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Board of Trustees Minutes

 

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LINCOLN UNIVERSITY
BOARD OF TRUSTEES
Saturday, February 15, 2003
MINUTES


The Lincoln University Board of Trustees met on Saturday, February 15, 2003, in the Thurgood Marshall Living-Learning Center Faculty Dining Room.  Chairwoman Adrienne G. Rhone called the meeting to order at 10:00 a.m.  Dr. Valerie Tate-Green, University Chaplain, gave the opening prayer.  Secretary Calvin S. Morris called roll:

Trustees present: Dr. Robert L. Albright, Dr. Leonard L. Bethel, Mr. Barry Cooper, Mr. Frank C. Gihan, Mr. Tracey J. Hunter Hayes, Dr. Ernest C. Levister, Mr. Gregory C. Miller, Dr. Calvin S. Morris, Mr. J. Vernon Peterson, Mr. Robert F. Powelson, Mrs. Adrienne G. Rhone, Ms. Sharlene V. Roberson, Mr. Donn G. Scott, Hon. W. Curtis Thomas, Mr. Craig L. Tucker, Mr. David E. Warr, Hon. Sherman F. Wooden, Ms. Phyllis G. Woolley; Ex-officio Trustee Dr. Ivory V. Nelson; Student Trustee Mr. Michael Gary.  Quorum of 12 satisfiedEmeritus Trustee Rev. Leroy Patrick.

Trustees absent: Dr. William E. Bennett, Ms. Carol Ann Campbell, Mr. Warren R. Colbert, Richard H. Glanton Esq., Dr. David Knox, Mr. Dwight S. Taylor, Hon. LeAnna M. Washington, Hon. Hardy Williams; Ex-officio Trustees: Mr. Frank Meehan for Secretary of Education, Governor Edward G. Rendell; Emeritus Trustees: Mr. Walter D. Chambers, Dr. Frank T. Coleman, Dr. James A. Parker, Mr. Theodore Robb, Mr. William A. Robinson, Dr. Kenneth M. Sadler; Honorary Trustee Mr. Julius Rosenwald II; Faculty Representative Dr. Lennell R. Dade.

Secretary Morris offered the November 16, 2002, Board of Trustees meeting minutes for Board approval.  Motion made by Secretary Morris; seconded by many.

Favor: Unanimous
Oppose:
Abstain:

Motion carried.
 
CHAIRWOMAN'S REPORT

Board Membership
Chairwoman Rhone introduced The Honorable Sherman F. Wooden as a new Trustee appointed by the Governor.  State Representative W. Curtis Thomas and Ms. Carol Ann Campbell were reappointed as Commonwealth Trustees from the House of Representatives.  Secretary Johnny J. Butler is no longer the Governor's representative to the Board.  Regina L. Warren, Esq. has rotated off the Board as a Commonwealth Trustee.

Lincoln University Concert Choir
The Chairwoman acknowledged the Lincoln University Concert Choir, and commended their performance at the Inauguration of Governor-elect Edward G. Rendell.

Board Giving
Chairwoman Rhone reminded the Board of the range of giving for Board members.  The roster of Board giving will be circulated at the end of the fiscal year—June 2003.

The Barnes Foundation
A Bond-Barnes Fund was developed to underwrite the legal expenses associated with the Barnes Foundation petition.  The University will not use Commonwealth appropriated funds for this matter.  Trustees were encouraged to support the fund.

PRESIDENT'S REPORT
The President's Report was accepted as information.

TREASURER'S REPORT
The Treasurer's Report was accepted as information.

STANDING COMMITTEE REPORTS
The Executive Committee, the Buildings & Property Committee, and the Development Committee reports were accepted as information.
 
BUSINESS AFFAIRS COMMITTEE
Mr. Donn G. Scott, Chair, Business Affairs Committee, offered the following resolution for Board approval:

INVESTMENT OF FUNDS     TABLED

WHEREAS, The Lincoln University Board of Trustees Ad Hoc Committee on Investments and the Business Affairs Committee have separately met to review the cash management procedures of Lincoln University and investment of funds in Repo investments; and

WHEREAS, The Business Affairs Committee of the Board of Trustees has reviewed alternative investments in other mutual funds available to the University; and

WHEREAS, The Board of Trustees intends to invest in cash management financial instruments that are in compliance with Pennsylvania Act 72 statute regarding collateralization; and

WHEREAS, The Business Affairs Committee recommends to the Lincoln University Board of Trustees that it reaffirms the decision to invest Lincoln University's excess cash balances daily in a Repo investment which is Pennsylvania Act 72 compliant; and

- OR -
WHEREAS, The Business Affairs Committee recommends to the Lincoln University Board of Trustees to change its daily investment instrument to the Goldman Sachs Money Market Fund, which is Pennsylvania Act 72 compliant; now, therefore be it

RESOLVED, That the Lincoln University Board of Trustees adopts the recommendation of the Business Affairs Committee.

Motion made by Mr. Scott; seconded by Ms. Roberson.

Mr. Peterson offered a friendly amendment to the resolution.

Dr. Ernest C. Levister moved to table the Investment of Funds draft resolution pending written copy to reflect Mr. Peterson's friendly amendment; seconded by Ms. Roberson.

Draft resolution tabled.
 
EDUCATIONAL POLICY AND ACADEMIC AFFAIRS COMMITTEE
Dr. Calvin S. Morris, Chair, Educational Policy and Academic Affairs Committee, offered the following resolution for Board approval:

PROMOTION, TENURE, SABBATICAL OBJECTIVE CRITERIA                             RES128_021503

WHEREAS, The Board of Trustees in its Annual Meeting of April 20, 2002 took note that it encourages faculty development and high achievement, annually reviews recommendations from the University’s Promotion, Tenure, and Severance Committee, and takes appropriate action on candidates for promotion, tenure, and sabbaticals; and

WHEREAS, The University’s Promotion, Tenure, and Severance Committee was asked at that same meeting to develop, in concert with Faculty of Lincoln University, specific criteria for the evaluation of teaching, scholarship, and University and Community service for the purposes of faculty promotion and tenure; and 

WHEREAS, The Board required that the promotion, tenure, and sabbatical criteria include a formula, which clearly and consistently quantifies the relative weights of teaching, scholarship, and service that must be used in the recommendation for promotion and tenure; and 

WHEREAS, The criteria and evaluation system should take into consideration the mission and goals of Lincoln University; and 

WHEREAS, The criteria and evaluation system serving as the template for recommendations by the University’s Promotion, Tenure, and Severance Committee should be reviewed and updated prior to the Committee’s review of faculty candidates for promotions, tenure, and sabbaticals and the submission of those recommendations to the Trustees, and

WHEREAS, The Board of Trustees resolved that any future action on promotion, tenure, and sabbatical recommendations would be contingent on the successful completion of the review; and 

WHEREAS, The University’s Promotion, Tenure, and Severance Committee led an extensive faculty dialogue and development of a proposed criteria and evaluation system for promotions, tenure, and sabbaticals that incorporates a formula that clearly and consistently quantifies the relative weights of teaching, scholarship, and service; and 

WHEREAS, The proposed criteria and evaluation system for promotions, tenure, and sabbaticals has been formally adopted by the Lincoln University Faculty at its meeting of January 30, 2003 and endorsed by the President and Academic Administration; now, therefore be it

RESOLVED, That the proposed criteria and evaluation system, serving as the template for recommendations by the University’s Promotion, Tenure, and Severance Committee for promotion, tenure, and sabbatical decisions, be approved by the Board of Trustees of Lincoln University; and be it further 

RESOLVED, That the criteria and evaluation system be reviewed after a period of not greater than five years.

Motion made by Dr. Morris; seconded by Dr. Albright.

Favor: 18
Oppose:
Abstain: 2

Motion carried.

