MEETING OF THE COMMITTEE OF THE WHOLE OF THE BOARD OF TRUSTEES HOUSTON COMMUNITY COLLEGE SYSTEM October 16, 2003 Minutes The Board of Trustees of the Houston Community College System met as a Committee Of The Whole on October 16, 2003, at the System Administration Building, Auditorium, 3100 Main, Houston, Texas. BOARD MEMBERS PRESENT James R. Murphy, Chair Herlinda Garcia, Vice Chairman Christopher W. Oliver, Secretary Herman Litt, Deputy Secretary Jay K. Aiyer Bruce A. Austin Abel Davila Yolanda Navarro Flores Michael P. Williams, D. Min. ADMINISTRATION Bruce H. Leslie, Chancellor Doretha Eason, Interim Deputy to the Chancellor Charles Cook, Vice Chancellor, Educational Development Irene Porcarello, Interim Vice Chancellor, Institutional Development Jose Villarreal, Vice Chancellor, Economic Development Gloria Walker, Vice Chancellor, Finance and Administration Diana Castillo, Interim President, Southeast College Dr. Sue Cox, President, Southwest College Margaret Forde, President, Northeast College Zachary Hodges, President, Northwest College Patricia Williamson, Interim President, Central College Miles LeBlanc, General Counsel Ted Wiese, Executive Director, Information Technology Michael Kyme, Executive Director of Purchasing Karl Lundquist, Executive Director, Facilities Management Willie Williams, Jr., Interim Executive Director, Human Resources Patti Carlton, Executive Director, Contract Training and Continuing Education OTHERS PRESENT Arturo Michel, System Counsel, Bracewell & Patterson Jorge Rodriguez, Financial Advisor, Coastal Securities Houston Community College System Committee of the Whole – October 16, 2003– Page 2 Butch Herod, President, Faculty Association Glenda Cordray, President, COPA Other administrators, citizens and representatives from the news media FINANCE CALL TO ORDER Mr. Oliver called the meeting to order at 4:35 p.m. and declared the Board convened to consider matters pertaining to the Houston Community College System as listed on the duly posted meeting notice. ONE TIME LUMP SUM PAYMENT APPROVED FOR FULL-TIME STAFF; COMPRESSION COMMITTEE PROPOSAL DEFERRED Willie Williams, Interim Executive Director, Human Resources, presented the compensation compression proposal to the Board. The Compensation Committee, Human Resources, and Fox Lawson & Associates worked to identify solutions that would resolve compression issues among full-time staff and faculty. Mr. Williams noted that a one-time payment of $500.00 to full-time staff and faculty was proposed to help defray increased out-of-pocket costs associated with medical benefits. Mr. Lawson gave an analysis of the compensation issue and responded to questions from the Board. He explained that compression refers to a longer-term employee being paid equal to or less than an employee in the job for less time. Amended Motion – Mr. Aiyer offered an amended motion to approve the one time lump sum payment to full-time employees and to defer consideration of the compression proposal to an upcoming meeting. Dr. Williams seconded the motion. Motion carried 8-0. (Ms. Navarro Flores had not yet arrived) DEBT PLAN FOR GENERAL OBLIGATION BOND AND RELEASE OF RFQ FOR MANAGING UNDERWRITERS APPROVED Jorge Rodriguez, HCCS Financial Advisor from Costal Securities, presented an analysis of the debt plan for the HCCS general obligation bond. The debt plan prepares HCCS for the sale of the general obligation bonds. He explained before the actual sale, the Board would have to approve the Resolution authorizing the Issuance, Bond Purchase agreement, Escrow Agreement, and Paying Agent/Registrar Agreement in addition to selecting the underwriting syndicate. Mr. Rodriguez stated HCCS was in a position to take advantage of favorable market opportunities by selecting its underwriting syndicate in November. He presented the Board with a potential financing timeline, bond finance team, working group list, request for qualifications letter and list of potential underwriters. He concluded his presentation by answering questions from the Board. Motion – Dr. Williams made a motion for implementation of the debt plan for the potential HCCS general obligation bond, if the bond election is successful; and as such, approve the Houston Community College System Committee of the Whole – October 16, 2003– Page 3 sale of $150,750,000 General obligation Bonds, as outlined in the debt plan; and approve the request for qualifications and authorize the release, thereof, for the managing underwriters for potential HCCS bond offering. Mr. Aiyer seconded the motion. Motion carried 8-0. AGREEMENT FOR WebCT DISTANCE ED COURSES AND TESTING SYSTEM FOR ASSOCIATE DEGREE NURSING PROGRAM APPROVED Motion – Mr. Aiyer made a motion to approve an agreement between HCCS and Pearson Education, Inc. (PE), formerly known as Prentice Hall, allowing HCCS to provide WebCT Distance Education EMS Courses and to approve the purchase of the Health Education Systems, Inc. (HESI) testing and review services for the NCLEX-RN Review for a total amount of $34,997 for the 2003-2004 academic year. Mr. Litt seconded the motion, which carried 8-0. CONTRACT FOR DIGITAL DOCUMENT IMAGING SERVICES APPROVED Motion – Mr. Williams moved to