MEETING OF THE COMMITTEE OF THE WHOLE
OF THE BOARD OF TRUSTEES
HOUSTON COMMUNITY COLLEGE SYSTEM
February 16, 2006
Minutes
The Board of Trustees of the Houston Community College System met as a Committee of the
Whole on Thursday, February 16, 2006, at the System Administration Building, Seminar Room
A, Second Floor, 3100 Main, Houston, Texas.
BOARD MEMBERS PRESENT
Jay K. Aiyer – Chairman
Bruce Austin
Abel Davila
Yolanda Navarro Flores
Diane Olmos Guzman
Richard Schechter
Dr. Michael P. Williams
ADMINISTRATION
Bruce H. Leslie, Chancellor
Doretha Eason, Deputy to the Chancellor
Charles Cook, Vice Chancellor, Educational Development
Irene Porcarello, Vice Chancellor, Student Success
Jose Villarreal, Vice Chancellor, Economic Development
Gloria Walker, Vice Chancellor, Finance & Administration
Winston Dahse, Interim President, Southwest College
Margaret Ford, President, Northeast College
Fena Garza, President, Southeast College
William Harmon, President, Central College
Zachary Hodges, President, Northwest College
Marsal Stoll, President, Coleman College of Health Sciences
Willie Williams, Associate Vice Chancellor, Human Resources
Carole Keeney Harrington, Interim Associate Vice Chancellor, Communications
Williams Mack, Associate Vice Chancellor, Facilities and Construction
Remmele Young, Executive Director, Government Relations
Miles LeBlanc, General Counsel
OTHERS PRESENT
Jarvis Hollingsworth, System Counsel, Bracewell & Giuliani
Suewan Johnson, Bond Counsel, Vincent & Elkins
Dwight Boykins, Federal Government Relations Consultant, Boykins & Schneider
David Wilcox, President, Faculty Senate
Other administrators, citizens and representatives from the news media
Houston Community College System
Committee of the Whole – February 16, 2006 – Page 2
CALL TO ORDER
Mr. Jay Aiyer, Chairman, called the meeting to order at 4:37 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.
ADJOURNMENT TO CLOSED OR EXECUTIVE SESSION
Mr. Aiyer adjourned the meeting to Executive Session at 4:37 p.m., notice having previously
been given and reiterated by him in accordance with Sections 551.071 of 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. Aiyer reconvened the meeting in Open Session at 5:48 p.m. and entertained motions on
pending matters. Present were Trustees Aiyer, Austin, Flores, Guzman, Schechter, and Dr.
Williams (Trustee Davila left after the closed session).
FACILITIES
CALL TO ORDER
Mrs. Guzman called the Facilities Committee meeting to order at 5:49 p.m.
REVIEW 2004 CIP AND OTHER PROJECTS PROGRESS REPORT
Mrs. Guzman mentioned that a monthly progress report will be explained and will be presented
to the Board on a monthly basis.
William Mack, Associate Vice Chancellor of Facilities and Construction, explained the monthly
report will provide a consistent report on how the projects are progressing. The report displays a
summary of the schedule of all the projects, highlights of current activities, and highlights of
recent accomplishments. A one page update on each project will also be included in the report
monthly.
Mr. Mack apprised that the schematic design phase for six of the projects has been approved.
The schedule shows the six new projects that will be in construction between July and September
2006.
Mr. Aiyer asked if it is possible to post the projects progress on-line. Mr. Mack informed that a
web page is one of the six highlights under current activities. The web page is in the early stage
of design for new CIP and related projects and is scheduled to be operational by the end of April.
It will include new educational programs HCC is delivering to the community as well.
Mr. Mack also provided a schedule of progress as requested at the Finance Committee meeting
held on February 15, 2006.
Dr. Williams asked what was the Board’s task with the schedule of progress and whether the
Board will use it as a template to complete the discussion on the financing.
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Committee of the Whole – February 16, 2006 – Page 3
The Board concluded that the financing of the CIP will be discussed at the Finance Committee
meeting scheduled for March 22, 2006 and priority for the projects will also be set at that time so
that the entire Board can be present for the discussion.
Mr. Schechter stated that a decision should be made to move forward with those projects that are
ready.
Mr. Austin reiterated that the Board selected the financing scenario 1B presented at the February
15, 2006 Finance Committee meeting.
Mr. Schechter stated that there was a misunderstanding relating to Scenario 1B. Mr. Aiyer stated
the question is whether to give Administration direction to move forward at this time or wait
until the March 22, 2006 meeting. He asked Administration if there’s a reason not to wait. Mr.
Mack stated that until contractors are brought on board there are no experts on hand as the design
development is completed to advise of the best way to design and cost estimate. There is still a
question of the budgets and there is cost estimated within the budgets.
Motion – Mr. Austin moved to authorize the Administration to proceed with the contractors in
completing due diligence on cost estimation and design on the Central College Utility Plant,
Northeast Public Safety Institute, Northeast Science/Technology, Southwest West Loop,
Southwest Stafford, and Southwest Missouri City. Dr. Williams seconded the motion. Motion
passed 6-0.
ADJOURNMENT
Mrs. Guzman adjourned the Facilities Committee at 6:13 p.m.
FINANCE
CALL TO ORDER
Mr. Schechter called the Finance Committee to order at 6:13 p.m.
FINANCE ITEMS PULLED
1. Approve Partnership between HCC and Apprenticeship Training Committee for the
Apprenticeship Program for Fiscal Year 2005-2006
Mr. Austin recommended Finance Item #9 to be discussed prior to Finance Item #4.
FINANCE ITEMS MOVED TO CONSENT AGENDA
Motion – Mrs. Flores made a motion to recommend approval of the following items to the full
Board. Mrs. Guzman seconded the motion. Motion carried 6-0.
1. Development and Installation of an Academic and Events Scheduling Software
Application
2. Emergency Medical Training Products – Project No 06-09
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Committee of the Whole – February 16, 2006 – Page 4
APPROVE BOND RESOLUTION FOR THE SALE OF MAINTENANCE TAX NOTES,
SERIES 2006 FOR CENTRAL PLANT AT CENTRAL COLLEGE CAMPUS
Recommendation – Approve bond resolution (order) authorizing Maintenance Tax Notes, Series
2006. This approves the actual sale of maintenance tax notes, with the pricing and note offering
scheduled to occur Tuesday, February 14, 2006.
Ms. Walker reiterated that the maintenance tax note is for the Central Plant at Central College. It
will be priced out for $12 million and will cover the first portion of the infrastructure for the CIP
of all the Central College buildings.
Motion – Dr. Williams moved to waive the Board bylaws consideration for final approval on the
bond resolution authorizing Sale of Maintenance Tax notes, Series 2006. Mr. Austin seconded
the motion. The motion passed 6-0.
Motion – Dr. Williams moved to approve the Resolution for Sale of Maintenance Tax Notes,
Series 2006 for Central Plant at Central College Campus. Mrs. Guzman seconded the motion.
The motion passed 6-0.
APPROVE IMPLEMENTATION OF OWNER CONTROLLED INSURANCE
PROGRAM FOR 2004 CIP
Recommendation – Approve the implementation of an Owner Controlled Insurance Program
(OCIP) for the 2004 CIP, and procure such services through the Request for Qualifications and
Request for Proposals processes.
The Board has considered the public purpose of the OCIP and finds that the District has the
potential of saving money on construction costs, has greater assurance of maintaining safety on
its property, and will have greater control over risks related to the construction projects.
Motion – Mr. Aiyer moved to approve implementation of Owner Controlled Insurance Program
(OCIP) for 2004 CIP. Dr. Williams seconded the motion. The motion passed 6-0.