COMMITTEE ON TRUSTEES, DEGREES & NOMINATIONS
Mr. Frank C. Gihan, Chair, Committee on Trustees, Degrees & Nominations, offered the following resolutions for Board approval:

RENOMINATION OF ERNEST C. LEVISTER, JR.                                         RES129_021503

WHEREAS, In April 1999, Dr. Ernest C. Levister Jr. was appointed to a four-year term as a University Trustee on the Lincoln University Board of Trustees; and

WHEREAS, The term of service expires February 2003; and

WHEREAS, Dr. Levister is eligible to serve a second term as University Trustee on the Lincoln University Board of Trustees; and

WHEREAS, The Lincoln University Board of Trustees Committee on Trustees, Degrees and Nominations has nominated Dr. Levister to serve a second term as University Trustee; now, therefore be it

RESOLVED, That the Lincoln University Board of Trustees approves the nomination of Dr. Ernest C. Levister Jr. to serve a second four-year term as a University Trustee, effective February 2003 and expiring February 2007.
Motion made by Mr. Gihan; seconded by Mr. Scott.

Favor: Unanimous
Oppose:
Abstain:

Motion carried.

APPOINTMENT OF UNIVERSITY TRUSTEES                                                         RES130_021503

WHEREAS, Article VI, Section 11, of the Lincoln University By-Laws (revised November 20, 1999) sets forth the functions of the Committee on Trustees, Degrees and Nominations; and

WHEREAS, The Committee on Trustees, Degrees, and Nominations has made its recommendation for the appointment of two (2) University Trustees to serve in accordance with Article II, Section 2(D) of the University By-Laws; now, therefore be it

RESOLVED, That the Lincoln University Board of Trustees hereby approves the recommendation of the Committee on Trustees, Degrees and Nominations for the appointment of Bishop David G. Evans '73 and William B. Ingram '61 as University Trustees to serve in accordance with Article II, Section 2(D) of the University By-Laws.

Motion made by Mr. Gihan; seconded by Mr. Peterson.

Favor: 17
Oppose: 1
Abstain:

Motion carried.

HONORARY DEGREE RECIPIENT 2003                                                            RES131_021503

WHEREAS, Article VI, Section 11, of the Lincoln University By-Laws (revised November 20, 1999) sets forth the functions of the Committee on Trustees, Degrees and Nominations; and

WHEREAS, After Faculty input as required by the University By-Laws, the Committee on Trustees, Degrees and Nominations has made its recommendation for the award of honorary degree to be awarded at the 2003 Commencement exercise; now, therefore be it
RESOLVED, That the Board of Trustees hereby approves the recommendation of the Committee on Trustees, Degrees and Nominations for the award of honorary degree to be awarded to Monte Irvin '43 at the May 2003 Commencement exercise.

Motion made by Mr. Gihan; seconded by Dr. Albright.

Favor: Unanimous
Oppose:
Abstain:

Motion carried.

STUDENT AFFAIRS COMMITTEE
Ms. Sharlene V. Roberson, Chair, Student Affairs Committee, offered the following resolution for Board approval:

ARMING PUBLIC SAFETY OFFICERS                                                   RES132_021503

WHEREAS, Lincoln University desires to provide a more safe and secure environment for its students, faculty, staff, alumni and campus visitors; and

WHEREAS, Lincoln University is deeply concerned about the safety, health and well-being of its own Public Safety officers in investigating firearm reports and incidents; and

WHEREAS, Collected data from the other State-supported and State-related schools show that eleven (11) of the fourteen (14) State-supported and all three (3) other State-related campuses currently have armed officers; and 

WHEREAS, Lincoln University officers carried weapons in previous years (1973-1993); and

WHEREAS, Lincoln University administrators and Public Safety personnel have begun to implement the necessary steps for forming a Police Department by having the Chester County Court of Common Pleas commission current Public Safety personnel as police officers with arrest powers; and 