authorize the Chancellor to negotiate and execute the contract with Image Now to provide digital document imaging services to HCCS at a cost of $303,202. Mr. Davila seconded the motion, which carried 8-0. CONTRACT APPROVED FOR ELECTRIC ENERGY SERVICES Motion – Mr. Litt made a motion to authorize the Chancellor to negotiate and execute an agreement with the Houston Galveston Area Council (H-GAC) to provide electric energy services. Mr. Aiyer seconded the motion, which carried 8-0. CONTRACT WITH BARNES & NOBLE COLLEGE BOOKSTORE, INC. APPROVED Motion – Dr. Williams made a motion to authorize the Chancellor to negotiate and execute a new contract with Barnes & Noble for the period of November 1, 2003 through February 28, 2009, and for an additional five-year renewal period upon written agreement by both parties. Mr. Aiyer seconded the motion, which carried 8-0. CONSIDERATION OF FINANCE AGENDA Motion – Dr. Williams made a motion to consider the Finance Agenda, with the exception of items set aside for further discussion. Mr. Aiyer seconded the motion. Motion carried 8-0. The following items were approved: Approved the Adult Education TANF funded subcontracts for the fiscal year 20032004; Approved the Adult Education grant funded Memoranda of Understanding for 20032004; Approved the amended and restated resolution authorizing the Issuance of $100,000 HCC maintenance tax mold remediation note; Houston Community College System Committee of the Whole – October 16, 2003– Page 4 Reviewed and approved changes to the HCC investment policy; Approved payment to Bracewell & Patterson for professional services rendered for the period of August 15, 2003 through September 15, 2003, in the amount of $120,744.71; and Approved the investment report for the month of September 2003. FACILITIES CALL TO ORDER Mr. Aiyer called the meeting to order at 5:45 p.m. and declared the Board convened to consider matters pertaining to the Houston Community College System as listed on the duly posted meeting notice. CONTRACTORS APPROVED FOR DESIGN-BUILD SERVICES Motion – Mr. Murphy moved to authorize the Chancellor to negotiate and execute the contract for design-build services to design, construct and renovate the two-level addition to the existing parking garage structure at Central College utilizing Tribble and Stevens/Autoarch Architects. Dr. Williams seconded the motion. The Trustees discussed the need to develop a model procurement policy in order to move forward with the capital improvement projects in an efficient manner. The Board also emphasized the importance of small business participation. Motion carried 9-0 (Ms. Navarro Flores arrived at 5:50 p.m.). CHANCELLOR TO EVALUATE STRATEGIES FOR EXPANSION IN HEALTH SCIENCE PROGRAMS Motion – Dr. Williams moved to authorize the Chancellor to evaluate various strategies, including financing, to expand facilities to accommodate the growth demands for HCC health science programs. Mr. Litt seconded the motion. The Chairman asked administration to evaluate and develop a recommendation on the programmatic impact of the expansion and to provide a statistical analysis of the Coleman building regarding enrollment and student participation. Motion carried 9-0. ADMINISTRATION AUTHORIZED TO SOLICIT PROFESSINAL SERVICES OR RFQ FOR SYSTEM ARCHITECT(S) SERVICES Motion – Dr. Williams moved to authorize administration to solicit professional services or requests for qualifications to hire System Architect(s). The solicitation will seek qualified Houston Community College System Committee of the Whole – October 16, 2003– Page 5 firms and will focus on small business firms with a net worth (owner’s equity) not to exceed $2 million annually, preferably. Mr. Litt seconded the motion. Motion carried 9-0. ACCEPTANCE OF GIFTS AND DONATIONS Motion – Dr. Williams moved approval of the recommendation that the Board of Trustees ratify acceptance of the gifts and donations received. Mr. Oliver seconded the motion. Motion carried 9-0. SPECIAL BOARD MEETING SCHEDULED Motion – Dr. Williams moved approval of the recommendation to schedule a Special Board meeting on November 10, 2003 at 4:00 p.m. at the Town & Country Center. Mr. Oliver seconded the motion. Motion carried 9-0. ADJOURNMENT TO CLOSED OR EXECUTIVE SESSION Mr. Aiyer adjourned the meeting to Executive Session at 6:05 p.m., notice having previously been given, and reiterated by him, in accordance with the Open Meetings Law. He stated that any final action, vote, or decision on any item discussed in Executive Session would be taken up in Open Session or in a subsequent Public Meeting. Mr. Murphy reconvened in Open Session at 6:48 p.m. and entertained discussion. PERSONNEL AGENDA APPROVED AS PRESENTED Motion – Mr. Austin moved approval of the Personnel Agenda as presented. Mrs. Garcia seconded the motion, which carried 7-0. (Trustees Aiyer and Litt had already left the meeting). ADJOURNMENT With no further business to come before the Board, Mr. Murphy adjourned the meeting at 6:48 p.m. Minutes Prepared by: Reviewed, Finalized and Submitted by: Erica Carmen DelValle, Secretary Board Services Christopher W. Oliver, Secretary Board of Trustees Minutes Approved as Submitted: December 11, 2003