Board of Visitors Meeting September 30, 2011

The Board of Visitors of Christopher Newport University met on September 30, 2011 in the Board Room of the David Student Union with Rector John Conrad presiding.

Present from the Board

Mr. Carlos Brown
Mr. Gary C. Byler
Mr. John A. Conrad
Ms. Jane Susan Frank
Ms. Vicki Siokis Freeman
Mr. Michael C. Martin
Mr. Bryan K. Meals
Mr. Scott Millar
Ms. Delceno C. Miles
Mrs. Margo D. Taylor
Mr. W. L. Thomas, Jr.
Mr. Preston White

Absent from the Board

Ms. Ann N. Hunnicutt
Ms. Frances P. Luter

Present from the University

President Paul Trible
Ms. Cynthia Perry, Chief of Staff
Mr. William L. Brauer, Executive Vice President
Dr. Mark Padilla, Provost
Mr. Maurice O'Connell, Vice President for Student Services
Ms. Adelia Thompson, Vice President for University Advancement
Mr. William Thro, University Counsel
Dr. Bill Connell, Faculty Senate Secretary
Ms. Beverley Mueller, Executive Assistant
Ms. Lori Jacobs, Director of Public Relations
Dr. Kevin Hughes, Dean of Students
Dr. David Doughty, Dean of the College of Natural & Behavioral Sciences

Rector Conrad called the meeting to order and stated that this was the annual meeting of the Board. He welcomed the newest members to the Board who were present - Scott Millar, Delceno Miles and Gary Byler -- and said he was pleased that Ann Hunnicutt had been reappointed to the Board.

Rector Conrad called for approval of the minutes of the Board meeting held on June 17, 2011. Mr. Martin provided the motion, seconded by Mr. Meals. Ms. Taylor called to amend page 5 of the minutes by changing the word "county" to "country" and the minutes were approved as amended by the members of the Board with an abstention from Ms. Miles.

Rector Conrad announced his appointment of the members and chairs of the standing committees of the Board,, and the designation of the ex officio members. The roster of the committees is attached to the minutes.

Rector Conrad pointed out that the By-laws state that the Executive Committee shall consist of the Rector, who serves as the Chair, Vice-Rector, Secretary and two members at-large, all of whom shall be "elected" as required by Article V, Section 1 as well as the chairs of the Standing Committees "appointed" by the Rector.

Rector Conrad believes that it is unclear whether the at-large members should be "elected" or "appointed" and believes the By-laws are misleading and that the intent is for the at-large members to be "appointed." For today's meeting, the at-large members will be "elected" as provided in the By-laws but suggests that a by-law change be carried over to the next meeting. Rector Conrad called for a motion to elect Ms. Luter and Mr. White as the two at-large members of the Executive Committee. Ms. Frank seconded the motion and it passed by unanimous vote of the Board.

Rector Conrad also discussed the timing for the election of officers. He noted that President Trible had distributed information about this process at other universities and it was determined that CNU, George Mason, Old Dominion, Radford and Mary Washington elect leadership after the start of the fiscal year- July 1 -- and other schools elect officers prior to July 1. The Code of Virginia provides for CNU's elections to take place "at the first meeting after July 1st in every even numbered year." Therefore, the current language honors the language of the statute. The difficulty arises when the Governor does not make appointments until late summer and our Rector and Vice Rector have the same terms. There was a recommendation to leave the annual meeting language as is and that the By-laws be amended to state that the Rector and Vice Rector should have different terms to provide continuity in leadership. This item will be placed on the agenda for the February meeting.

President's Report

President Trible reported that the semester was off to an extraordinary start despite the recent storm requiring classes to be canceled for three days. He noted that those days had been added to the end of the semester. He reported on his recent visit to Northern Virginia where 200 prospective students and family members attended an open house. President Trible said that at least 10-15 students said they would be applying for early admission and the level of enthusiasm was remarkable. He reported that 1240 students enrolled this fall with the average GPA for this class at 3.7.

President Trible reported that the athletic teams are playing at high levels of excellence with four teams ranked nationally in the top 20-men's soccer is ranked #2, volleyball #6, field hockey #16 and golf #18.

President Trible said that once again he and Rosemary hosted the freshman at the President's House introducing them to the deans, chairs and faculty - all of whom provided them with a warm welcome and introduction to CNU.

President Trible said that CNU's 50th Anniversary Celebration began with the Virginia Symphony performing on the Great Lawn. Approximately 3,000 people attended this event which was a thank you to our community for their support over the last 50 years. President Trible said the 50th Anniversary Gala was a great achievement and a marvelous night and he thanked everyone for their contribution to the success of the evening.

President Trible said the very first night football game -despite the rain - had the largest number of people in attendance in history and was a grand celebration complete with fireworks.

President Trible recognized Mike and Patty Martin for providing a contribution from the National Automobile Dealers Charitable Foundation which provides scholarship funding for our students.

President Trible announced that the U.S. News and World Report's rankings came out and that CNU has been shifted to the category of regional comprehensive schools. CNU was ranked 26th among regional universities in the South and was in the top 10 public schools in the south and #6 of the up-and-coming Schools in the South. CNU received a letter from the Governor offering his congratulations on CNU's superior performance.

President Trible reported that the Higher Education Opportunity Act of 2011 which became effective July 1st requires each higher education public institution to develop and submit an academic, financial and enrollment plan for a six-year period and the preliminary plan must be approved by the Board of Visitors by October 1st.

He then asked Chief of Staff Perry to review CNU's 2012-2018 Plan. It was noted that the submission of this plan assumes no additional state support. President Trible said that CNU's plan is only aspirational and is consistent with the Code of Virginia. There was much discussion among the Board about the plan and concerns over the increases in tuition. Rector Conrad noted that the CNU submission is comparable with other universities in terms of tuition and other areas.

Following questions and discussion, Mr. Martin provided a motion to approve Resolution 1: Six Year Plan Resolution 2012-2018, seconded by Ms. Taylor and passed by unanimous vote of the Board. President Trible and Rector Conrad acknowledged Ms. Perry's time and effort on the production of this document and its excellent presentation to the Board.

Finance and Audit Committee Report

Mr. Martin, Chairman of the Finance and Audit Committee, welcomed Mr. Gary Byler, the newest member of the Finance Committee. He then asked Mr. Brauer to report on the statement of revenues and expenditures which the committee reviewed in detail. Mr. Brauer noted there was a $3.6 million appropriation from the American Recovery Reinvestment Act included in the budget, half of which was deferred to this year and paid for faculty salaries and benefits. He explained variances in the auxiliary budgets - intercollegiate athletics, the Ferguson Center and the bookstore. Mr. Brauer reminded the Board that CNU ceased the university bookstore operation about half way through the fiscal year and the new arrangement is doing well bringing better services to our students, with additional cost savings and online services.

Chairman Martin presented Resolutions 2-5: Authorization for the Issuance of Debt for Capital - Ratcliffe Hall Addition, Project 17567,; Renovate Santoro Residence Hall, Project 17837,; Parking Deck II and Surface Parking, Project 17046; and Expand Residential Dining Facility, Project 17989. He noted that a detailed report was provided to the Board showing what impact the passing of these Resolutions would have on debt service. Mr. Martin reminded the Board that it has been mandated that debt not exceed 10%. Currently the debt ratio is 7.22% and with the approval of these resolutions the debt ratio would be 8.23% He noted that this percentage will decrease over time. Mr. Martin said these Resolutions come to the Board at the recommendation of the Finance and Audit Committee and Rector Conrad called for discussion and then approval of Resolutions: 2-5 and they were approved by unanimous vote of the board.

At 1:30 p.m. Rector Conrad called for a motion to enter closed session under the Freedom of Information Act Section 2.2.3711-A(1) personnel and A(8) gifts, bequests and fundraising. Mr. Brown provided the motion and it was seconded by Ms. Miles and passed by unanimous vote of the Board.

At 2:00 p.m. the Board returned to open session and Vice-Rector Frank asked for a roll call certifying that only public matters were discussed that were identified in the motion by which the executive or closed meeting was called. Board members Mr. Brown, Mr. Byler, Ms. Frank, Ms. Freeman, Mr. Martin, Mr. Meals, Mr. Millar, Ms. Miles, Ms. Taylor, Mr. Thomas, Mr. White and Rector Conrad certified to the above.

Rector Conrad entertained a motion to approve Resolutions 7 and 8: Recognition Bonuses which were discussed in closed session and come to the Board as a recommendation of the Finance and Audit Committee .. The Resolutions passed by unanimous vote of the Board.

Mr. Martin said the Finance and Audit Committee received an internal audit report which was discussed in detail. There were no major issues but a few control deficiencies/weaknesses were identified. A corrective plan has been put into place with a scheduled completion date of December 31, 2011.

Mr. Martin noted that there was in-depth discussion of the SWaM report. Chairman Martin commented that CNU has increased its SWaM numbers from 20.80% in 2008 to 50.20% in 2011. He said this increase was due to a tremendous focus of the Board and the administration to increase these numbers. Rector Conrad said that at the next meeting a SWaM goal will be established for next year.

The Finance and Audit Committee requested a report on scholarship funding and expenditures at the next meeting and Mr. Brauer stated that this report will become a part of the Finance and Audit Committee report on a regular basis.

President Trible said that there are five major projects under way in the amount of $200 million. He noted that CNU has requested money for the student success center, another phase to the library and an addition to the Ferguson Center to accommodate the fine arts, all of which are included in the 6-year plan.

Finally, the Finance Committee requested an investment report; at the next meeting there will be a presentation from CNU's investment group.

Academic Affairs Committee Report

Dean David Doughty was asked to make his presentation on CNU's STEM (science, technology, engineering and mathematics) initiatives at the outset of the Academic Affairs Committee Report. He stated as part of the Governor's Top Jobs legislation emphasis is being placed on high-demand, high- income fields that are key to top jobs in the 21st Century. Dr. Doughty said this comes at a good time for CNU given the new facilities and academic organizational changes; Ms. Frank agreed, stating it is the perfect direction for CNU. Mr. Millar said this is exactly what private industry is looking for in graduates and that this is a great effort on CNU's part.

Ms. Frank said the Academic Affairs Committee had reviewed a proposed amendment to the By-Laws regarding a new Academic Freedom Policy. She noted that there was a recent lawsuit bringing this issue to light and the Faculty Senate came forward, along with other staff members, with a new policy and asked the Provost to address the issue.

Provost Padilla said that this request for a new policy is not due to censorship of the faculty or any incident on campus and that the faculty has been pleased with our academic freedom on campus; they are concerned about possible future issues and the new language is in response to the current national lawsuit. The Provost reviewed the current and proposed new language of the Resolution. A number of concerns were expressed by several members of the Board and University Counsel Thro explained some of the legalities of the language. There was discussion about the right of faculty to speak out about matters of public concern or institutional policy without institutional restraint and what the differences are between matters of public concern and institutional policy. University Counsel Thro said that this is decided on a case by case, context by context basis.

Ms.Frank reported that the Resolution was passed and seconded by the Academic Affairs Committee but did not require action at this meeting. Rector Conrad asked that this matter be raised again at the February meeting.

Ms.Frank said the Committee also discussed the faculty workload plan which Provost Padilla then presented to the Board. He said this plan was put into place to systemize equitably variable teaching loads and merit review weights for faculty with differing roles. This plan allows the faculty more choices in the number of classes they teach, giving more complexity to the University.

Student Life Committee Report

Mr. Brown, Chairman of the Student Life Committee, reported that this year 1,243 students enrolled in CNU out of 8,085 applications; 325 enrolled in the President's Leadership Program -- an increase of 28%; the average GPA of the entering class is 3.7, and 280 minority students have enrolled - 133 of whom are African American -- an increase of 2%. He said the Committee spent time evaluating new admissions initiatives relating to early decision and early action programs and they appear to be very successful. There were 303 early decision applicants of which 217 were admitted and 205 actually enrolled. There were 2,700 early action applicants and 656 of those students enrolled. There were 4,069 applicants for regular admission of which 382 enrolled. Mr. Brown reported that this year CNU will be a part of the Common Application Consortium and is hopeful that this will draw more students to CNU.

Mr. Brown said that the Committee heard a report from the Financial Aid Office and learned that approximately 20% of our students receive some type of need-based assistance and CNU needs to analyze what that means for our students. Of that 20%, 61% are majority and 39% were minority students. He noted that in many cases these are students from Northern Virginia where incomes are usually high but debt loads are also high.

Mr. Brown reported that the efforts to help students experience success at CNU continues and the University Fellows have been successful in identifying and helping students who need additional academic support. Residence Life has partnered with the Center for Academic Success to offer on-site tutoring in the residence halls. In addition, there has been great participation in campus activities with over 2500 students participating in events this semester.

President Trible added that the retention rate from freshman to sophomores is 85% and the graduation rate continues to increase as well. He said the Governor has said that graduation is important but it is also important to reduce the amount of time getting to graduation to four years. The Governor is also encouraging the use of university facilities on a year-round basis. CNU has expanded its summer school offerings which accomplishes both of these requirements.

Development Committee Report

Rector Conrad then asked Ms. Adelia Thompson, Vice President for University Advancement, for the Development Committee Report. Ms. Thompson reported on the Comprehensive Campaign stating that we are in the very early stages of the campaign and that the timeline is five years. She pointed out that this is a comprehensive campaign which means that every gift, from every source, for every purpose counts. At the end of the campaign CNU will not only have money but good donor relationships. She said she will continue to keep the Board informed on the campaign.

President Trible said the campaign started strong with the contributions made at the 50th Anniversary Gala of $7 million. Rector Conrad thanked Ms. Thompson for her efforts and said he looks forward to hearing what the expectations and challenges will be for the Board of Visitors.

President Trible briefly reviewed the Reports on Appointments of Full-Time Salaried Faculty and Professional and Administrative Faculty which are shared with the Board at each meeting.

Mr. Thomas thanked President Trible and his staff for their outstanding efforts on fundraising. He stated his disappointment with the recent reports of the results of the standards of testing in public secondary schools and said that much needs to be done to help our young people. The Governor wants to increase the enrollment in public colleges and universities; however, help needs to come to those struggling now. Rector Conrad agreed with Mr. Thomas' disappointment.

There being no further business, the meeting was adjourned.