WHEREAS, Lincoln University personnel have verified the limited liability insurance increase through its current insurance carrier to arm its Public Safety officers ($200 additional per armed officer) and subject to verification of jurisdictional boundaries and conforming with State statutes; and

WHEREAS, Lincoln University has secured additional operational budget funding for additional Public Safety police officers and training via a Federal Community Oriented Policing (COP) Grant in the amount of $225,000 ($75,000 per year for three years); and

WHEREAS, Lincoln University’s Public Safety Department has drafted the necessary policies and procedures and implemented all necessary Pennsylvania 
State requirements – Act 120 (Municipal Police Officers Training) or Act 235 (Lethal Weapons Training) - including training, certification, psychological testing and racial and cultural diversity awareness before and after arming its officers; now, therefore be it

RESOLVED, That the Lincoln University Board of Trustees approves the arming of properly certified, tested and trained Lincoln University Public Safety officers.

Motion made by Ms. Roberson; seconded by many.

State Representative Thomas offered a friendly amendment to the last Whereas paragraph of the resolution to include …"and after" arming its officers…

Ms. Roberson accepted the friendly amendment.

Favor: 18
Oppose: 1
Abstain: 1

Motion carried.

AD HOC COMMITTEE ON INVESTMENTS
In the absence of Mr. Warren R. Colbert, Chair, Ad Hoc Committee on Investments, Chairwoman Rhone offered the following resolution for Board approval:

COMMITTEE ON INVESTMENTS                                                                   RES133_021503

WHEREAS, The Lincoln University Board of Trustees appointed an ad hoc committee on investments to change/invest/re-invest University funds in accordance with the authority and limitations given and imposed by resolution of the Board of Trustees; and

WHEREAS, The Ad Hoc Committee on Investments is responsible for providing advice to the Board of Trustees and Treasurer of the University regarding the management of the University's endowment; approval of endowment investment guidelines, objectives, and spending policies; and the review of the selection of investment advisors and consultants and the review of the performance of investments; and 

WHEREAS, The Board of Trustees desires to amend the University by-laws to permanently add a committee on investments to its structure of standing committees; and

WHEREAS, Pursuant to Article V, Section 1 of the University By-Laws, the Chair and membership of each committee established shall be appointed by the Chair of the Board subject to the approval of the Board; and

WHEREAS, The University by-laws may be amended, altered or repealed at any regular or special meeting by majority vote, so long as notice is given in the notice of the meeting at which action on such amendment is to be considered; therefore, be it

RESOLVED, That the Committee on Investments be included in Article V, as Section 17 of the University By-Laws; and be it further

RESOLVED, That the Chair of the Board of Trustees will appoint an ad hoc By-Laws Committee to prepare an amendment to facilitate this change.

Motion made by Chairwoman Rhone; seconded by Mr. Hayes.

Favor: Unanimous
Oppose:
Abstain:

Motion carried.

Chairwoman Rhone appointed the following Trustees to serve as the Ad Hoc Committee on By-Laws:
Dr. Robert L. Albright
Mr. Gregory C. Miller
Mr. David E. Warr
 
Mr. Donn G. Scott, Chair, Business Affairs Committee, offered the following resolutions for Board approval:

ENDOWMENT FUND SPENDING AUTHORIZATION                                RES134_021503
JUNE 30, 2003

WHEREAS, The Board of Trustees of Lincoln University has elected to be governed by the provisions of Section 5548(c) of the Pennsylvania Non-profit Corporation Law of 1998, as amended, with respect to the endowment funds held by the University; and

WHEREAS, The provisions of Section 5548(c)(3) provide that if an election is made to be governed by that subsection, the term “income”, for the purposes of the endowment funds, shall mean a percentage of the value of endowment fund assets as the Board shall select annually, after determining that the percentage selected is consistent with the long-term preservation of the real value of the assets; provided, however, that the percentage selected shall in no event be less than 2% or more than 7% per year; now therefore, it is hereby 

