MEETING OF THE BOARD GOVERNANCE COMMITTEE OF THE BOARD OF TRUSTEES HOUSTON COMMUNITY COLLEGE December 1, 2010 Minutes The Board Governance Committee of the Board of Trustees of Houston Community College held a meeting on Wednesday, December 1, 2010, at the HCC Administration Building, 3100 Main, 2nd Floor, Seminar Room A, Houston, Texas. COMMITTEE MEMBERS PRESENT Mary Ann Perez, Committee Chair Dr. Michael P. Williams, Committee Member Bruce Austin Sandie Mullins ADMINISTRATION Mary S. Spangler, Chancellor Art Tyler, Deputy Chancellor/COO Renee Byas, General Counsel Doretha Eason, Executive Assistant to the Chancellor Charles Cook, Vice Chancellor, Instruction Daniel Seymour, Vice Chancellor, Planning and Institutional Effectiveness Diana Pino, Vice Chancellor, Student Services Margaret Ford Fisher, President, Northeast College Fena Garza, President, Southwest College Willie Williams, Chief Human Resource Officer OTHERS PRESENT Jarvis Hollingsworth, System Counsel, Bracewell & Giuliani Alan Ainsworth, President, Faculty Senate Other administrators, citizens and representatives from the news media CALL TO ORDER Mrs. Perez called the meeting to order at 11:19 a.m. and declared the Committee convened to consider matters pertaining to Houston Community College as listed on the duly posted Meeting Notice. Dr. Williams recommended that priority is given to the Board policy issues. REVISION TO BOARD GOVERNANCE POLICY Motion – Dr. Williams moved and Mrs. Perez seconded to approve. Mr. Hollingsworth apprised that the proposed changes to the Board Bylaws and Governance policies were to include a provision to ensure that the Board will resist attempts of undue influence and would report any attempts and undue influence from administration. Houston Community College Board Governance Committee – December 1, 2010 - Page 2 Mr. Austin informed that he has reviewed the undue influence and inquired if the correct language is unreasonable undue influence. Mr. Hollingsworth noted that the language references to situations that exceed the normal process of campaigning. Mr. Austin requested to add to the record definitions of unreasonable undue influence. Dr. Williams requested an example. Mr. Hollingsworth noted that a situation such as getting out of the role of a board member and focus more on the role of administration for campaign related purposes. Mr. Hollingsworth noted that an additional change to the Board Governance policy and bylaws is regarding Requests for Records by Trustees. He noted that if a request for a document comes from a Trustee, all Board members should be informed and the request should be forwarded to the Board Chair for further instructions regarding the release. Mr. Austin noted that his concern is that the policy may hinder receiving information that is related to the position as a Trustee. Dr. Williams apprised that the purpose is to limit the attempts to gather information that causes an undue burden on administration to provide the requested information. Mr. Hollingsworth noted that the policy provides that the Board Chair will review requests for documents from Trustees and if the request is determined to lack relevance, cause an undue burden on the administration, or if the responsive documents exceed fifty pages in length, the Trustee will be required to file the open records request in accordance with the Texas Public Information Act and will be responsible for all fees and costs associated with the request. Mr. Austin inquired if the Trustees know the common law duties, such as the duty of loyalty, in accordance to the law. Mr. Hollingsworth informed that training is provided to the Board during orientation. Dr. Tyler inquired if copies will be provided to all Trustees. Mr. Hollingsworth informed that the Trustees will need to respond that they are interested in receiving the documentation. Motion – Dr. Williams moved and Mrs. Perez seconded. The motion passed with a vote of 2-0. REVISIONS TO STUDENT SERVICES AND HUMAN RESOURCES POLICIES Mr. Hollingsworth informed that the Board policies and procedures were previously inclusive as one document. He noted that the procedures were removed from the policy because the procedures may change from day to day. Mr. Austin reiterated that the reason the policies became so descriptive was due to previous misunderstandings. Mrs. Perez informed that there will be a link to the procedures on the site where the policies are posted. Vote - The motion passed with a vote of 2-0. Houston Community College Board Governance Committee – December 1, 2010 - Page 3 Mr. Austin suggested that a yearly review be institutionalized. Mr. Hollingsworth informed that a policy review schedule will be provided to the Board. CREATION OF AN INSTITUTIONAL REVIEW BOARD AND PROCESS Motion – Dr. Williams moved and Mrs. Perez seconded. Dr. Cook informed that any institution that accepts federal funds is required to have an institutional review Board and process to receive requests from both external and internal researchers to involve HCC human subjects (students, faculty, and staff) in various studies. Mr. Austin requested that the Institutional Research provide examples of best practices of how other institutions have dealt with the issue. Dr. Cook informed that the research was conducted. Vote – The motion passed with a vote of 2-0. REVISION OF POLICY ON INTELLECTUAL PROPERTY Motion – Dr. Williams moved and Mrs. Perez seconded. Dr. Cook informed that the purpose of the policy is to safeguard the interests and mission of the college while encouraging creative thinking and activity by HCC employees. He noted that the change will establish a committee to review the issues as opposed to the Vice Chancellor for Instruction or College Presidents as stated in the current policy. Dr. Williams inquired who will be involved from the Office of General Counsel. Mrs. Renee Byas informed that legal representation will be involved. Dr. Williams inquired if there is an agreement regarding faculty, how contractual obligations with HCC will be handled. Mrs. Byas informed that there is contractual language in the IP policy and procedure. Mr. Austin informed that when forming new committees and sub-bodies the federal and state administration procedure acts should be considered. Vote – The motion passed with vote 2-0. Dr. Cook requested that the review of the Instruction policy be tabled for discussion in January 2011. HCC DIVERSITY AND INCLUSION PLAN DEVELOPMENT REPORT David Cross provided an update regarding HCC’s efforts to develop an institutional infrastructure that will sustain a continued commitment to diversity and inclusion. He noted that the Affirmative Action data has been incorporated into the report to provide the bases for the HCC Council for Diversity and Inclusion to begin to make recommendations regarding the establishment of Diversity and Inclusion goals for the institution. Houston Community College Board Governance Committee – December 1, 2010 - Page 4 Mr. Austin inquired if outside and in-service training are being utilized. Mr. Cross informed that there has been some in-service training as well as external training especially with the students. Mr. Austin informed that the Texas Coordinating Board previously noted that the college faculty diversity should be in correlation with the student body diversity. Dr. Williams inquired about the training regarding supervisors and apprised that the problem often centers with the position of the employee. Mrs. Byas informed that the ombudsman is in place. Dr. Williams informed that the ombudsman is not there as an advocate for the employee if they are paid by the administration. He noted that he has expressed concerns previously about the ombudsman. Willie Williams informed that there is supervisory training for new supervisors and noted that training has been implemented for long-standing supervisors as well. He noted that the training includes six modules. HR POLICY – C4.1: EMPLOYEE STANDARDS OF CONDUCT Mr. Hollingsworth informed that there is a statement of intent indicating that the work environment will be healthy, professional, and respectful. Mr. Hollingsworth informed that the change will state that the Board instead of the college is committed to creating a healthy environment. Mr. Austin requested that statutory definitions are clarified especially regarding assault. Dr. Williams commended Willie Williams regarding his oversight and management of the Human Resources department and noted that there has been tremendous improvement in the department since his coming on board. He also commended the department for implementation of the supervisory trainings. Motion – Dr. Williams moved and Mrs. Perez seconded to approve. Vote – The motion passed with vote 2-0. ADJOURNMENT With no further business, the meeting adjourned at 12:35 p.m. Recorded, transcribed and submitted by: Sharon R. Wright, Manager, Board Services Minutes Approved: _________________________________