Ms. Walker apprised the Board that the OCIP had been discussed prior to embarking on the CIP
project. She informed that the due diligent process has been completed. The program will be
beneficial to the construction. It’s restricted in price since OCIP is only applicable to
construction projects over $100 million. The advantage is that it allows control of the insurance
process for prime and sub-contractors. An RFQ will be issued for qualifying the administrator
and an RFP will be issued for the insurance carrier.
Mr. Aiyer read the following disclosure:
The Board has considered the public purpose of the OCIP and finds that the College has
the potential of saving money on the construction cost, has greater assurance of
maintaining safety on its property, and will have greater control of the risks related to the
construction projects. The College has investigated the legality of use of public funds for
the purpose and placed sufficient controls to ensure its public purpose through the use of
the Administration who will perform the duties as set forth in the specifications in the
Request for Qualification document and will receive suffice value for its expenditures.
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Committee of the Whole – February 16, 2006 – Page 5
Mr. Hollingsworth noted that the purpose was to ensure that a public fund analysis was
completed on the program and that the college receives adequate value in response to what was
presented to the College.
ADOPTION OF MODEL PROCUREMENT CODE
Recommendation – Adopt the American Bar Association Model Procurement Code (MPC) as
the standard procurement benchmark for Houston Community College. Attached is a summary
to the Model Procurement Code.
Additionally, approve the following changes to the Procurement/Purchasing and Economic
Development Departments in order to align various functions and duties in accordance with
those established in the MPC:
1. All procurement activities, including initiation of small business assistance for
potential small business vendors, will be under the direction of HCC’s Executive
Director, Procurement/Purchasing, in accordance with Article 11, Code Number 11202.
2. The Executive Director, Procurement/Purchasing will be responsible for achieving
HCC’s small business utilization goals. Additionally, the Executive Director,
Procurement/Purchasing Department will provide to the Board, periodically and
annually, a small business contract award report.
The Economic Development Division will focus on general small business development
programs established at the colleges, whereas the Procurement/Purchasing Department may call
upon the college’s Small Business Program to assist companies preparing to do business with
HCC.
Mr. Austin asked if a copy of the Model Procurement Code was sent to all the Board members so
that they are fully advised of the provision. Dr. Leslie informed that the information was sent to
the Board.
Mrs. Guzman referenced that the guidelines in the ABA Code, Article 11, Part A in addressing
this particular activity of small business advocacy. The guidelines states that in the event a
broader approach is taken such specialized government bodies should be given the authority to
promulgate regulations defining the terms small and disadvantage businesses. Mrs. Guzman
expressed that in a broader sense, by training, developing, and preparing small businesses for
procurement opportunities in HCC Small Business Program, potential conflicts of interest can be
avoided by having the program outside the procurement department. She also noted that the
State of Texas has a Historically Under-utilized Business (HUB) program that has been overseen
by the Texas Business and Procurement Commission as oppose to a Procurement department.
She expressed that HCC policy spells out all the activities managed by the Economic
Development Department and questioned the reason for moving the program.
Mr. Austin noted Attorney General Morales wrote an opinion that codified what was previously
written in prior opinions and noted that this statue relating to this action item falls under federal
statures; however, in the State of Texas, we must utilize Texas laws in applying such
procurement issues. He suggested that the MPC provide a model for operations of procurement
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Committee of the Whole – February 16, 2006 – Page 6
activities in organizations; he is also suggested that a separation between the continuing
education of persons in small business and the actual determination of goals set for the
procurement process.
Mr. Austin recommended that Counsel enunciate the policy as expressed.
Mr. Austin stated that a compliance officer outside of procurement is needed to ensure goals are
met. Ms. Walker explained that the terms can be used interchangeable. She apprised that the
activity to ensure that small business goals are met is currently under Economic Development
(making sure goals are met); however, there is a compliance officer in relation to procurement to
ensure vendors are in compliance with terms as it relates to the contractual relationship (making
sure contracts are followed).
Mr. Schechter asked for clarification of the proposal. Dr. Leslie apprised that the procurement
operations will be responsible for promoting small business and other business activity with the
college. The procurement director will be responsible for achieving the goals set by the Board.
Secondly, the Economic Development division will conduct the academic small development.
Thirdly, if the procurement officer believes there’s a need for small businesses to have assistance
to be able to do business with HCC, all available resources should be utilized, including HCC
Small Business program, to assist the companies.
Mr. Austin recommended that the Federal Acquisition Regulation (FAR), Defense Acquisition
Regulations and the ABA Model Code are reviewed in which a Contracting Officer Technical
Representation is mentioned.
Motion – Mr. Aiyer made a motion to recommend approval to the full Board. Dr. Williams
seconded the motion. The motion failed with a vote of 4-2 (with Trustees Guzman and Flores
opposing).
Mr. Austin recommended that Administration be instructed to discuss with legal counsel to
retrieve the Attorney General’s legal opinion and compare with the Model Procurement Code
and the Federal Acquisition Regulation. Mrs. Guzman asked Counsel to review the
recommended revisions to the small business policy.
The Board concluded that the item be revamped in lieu of the Board’s concerns and brought back
for further discussion. The Board also concluded that the Small Business Development program
recommended policy revisions should be discussed when the Model Procurement Code is
revisited.
RESOLUTION FOR LEASE TRANSACTION WITH HCC PUBLIC FACILITY
CORPORATION FOR HAYES ROAD
Recommendation – Approve resolution authorizing and approving the purchase of real property,
authorizing and approving a load from JP Morgan Chase Bank, National Association, a loan
agreement, a promissory note, and other ancillary documents evidencing the obligations with
respect thereto; authorizing and approving actions of the Houston Community College System
Public Facility Corporation; approving publication of the Notice of Intent to contract for the
project; and authorizing and approving other matters in connection therewith.
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Committee of the Whole – February 16, 2006 – Page 7
In January 2005, HCC created the HCC- Public Facility Corporation to acquire and finance
facilities for the benefit of the district. In January 2006, the HCC-PFC Board of Directors
approved the resolution to negotiate and approve the final terms of a loan from JP Morgan Chase
Bank in a principal amount not to exceed $20,000,000 to provide funds for the acquisition of the
Hayes Road property. HCC intends to lease the Hayes Road facility from the HCCS-PFC for the
Alief campus. Therefore, in order for HCC to be in compliance with the provisions of Chapter
271, Texas Local Government Code, HCC must publish notice of intent for 60 days to enter into
any such agreement with the HCC-PFC.
Motion – Dr. Williams made a motion to recommend approval to the full Board. Mr. Aiyer
seconded the motion. The motion passed 6-0.
ADJOURNMENT TO CLOSED OR EXECUTIVE SESSION
Mr. Aiyer adjourned the meeting to Executive Session at 7:07 p.m., notice having previously
been given and reiterated by him in accordance with Sections 551.071 of 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. Aiyer reconvened the meeting in Open Session at 7:17 p.m. and entertained motions on
pending matters. Present were Trustees Aiyer, Austin, Flores, Guzman, Schechter, and Dr.
Williams.
The motion passed 5-0 (Mrs. Flores was not present at the time of the vote).
DISCUSS NAMING RIGHT OPPORTUNITIES AND CONSIDER
RECOMMENDATIONS FOR PRICING STRUCTURE
Dr. Leslie informed that the Board approved a resolution last year to create a naming rights
program; the information presented clarifies the program to some extent. Dr. Leslie noted that
the challenge is determining the value of the buildings.
Mr. Schechter asked that when committee meetings are held on the same day, all the agenda
items should be combined in one book as opposed to multiple agendas.
Dr. Leslie informed the Board that the board staff is attempting to schedule training for the
electronic board meeting prior to going into public session.
ADJOURNMENT
There being no further business to come before the Committee, Mr. Schechter declared the
meeting adjourned at 7:25 p.m.
Minutes recorded, transcribed, & submitted by:
Sharon Wright, Executive Administrative Assistant, Board Services
Minutes Approved as Submitted with noted Correction: March 29, 2006