REGULAR MEETING OF THE BOARD OF TRUSTEES HOUSTON COMMUNITY COLLEGE SYSTEM March 29, 2006 Minutes The Board of Trustees of the Houston Community College System held a Regular Meeting on Wednesday, March 29, 2006 at the System Administration Building, Second Floor Auditorium, 3100 Main, Houston, Texas. BOARD MEMBERS PRESENT Jay K. Aiyer, Chairman Yolanda Navarro Flores, Vice Chair Diane Olmos Guzman, Secretary Bruce A. Austin, Deputy Secretary Abel Davila James R. Murphy Christopher W. Oliver 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 and 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 Willie Williams, Associate Vice Chancellor, Human Resources Carole Keeney, Interim Associate Vice Chancellor, Communications William Mack, Associate Vice Chancellor, Facilities and Construction Patti Carlton, Interim Executive Director, HCC Foundation Remmele Young, Executive Director, Government Relations Mike Kyme, Executive Director, Purchasing Becky Giot, Executive Director, Financial/Budgetary Control Miles LeBlanc, General Counsel Houston Community College System Regular Meeting – March 29, 2006 – Page 2 OTHERS PRESENT Jarvis Hollingsworth, System Counsel, Bracewell & Giuliani Suewan Johnson, Bond Counsel, Vinson & Elkins Mark Nitcholas, Financial Advisory, RBC Capital Dwight Boykins, Federal Government Relations Consultant, Boykins & Schneider David Wilcox, President, Faculty Senate Other administrators, citizens and representatives from the news media CALL TO ORDER Mr. Jay Aiyer, Chairman, called the meeting to order at 4:25 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. PRAYER AND PLEDGE OF ALLEGIANCE Mr. Murphy led the prayer and pledge of allegiance to the flag. APPROVAL OF MINUTES Mr. Austin apprised of a correction to the Committee of the Whole meeting Minutes of February 16, 2006 on page 6 which states Armed Acquisition Regulation should be Defense Acquisition Regulation. Motion – Mrs. Flores moved approval of the Approval of Minutes from the Finance Committee meeting of February 15, 2006, Academic/Student Success Committee meeting of February 16, 2006, Marketing Committee meeting of February 16, 2006, Committee of the Whole meeting of February 16, 2006 with noted correction, and Regular Board meeting of February 23, 2006. Mr. Davila seconded the motion. Motion carried 9-0. HEARING OF CITIZENS Mr. Aiyer gave preface to the Hearing of Citizens and asked if there were any registered speakers to come forward. There were no citizens to come before the Board. Mr. Aiyer informed that the Board would move to Topics for Discussion and/or Action to discuss item # 2 under Finance. REVISE AND APPROVE FINANCING OF 2004 CIP AND OTHER ASSOCIATED PROJECTS OULINED IN SPECIAL FINANCING COMMITTEE MEETING HELD MARCH 22, 2006 Recommendation - Revise and approve financing of 2004 CIP and other associated projects outlined in the Special Finance Committee meeting on March 22, 2006 as follows: Houston Community College System Regular Meeting – March 29, 2006 – Page 3 • Part I: CIP Projects o Central College – Learning Hub and Science Building - $38 million o Northeast College – Science Engineering and Technology Building - $26.2 million o Northeast College -Learning Hub - $16.4 million o Southeast College - Drennan/Early College Building- $12.9 million o Southeast College - Felix Morales Building – $6.3 million o Southeast College - Learning Hub - $25.7 million o Southwest College - West Loop Phase I - $15.2 million o Southwest College - Missouri City - Academic Center - $16.2 million o Southwest College - Stafford - Science and Learning Hub - $35.4 million • Part II: Finance through Lease Purchase Option with HCCS-PFC o Northline Mall Facility o Hayes Road Facility o Southeast Workforce Facility • Part III: Dedicated Student Technology Fee o Finance Technology and Instructional Equipment, and IT Development – $39.1 million The projected costs of the 2004 CIP is $242 million down from the estimated $253M, excluding additional costs for the completion of San Jacinto and Pinemont buildings. The debt structuring strategy identified above relieves the operating budget for fiscal year 2007 and 2008, while providing tremendous savings using HCCS-PFC for the Hayes Road, Northline Mall, and Southeast Workforce facilities. The 2004 CIP has approximately $66.7 million unfunded costs after consulting with the various CIP consultants and administration, and reducing some of the potential costs. This $66 million is reduced to $29.1 million by using $37.5 million of San Jacinto and Pinemont potential costs, thus closing the gap. The $29.1 million plus $20 million for deferred maintenance, totaling $49.1 million, can be funded over 20 years by capitalizing $3.6 million of deferred maintenance annual costs. This strategy also includes rescinding the 10% increase in homestead exemption to keep more of the maintenance tax revenues available for other operating costs, i.e. salary increases and strategic budget priorities. The administration is seeking the Board’s approval to finance the completion of the projects based on the recommended financing strategies. Mr. Aiyer noted that this item codifies the path on a go forth basis for the remainder of 2004 capital improvement program and sets the financing parameters in the construction of specific projects as listed. Houston Community College System Regular Meeting – March 29, 2006 – Page 4 Motion – Dr. Williams moved for approval of the financing strategy for financing the 2004 CIP and other associated projects as outlined in the Special Finance Committee meeting on March 22, 2006 with modifications. Mr. Davila seconded the motion. The motion passed with a vote 7-2 (In Favor: Trustees Aiyer, Austin, Davila, Flores, Guzman, Oliver, and Dr. Williams; Opposing: Trustees Murphy and Schechter). Ms. Walker responded that the funding source has not been identified. The funding source will be identified depending on how the debt will be structured. A model has been built that identifies various revenue resources. Dr. Leslie noted that the capitalization of leases and additional enrollment have been identified as the revenue resources at this time. Mr. Oliver asked if what is presented for approval is the same strategy that was presented by Mr. Austin at the March 22, 2006 meeting. Mr. Austin noted that the financing recommendation is the same as it relates to the Board’s intent; however, at the time the decisions were made, the Board did not have the due diligence requirements of the financial advisor and bond counsel. APPROVAL OF CONSENT AGENDA Mr. Aiyer apprised that Counsel recommended pulling item B.1 on the Consent Agenda. The Board proceeded to item A.2 under Topics for Discussion and/or Action which is a replacement for the pulled Consent Agenda item. Motion – Dr. Williams moved approval of the Consent Agenda with the exception of item B.1Approve Financing for 2004 CIP and Other Associated Projects as Outlined in Special Finance Committee Meeting on March 22, 2006, which was pulled. Mrs. Flores seconded the motion. Motion carried 9-0. The following items were approved: 1. Approval and Signing of MOU between HCC and AAMA/George I. Sanchez Charter High School 2. Approve Resolution for the Abandonment, Closure, and Acquisition of Almeda Street on the Central College Campus AWARDS, PRESENTATIONS AND RECOGNITIONS • Mr. Schechter mentioned that Jarvis Hollingsworth, System Counsel, has been selected by the New York chapter of the National Association of Securities Professionals (NASP) to be inducted into its “Wall Street Hall of Fame.” He is the first Texan to receive the honor. Houston Community College System Regular Meeting – March 29, 2006 – Page 5 CHAIRMAN’S REPORT • Mr. Aiyer reminded the Board of the guidelines for awarding HCC Honorary degrees and reiterated that nominees should be submitted within the next two weeks to be considered at the next Board meeting. CHANCELLOR’S REPORT • David Wilcox, President of the Faculty Senate provided progress report. He thanked the Board for the decision and efforts in proceeding with the CIP and stated that the Faculty welcomes the long awaited facilities that are proposed under the CIP. • Financial Report - Gloria Walker presented the financial report for the month ending February 28, 2006. Ms. Walker informed the Board that the College anticipates a balance budget at the end of the fiscal year. Ms. Walker entertained questions from the Board. TOPICS FOR DISCUSSION AND/OR ACTION Motion – Dr. Williams moved that the Topics for Discussion and/or Action be treated as a Consent Agenda and moved for approval except for C.1 – Report on State and Federal Legislative Agenda. Mr. Davila seconded the motion. The motion carried with a vote 9-0. The following items were approved: 1. Approve Method of Construction for Northline Mall 2. Approve Payment to Bracewell & Giuliani for Professional Services 3. Approve Investment Report for the Month of February 2006 PERSONNEL AGENDA APPROVED AS SUBMITTED Motion – Dr. Williams moved approval of the Personnel Agenda. Mrs. Flores seconded the motion. Trustee Oliver asked that the personnel agenda be discussed in closed session. Dr. Williams withdrew his motion and Mrs. Flores withdrew her second. ADJOURNMENT TO CLOSED OR EXECUTIVE SESSION Mr. Aiyer adjourned the meeting to Executive Session at 5:22 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 7:05 p.m. and entertained motions on pending matters. Houston Community College System Regular Meeting – March 29, 2006 – Page 6 Present: Trustees Aiyer, Austin, Guzman, Murphy, Oliver, Schechter, and Dr. Williams Motion – Mr. Oliver moved approval of the Personnel Agenda with the exception of item 13 which he requested to be considered separately. Mr. Austin seconded the motion, which carried 7-0. Motion – Dr. Williams moved approval of item 13 on the Personnel Agenda. Mr. Murphy seconded the motion. The motion passed 5-2 (In Favor: Trustees Aiyer, Austin, Guzman, Murphy, and Dr. Williams; Opposed: Trustees Oliver and Schechter). ADJOURNMENT With no further business, the meeting was adjourned at 7:06 p.m. DINNER Following adjournment, the Board of Trustees met for dinner in the Chancellor’s Conference Room on the 12th floor, where they may discuss System business but will not take action on such business. Minutes recorded, transcribed & submitted by: Sharon Wright, Executive Administrative Assistant, Board Services Minutes Approved as Submitted: April 27, 2006