MEETING OF THE COMMITTEE OF THE WHOLE OF THE BOARD OF TRUSTEES HOUSTON COMMUNITY COLLEGE November 19, 2009 Minutes The Board of Trustees of Houston Community College met as a Committee of the Whole on Thursday, November 19, 2009, at the HCC Administration Building, 3100 Main, 2nd Floor in Seminar Room A, Houston, Texas. BOARD MEMBERS PRESENT Abel Davila, Chair Neeta Sane, Vice Chair Diane Olmos Guzman, Secretary Bruce A. Austin Yolanda Navarro Flores Richard Schechter Michael P. Williams Mills Worsham ADMINISTRATION Mary S. Spangler, Chancellor Art Tyler, Deputy Chancellor/COO Renee Byas, General Counsel Doretha Eason, Executive Assistant to the Chancellor Bill Carter, Vice Chancellor, Information Technology Fheryl Prestage for Bill Carter, Vice Chancellor, Information Technology Charles Cook, Vice Chancellor for Instruction Daniel Seymour, Vice Chancellor, Planning and Institutional Effectiveness Margaret Ford Fisher, President, Northeast College Fena Garza, President, Southwest College William Harmon, President, Central College Zachary Hodges, President, Northwest College Betty Young, President, Coleman College Willie Williams, Chief Human Resources Officer OTHERS PRESENT Jarvis Hollingsworth, Counsel, Bracewell & Giuliani Clarence Grier, RBC Capital Markets Carlos Allen, RBC Capital Markets Natalie Ashby, Vinson & Elkins Bennie Ables, President, Faculty Senate Other administrators, citizens, and representatives of the news media CALL TO ORDER Mr. Davila, Board Chair, called the meeting to order at 4:20 p.m. and declared the Board convened to consider matters pertaining to Houston Community College as listed on the duly posted meeting notice. Houston Community College Committee of the Whole – November 19, 2009 – Page 2 Mr. Davila apprised that United Student Council (USC) was present to address the Board regarding textbooks. (Mrs. Flores arrived at 4:21 p.m.) The USC provided their findings regarding the student textbooks and provided a copy of the petition, memorandum issued to administration and a draft revision of the contract with Barnes and Noble. The USC noted that one recommendation is standardizing textbooks throughout the college and the second recommendation is revising the Barnes and Noble contract and requested the opportunity to address the Board at the Regular meeting scheduled for December 10, 2009. Dr. Williams apprised that it is an embarrassment to have the students come before the Board with this issue again. He noted that there has been previous discussion regarding textbooks, especially regarding standardization and open source. Dr. Spangler apprised that there has been inquiry and discussion with Pearson regarding course packs and electronic textbooks. She noted that an innovation project is currently being piloted at Southwest College, which may be a way to reduce the cost of textbooks. Dr. Williams asked if the information shared by the Chancellor was presented to the students. Dr. Tyler noted that the meeting with Pearson was held after the meeting with the students. Mr. Davila apprised that the issue and concerns presented by the USC are received by the Board; however, because the item was not posted on the agenda, the Board was not able to enter a discussion. USC noted that they are aware of the legality and noted that their reasons for coming before the Board is to get the item placed on the agenda. Mrs. Flores noted that she attended the HACU conference and that some of the community colleges had students attend the conference and recommended that HCC students attend future conferences with the Board. FACILITIES Mrs. Flores called the committee to order at 4:36 p.m. Motion – Mrs. Guzman moved and Mrs. Flores seconded to move the action items before the report items. The motion passed with a vote of 8-0. CONSTRUCTION SERVICES FOR FELIX AND ANGELA MORALES BUILDING RENOVATIONS (Project #09-58) Motion - Mr. Schechter moved to approve the item in accordance with the state procurement law; the district shall first attempt to negotiate with Miner Dietrich Construction Company and if unable to negotiate a satisfactory contract, then the Houston Community College Committee of the Whole – November 19, 2009 – Page 3 district shall proceed to negotiate with the next offer in the order of the selection rankings until a contract is reached. Dr. Williams seconded. Mr. Schechter withdrew his motion and Dr Williams withdrew his second. Dr. Williams moved to table the item for discussion in closed executive session. Motion – Mr. Austin moved to treat items as a consent agenda. Mrs. Sane seconded. The motion passed with vote of 8-0 approving the following items: • • • Temporary HCC-North Forest Vocational/Technical Campus on North Forest Independent School District School Site Solid Waste Collection & Disposal Services (Project #09-57) Investment Report for the Month of September 2009 Mr. Davila adjourned the meeting to Executive Session at 4:44 p.m., notice having previously been given and reiterated in accordance with Sections 551.071, 551.072, and/or 551.074 of the Open Meetings Law. Mr. Flores 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. Davila reconvened the meeting in Open Session at 6:43 p.m. and entertained motions on pending matters. (Present: Trustees Davila, Flores, Guzman, Sane, Schechter, Dr. Williams, and Worsham) REVIEW AND RECOMMEND FINANCING OPTIONS Motion – Mr. Worsham moved and Mrs. Guzman seconded. Dr. Tyler apprised that the Financial Advisors were present to provide several financing strategies instead of utilizing cash. (Mrs. Flores arrived at 6:45 p.m.) Mr. Clarence Grier of RBC Capital Markets apprised that the Resolution provides an opportunity to utilize other funding opportunities instead of cash relating to the Alief Early College Center project and noted that the other portion of the presentation was regarding the commercial paper program. Mr. Carlos Allen apprised that HCC needs approximately $140 million for repairs and maintenance through 2013. He noted that commercial paper provides flexibility when the projects are initiated. Mr. Grier noted that interest is only paid on funds drawn. He noted that the commercial paper program is only a tool and noted that a request from the Board would need to be made before taking action. Mr. Schechter noted that he had a question regarding the interest rate scenarios. Mr. Allen noted that the anticipation is to provide an overview at the December 10, 2009 meeting. Houston Community College Committee of the Whole – November 19, 2009 – Page 4 Dr. Williams asked if there is a time sensitivity need. Dr. Tyler noted that the Board authorized certain transactions; however, the commercial paper would be an option for financing those projects instead of using cash. (Mr. Davila left at 7:08 p.m.) RBC advised that the presentation was to report on the various options that provide flexibility. Mr. Grier apprised that a sensitivity analysis would be provided to the Board. (Mr. Davila returned at 7:10 p.m.) Dr. Tyler noted that the recommendation was to approve the resolution to allow reimbursement of general funds for the construction of the Alief parking garage. RBC Capital noted that the resolution provides flexibility and noted that it is optional. Motion – Dr. Williams moved to pass the resolution to the consent agenda and Mr. Schechter seconded. The motion passed with vote of 7-0. CONSTRUCTION SERVICES FOR FELIX AND ANGELA MORALES BUILDING RENOVATIONS (Project #09-58) Motion - Mr. Schechter moved to approve the item in accordance with the state procurement law, the district shall first attempt to negotiate with Miner Dietrich Construction Company and if unable to negotiate a satisfactory contract, then the district shall proceed to negotiate with the next offer in the order of the selection rankings until a contract is reached. Mrs. Sane seconded. The motion failed with a vote of 4-2-1 with Mrs. Guzman and Mrs. Flores opposing and Mr. Davila abstaining. ADJOURNMENT With no further business, the meeting adjourned at 7:16 p.m. Recorded by: Sharon R. Wright, Executive Administrative Assistant, Board Services Transcribed and submitted by: Sharon Wright, Executive Administrative Assistant, Board Services Minutes Approved: