Board of Visitors Meeting February 4, 2022

The Board of Visitors met on February 4, 2022.

Present from the Board

Ms. Regina P. Brayboy
Mr. William R. Ermatinger
Robert R. Hatten, Esq.
Ms. Maria Herbert
Mr. C. Bradford Hunter
Mr. Steven S. Kast
Ms. Terri M. Mcknight, CPA
Mr. Sean Miller
Ms. Christy T. Morton
Dr. Lee Vreeland
Dr. Ella Ward
Ms. Judy Ford Wason

Absent from the Board

Ms. Lindsey Carney Smith, Esq.
The Hon. Gabriel A. Morgan, Sr.

Present from the University

Dr. David Doughty, Provost
Ms. Jennifer Latour, Vice President for Finance and Planning and CFO
Ms. Adelia Thompson, Chief of Staff
Ms. Beverley Mueller, Executive Assistant
Maureen Matsen, Esq., University Counsel
Dr. Lisa Duncan Raines, Vice President for Enrollment and Student Success
Dr. Kevin Hughes, Vice President of Student Affairs
Ms. Christine Ledford, Vice President for Administration and Auxiliary Service
Dr. Rachel Holland, Faculty Senate President
Ms. Mary Romanello, Student Government Association President
Mr. Bruce Bronstein, Interim Chief Communications Officer
Ms. Amie Dale, Executive Director of University Events and Special Projects
Mr. Rob Lange, Dean of Admission

Others

Mr. Joshua Grimes, Editor in Chief of the Captains Log
Ms. Sierra Jenkins, Daily Press
Ms. Deb Love, Senior Assistant Attorney General at Virginia Office of the Attorney General
Mr. Mike Martin, Chair of the CNU Real Estate Foundation
Mr. Doug Hornsby, CEO CNU Real Estate Foundation
Mr. Spencer McDonald, Comptroller of the CNU Foundations

Rector Hatten welcomed everyone present, introduced special guests, Ms. Deb Love, Senior Assistant Attorney General; Mr. Mike Martin, Chair of the CNU Real Estate Foundation; Mr. Doug Hornsby, CEO CNU Real Estate Foundation; Mr. Spencer McDonald, Comptroller of the CNU Foundations and Mr. Josh Grimes, Editor of the Captains Log.

Rector Hatten congratulated President Trible on the recent recognitions that he has received from various organizations across the Commonwealth including a Proclamation from York County, the Oyster Point Rotary honored him as Citizen of the Year and the General Assembly will commend President Trible for his many years of service and extraordinary contributions to our community and Commonwealth.

Rector Hatten explained the revision of the university policy allowing electronic participation in Board meetings. During the course of the pandemic, two policies were merged to allow Board members to participate remotely. Upon further review of the policy, University Legal Counsel Maureen Matsen revised the policy to remove unnecessary restrictions by which board members can participate electronically. The new policy allows board members the ability to attend up to 2 meetings per year in an electronic format due to personal, medical and/or family member medical reasons. In such an instance, board members are asked to notify their chair to be excused from physical attendance, receive instructions, and to join remotely.

Rector Hatten called for discussion of the policy change. There being none, he called for a motion to approve the amended policy. Mr. Kast provided the motion, which was seconded by Ms. Herbert and the new policy was approved by a unanimous vote of the board.

Rector Hatten called for a motion to approve the minutes of the December 10, 2021 meeting. Ms. Herbert provided the motion, which was seconded by Secretary McKnight and the minutes were approved by a unanimous vote of the Board.

President’s Report

President Trible thanked Rector Hatten and graciously acknowledged how grateful he and Rosemary are for the recognition of their service.

President Trible addressed the delay in the start of the semester, moving the Commencement date by a week to May 14 and the success of strategies to sidestep the omicron surge. He noted that due to efforts, case counts remain low and faculty/staff cases have dropped into the single digits.

President Trible explained that the Governor’s Executive Order and the legal opinion of the Attorney General requires the University to rescind the booster mandate, however, booster shots are still strongly encouraged. He noted that masks are still required and strategies are in place to mitigate the virus. He also said that the University is hosting a vaccination clinic in partnership with Riverside Health system for our students, faculty and staff and their families.

President Trible then reported notable successes for the start of the semester:

The Luter School of Business again ranks as one of the best business schools in America. Poets & Quants ranked the Luter School 13th in the nation among public universities for graduate satisfaction and 65th overall.

President Trible said that the men’s basketball team is number 4 in the country and the women are number 1! Their winning streak sets a new school record for consecutive wins by any program in CNU history.

He reported that all 19 students in the inaugural class of Community Captains who enrolled as freshmen have been successful and are headed into their second semester. The third cohort of Community Captains are scheduled to visit with their parents for an orientation by the Provost and members of our faculty and staff.

President Trible reported that applications are up 6% over this time last year, offers of admission are up and enrollment deposits are up 26% ahead of last year. The academic quality of the class is strong with an average GPA of 3.9. He said that currently there are 982 candidates for graduation and a total of 1,200 graduates are anticipated.

President Trible gave a brief report on his recent meetings with members of the General Assembly including a meeting with Governor Youngkin and the other college presidents. President Trible thanked Rector Hatten for meeting with Governor Northam and appealing to him to support Christopher Newport’s budget requests. He said that Christopher Newport fared well in Governor Northam’s budget.

At the Rector’s urging, the Governor provided $500,000 to support the Community Captains program for the first year of the biennium and $630,000 in the second year. Also included in the Governor’s budget was a modest increase in operating funds; an increase in need-based financial aid, funds to support the state’s minimum wage increase and the state’s share of a faculty and staff 5% pay raise. On the capital side, he said that the Luter II expansion project was fully funded in the amount of $60 million as part of the state’s capital project pool.

The President noted that the following additional requests were made:

To increase the base operating funds to $5 million. This represents the amount of one-time federal stimulus and state funds that we will no longer have available to us for use next fiscal year.
The second amendment is to fully fund the faculty and staff raises and to cover the increase in student employee wages.
And the third amendment is to fully fund the replacement of CNU North – the former Suntrust building that is leased from the Real Estate Foundation. Two options were presented to the General Assembly is to either have the Real Estate Foundation build it and the Commonwealth can later acquire it or the project can go through the Commonwealth’s construction process which will greatly increase the cost.

President Trible reported that the University has received Level II authority in procurement. This new authority affords the University much greater freedom and flexibility in the procurement process. He thanked Mr. Bill Brauer, Ms. Christine Ledford and her team, Ms. Jennifer Latour and Ms. Fran Bradford for their hard work in order to make this a success.

President Trible addressed the ongoing compensation study and noted that we are awaiting the results and will discuss them at future Board meetings. He reminded everyone that last fall the University increased the minimum wage and a one-time bonus was given to hundreds of essential workers for their frontline service during the pandemic. However, he continued, that it was just a start and that we need to do more to take care of our employees.

President Trible reported that track and field student-athletes had a successful weekend of indoor competition and three of the women’s soccer players were named All Americans. The men’s lacrosse team is ranked fifth in the country and the women’s lacrosse team is ranked in the top 25.

He also reported that the arts continue to thrive and audiences at the Ferguson are filling the concert hall. The music department has an array of upcoming concerts and recitals, and Theater CNU has a number of spring productions, including the musical “Pippin.”

The Torggler Fine Arts Center continues to prove to be a grand addition to the cultural life in our community. A partnership with the Newport News Public Schools is underway and Torggler Executive Director Ms. Holly Koons, along with Ferguson Executive Director Mr. Bruce Bronstein, recently welcomed arts teachers from all the schools in the Newport News School system for tours, lunch and a conversation about how our centers can become more active in the lives of the young people in our community.

The President recognized the university’s celebration of Black History month with events both virtual and in-person, reported that the new training program launched by Dr. Angela Spranger in the Fall for the campus community has been completed by over 90% of faculty and staff and relayed that the Office of Diversity, Equity and Inclusion has programs scheduled for every month this semester.

He said that CNU Day will take place on Wednesday, March 16. This annual day of giving always fuels spirit and support – particularly from alumni, and the university will seek to surpass once again the $1 million mark for that day. President Trible asked the board to mark their calendars.

The Wason Center for Civic Leadership is celebrating its 10th anniversary and on March 25, Judy and Harry Wason’s visionary leadership will be celebrated. He said that this event will be co-hosted by Senator Mark Warner and will be an important gathering that will generate both the financial resources and the heightened awareness needed to launch the Center’s remaining new initiatives.

President Trible then introduced Mr. Mike Martin, President of the CNU Real Estate Foundation.

Real Estate Foundation Report

Mr. Martin began his report by explaining that the Real Estate Foundation is a private Virginia non-stock, non-member, tax exempt corporation which allows it to work alongside, but also apart from the university. Their mission is to generate as much income as possible in unrestricted funds for the university and to preserve, develop and protect land and property for the university. He discussed their meeting schedule, communication process and board make-up, noting that the members and their specific skill set provides a powerful tool to propel the university forward. He recognized and thanked Mr. Hornsby and Mr. McDonald for their expertise and management of the day to day operations of the foundation.

He explained the process for financing, procurement of real estate, and presented a map of properties showing the retail properties and buildings leased back to the University. Mr. Martin reported that the REF owns about 48 acres of land including 35 buildings with a value of $220 million. Mr. Martin noted that the Foundation’s debt is less than $100 million and reported on the REF performance since 2015, addressing increases in operating revenue, debt reduction payments and university support.

Mr. Martin called for any questions. Mr. Ermatinger asked how funding was acquired to purchase the first properties to start the Real Estate Foundation. President Trible answered that the University borrowed money with no external investors. He noted that the Real Estate Foundation was created as an entrepreneurial arm to allow the university to act strategically and transform and enhance the landscape of the city.

President Trible thanked Mr. Martin for his presentation and commended Mr. Hornsby and Mr. McDonald on their success leading the foundations.

Finance and Facilities Committee Report

Mr. Ermatinger thanked President Trible for his hard work in Richmond on behalf of the University noting that his efforts with the General Assembly will pay off for years to come.

Mr. Ermatinger reported that the committee reviewed the financial statements as of December 31 noting that revenues and expenses are tracking as expected at 6 months into the fiscal year, specifically stating that revenues are $112 million and expenses are $93 million. On behalf of the committee, he then brought forward Resolution 1: Cancellation of Debt Considered Uncollectible. Rector Hatten asked for discussion or questions. There being none, the Board voted unanimously to adopt Resolution 1: Cancellation of Debt Considered Uncollectible.

Mr. Ermatinger echoed President Trible’s comments on the approval of Level II procurement authority offering thanks to Ms. Ledford and her team noting the great faith Richmond has put in Christopher Newport by granting this authority.

He summarized upcoming capital projects including the expansion of Luter Hall, the future administration building, and upcoming large maintenance projects. Mr. Ermatinger concluded his report by announcing that as of November 30th, the University was at 33.2% for SWAM procurement - 6 percentage points higher than the Commonwealth and the education section as a whole.

Operations, Audit and Risk Committee Report

Secretary McKnight reported that the committee received a briefing by the Chief Information Officer and the Information Security Officer on a cyber-attack that happened in the Physics, Computer Science and Engineering Department that was discovered in early January. Upon discovery, the Incident Response team worked to resolve the issue. No sensitive data was involved in the event and no production systems were affected.

The committee also received a report from the Director of Emergency Management, Ms. Tammy Sommer, about the office, its oversight and the number of emergency management plans and exercises that the university is responsible for developing and conducting.

Ms. Faith Belote, the Internal Auditor, reviewed the status of this year’s audit plan with the committee noting the Laboratory Safety audit is in progress and the final report will be presented during the April meeting, the Maxient Software Application audit planning is underway, and the IT Disaster Recovery Planning audit fieldwork is ongoing with IT consultant services. As a follow up to her report at the December meeting on the NCAA audit, Secretary McKnight was pleased to report that many of the audit points have been completed and the remaining open points will be completed by March 15. Secretary McKnight reported that the new IT Internal Auditor started in early January.

Secretary McKnight stated that the Audit Committee Charter has been updated to reflect that the Committee will receive periodic reports on the university management of operational, compliance, strategic and reputational risks, to include Emergency Management and the Agency Risk Management and Internal Control Standards (ARMICS) and that Resolution 2: Amendment to the Audit Committee Charter reflects the amendment and comes to the Board at the recommendation of the Committee.

Rector Hatten called for discussion and there being none, the Board voted unanimously to approve Resolution 2.

Academic Affairs Committee Report

Vice Rector Brad Hunter reported on the successes including the increase in grant funding, filling faculty searches, progress in new curriculum initiatives, resuming study abroad programs, and the expansion of the summer scholars and research apprentice programs. He then brought forward Resolution 3: Plan of Compensation and asked Dr. Dave Doughty to elaborate on this plan which comes to the Board at the recommendation of the Committee.

Dr. Doughty noted that this plan gets updated each year so that the maximum salary range stays in line with raises provided by the General Assembly.

Rector Hatten called for discussion. There being none, the board voted unanimously to approve Resolution 3: Plan of Compensation.

Student Life Committee Report

Ms. Wason, who chaired the Committee, asked Dean Lange to provide an admission update.

Dean Lange highlighted that the number of applications are back to pre-pandemic numbers and the focus now is to yield the class. He told the Board that we are partnering with a company called 3E to help target students, but it's the in-person visit experience that makes a difference. To that end, Admission is working with a number of departments across campus to come up with unique ways to elevate the on-campus experience and offer new and exciting opportunities when prospective families visit.

Student Government Report

Ms. Mary Romanello offered a student reflection regarding the delay of classes, noting that the delay was a large blessing in disguise because it helped students recover from illness, stay home with families and even earn more money at their jobs. She praised the decision and noted that everyone is very grateful to be back in person again.

She said that students are enjoying the sense of normalcy being present on campus and focusing on in-person experiences and events. Clubs and organizations are gearing up and hosting weekly events, conferences, training sessions, and educational programming.

Ms. Romanello said that the SGA will continue to strive for the betterment of the university and will undertake a series of events and initiatives including town halls, highlighting the importance of mental health with a series of programming and on March 25 they will be hosting the Faculty and Staff Appreciation Event.

Faculty Senate Report

Dr. Rachel Holland reiterated the same sentiment in her opening remarks that Ms. Romanello shared in relation to the delay of classes being the right thing to do and for being back in person. She thanked all the individuals who worked so tirelessly over the last couple of months to ensure a safe start to the semester while still delivering the highest quality education. She said that the faculty are grateful for the thoughtful, well-measured approach taken and extended their thanks and recognition for those efforts.

She reported that the Senate is hard at work this semester with several established working groups that are meeting, researching and preparing recommendations which will be coming forth from the Senate.

The DEI subcommittee is currently working to make recommendations on encouraging diversity among the faculty body through examining current hiring practices and the impact of our current processes in student evaluation on vulnerable groups.
The UE-4 Task force is reviewing current promotion and tenure standards to find the optimal way to be sure that every individual’s contributions are valued.
The Faculty Senate Committee for Lecturers and Instructors has been formed to review the role of faculty on restricted contracts to ensure parity between faculty on different contract types.
The Faculty Senate is currently looking into the Annual Review process which has changed to reflect the impact of COVID on faculty in all areas of teaching, scholarship and service.

She noted that, in general, the conversation on campus right now revolves around grappling with the pressure from external forces from the current government leadership which may threaten the ability to prioritize health and safety in classrooms as well as autonomy and academic freedom in their pedagogy.

Secretary McKnight called for a motion to enter closed session under Freedom of Information Act Section 2.2-3711(a)(1) Personnel; (a)(7) Litigation; (a)(8) Consultation with Legal Counsel and (a)(9) Gifts, Bequests and Fundraising.

Dr. Ward provided the motion, which was seconded by Dr. Vreeland and the motion was passed by unanimous vote of the Board.

The Board returned to open session and Secretary McKnight 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. All Board members present, certified to the above: Regina Brayboy, William Ermatinger, Robert Hatten, Maria Herbert, Brad Hunter, Steven Kast, Terri McKnight, Sean Miller, Christy Morton, Lee Vreeland, Ella Ward and Judy Ford Wason.

Rector Hatten called for a motion to approve Resolution 4: Promotions of Instructional Faculty, Resolution 5: Tenured Appointments of Instructional Faculty, Resolution 6: Faculty Sabbatical Leaves, and Resolution 8: Continuing to Protect the University which were discussed in closed session. Dr. Ward called for the motion to approve the Resolutions which was seconded by Ms. Wason and the Board voted unanimously to adopt Resolutions 4, 5, 6, and 8.

Rector Hatten introduced the SACSCOC requirement for the Board to conduct as self-evaluation. He shared an example form with the board. He said that Board members will be asked to complete the survey and results will be reported at the next meeting. Upon the recommendation of SACSCOC, that our by-laws codify this periodic self-evaluation, Rector Hatten charged Vice Rector Hunter and the Academic Affairs committee to take on the task of making the by-laws revisions for review at the next Board meeting.

Finally, Rector Hatten offered a status report on the Presidential Search. Rector Hatten reported that the search committee has had two meetings and has retained the Buffkin/Baker search firm. The next steps, he said, are community listening sessions with faculty, staff and students, public forums, questionnaires and continued individual interviews with key stakeholders. At the end of the listening sessions, Mr. Baker will be preparing the presidential leadership profile. The next meeting of the committee is March 11.

Rector Hatten then introduced Resolution 7: Charge to the Presidential Search Committee and read it to the board noting that the charge is a broad-based mission statement that the search committee will follow.

He then made a point to clarify that the presidential search is considered a closed search to protect our candidates' privacy. Ms. Latour added that even though the candidates’ privacy is confidential, the overall process is transparent, meetings are public and input will be sought as broadly as possible. Ms. Matsen added that all the meetings of the search committee are open unless and until they are discussing specific candidates. Rector Hatten reminded the Board that there is a website with all of the search information on it and frequent updates that go out to the CNU community.

Rector Hatten called for a motion to approve Resolution 7. The motion was proved by Dr. Ward, seconded by Ms. Herbert and the board voted unanimously to approve Resolution 7: Charge to the Presidential Search Committee.

There being no further business the meeting was adjourned.