other mediums used in the messaging, marketing, and branding of UNCW. He outlined ways in which Board members could assist, including contribution of story ideas, suggestions for additions to distribution lists, sharing stories via social media, and talking with friends about UNCW’s stories. CHANCELLOR’S REPORT Chancellor Sederburg commented on Thursday night’s reception in McNeill Hall, featuring the College of Health and Human Sciences and then introduced Staff Senate Chair, Ms. Terry Ismert, who reported on the ongoing food drive, by-law changes, and other activities of the Staff Senate. Dr. Sederburg called on Mr. Hoon, general counsel, and Ms. Rebecca Caldwell, director of substance abuse and violence prevention, for a presentation on Title IX and compliance. The Chancellor reviewed enrollment for Spring 2015, saying that the year was off to a great start, and commented on some of the leadership transitions that would occur during the year. He congratulated Provost Battles on her selection as President of SUNY Geneseo and introduced Dr. Marilyn Sheerer, the incoming interim provost. He also welcomed: Dr. Kent Guion, chief diversity officer; Ms. Christy Ward, associate vice chancellor for university advancement; and Ms. Rosalynn Martin, associate vice chancellor for human resources. Dr. Sederburg said that UNCW had engaged in more than 140,000 hours of community service during the past year and commented on UNCW’s classification as an Engaged University by the Carnegie Foundation. He said that the Task Force on Regional Engagement would host two national leaders in this area in early February. Chancellor Sederburg commented on recent successes in athletics, including the resurgence of basketball and a recent $1 million gift to baseball, and on continued efforts in regard to the rightsizing of athletics. He outlined previous steps to address the need for more adequate funding and numerous factors that had been considered in the decision to reduce the athletic portfolio. He expressed appreciation for the intensity of opinions on these issues and asked that the Board and the community rally around UNCW athletics and move forward in a positive direction. CLOSED SESSION On motion by Mr. Kitchin, seconded by Mr. Fisher and duly carried, the Board voted to convene in closed session, as allowed under the Open Meetings Act, to consider the qualifications, competence, performance, condition of appointment of a public officer or employee or prospective public officer or employee; to establish or instruct the staff or agent concerning the negotiations of the amount of compensation or other terms of an employment contract; and to consult with our attorney to protect the attorney-client privilege. RESUMPTION OF PUBLIC SESSION AND ACTION ON ITEMS FROM CLOSED SESSION On motion made by Mr. McNeill, seconded by Ms. Murphy, and duly carried, the Board reconvened in public session. On motion by Mr. Kitchin, seconded by Mr. Marion and duly carried, the personnel recommendations considered in closed session were approved as presented. OLD BUSINESS There was no old business. NEW BUSINESS Chairman Shivar reminded the Board that the next regular quarterly meetings of the Board and its committees were scheduled for April 16 and 17, 2015. He said that as much notice as possible would be provided if a special called meeting was needed in advance of the next quarterly meetings. ADJOURNMENT There being no further business, the meeting was adjourned. ____________________ Chairman _____________________ Assistant Secretary