RESOLVED, That pursuant to Section 5548(c) (3) of the Pennsylvania Non-profit Corporation Law of 1998, as amended, and for the fiscal year ending June 30, 2003 the Board of Trustees hereby determines that endowment fund income shall be five percent (5.0%) of the value of the endowment fund assets, to be determined in accordance with the provisions of Section 5548 (c) (5), using the value of endowment fund assets on December 31, 2002 and averaged over a period of three (3) preceding years; provided however that if any assets have been held for less than three (3) years, the average shall be determined over the period during which the assets have been held; and be it further

RESOLVED, That the Board of Trustees hereby determines that the Board’s decision to treat five percent (5.0%) of the value of the endowment fund assets held by the University as income is consistent with the long-term preservation of the real value of such assets; and further 

RESOLVED, That this Resolution shall be maintained as part of the permanent records of the University.

Motion made by Mr. Scott; seconded by several.

Favor: 19
Oppose:
Abstain: 1

Motion carried.

Dr. Nelson moved to return the Investment of Funds resolution to the table; seconded by Dr. Levister.

INVESTMENT OF FUNDS                                                                            RES127_021503

WHEREAS, The Lincoln University Board of Trustees Ad Hoc Committee on Investments and the Business Affairs Committee have separately met to review the cash management procedures of Lincoln University and investment of funds in Repo investments; and

WHEREAS, The Business Affairs Committee of the Board of Trustees has reviewed alternative investments in other mutual funds available to the University; and

WHEREAS, The Board of Trustees intends to invest in cash management financial instruments that are in compliance with Pennsylvania Act 72 statute regarding collateralization; and

WHEREAS, The Business Affairs Committee recommends to the Lincoln University Board of Trustees, pursuant to the receipt of a letter from Goldman Sachs Money Market Fund confirming Pennsylvania Act 72 compliance, to change its daily investment instrument to the Goldman Sachs Money Market Fund; and

WHEREAS, In the event compliance is not achieved, the Business Affairs Committee recommends to the Lincoln University Board of Trustees that it reaffirms the decision to invest Lincoln University's excess cash balances daily in a Repo investment, which is Pennsylvania Act 72 compliant; now, therefore be it

RESOLVED, That the Lincoln University Board of Trustees adopts the recommendation of the Business Affairs Committee.

Mr. Scott accepted the friendly amendment.

Motion made by Mr. Scott; seconded by Mr. Peterson.

Favor: 19
Oppose:
Abstain: 1

Motion carried.
 
SESQUICENTENNIAL COMMISSION
The oral report provided by Co-chairs Dr. Patricia A. Nelson and Mr. Donn G. Scott was accepted as information.

AUDIT COMMITTEE
Representatives of the external accounting firm, Thompson, Cobb, Bazilio and Associates, provided a presentation and question and answer period.

Dr. Ernest C. Levister, Chair, Audit Committee, offered the following resolutions for Board approval:

FINANCIAL STATEMENTS                                                                                         RES135_021503
FOR THE PERIOD ENDED JUNE 30, 2002

RESOLVED, That the Lincoln University Board of Trustees accepts the financial statements for the period ended June 30, 2002 presented and reviewed by Thompson, Cobb, Bazilio and Associates, PC and the University’s Administration at a meeting of the Audit Committee on January 29, 2003.  The June 30, 2002 financial statements include an unqualified opinion by Thompson, Cobb, Bazilio and Associates, PC.

Motion made by Dr. Levister; seconded by Mr. Hayes.

Favor: 19
Oppose:
Abstain: 1

Motion carried.

INDEPENDENT CERTIFIED                                                                  RES136_021503
PUBLIC ACCOUNTING FIRM

RESOLVED, That the Lincoln University Board of Trustees hereby appoints the independent certified public accounting firm of Thompson, Cobb, Bazilio and Associates, PC to perform the examination of, and render an opinion on, the June 30, 2003 financial statements of Lincoln University.

Motion made by Dr. Levister; seconded by Dr. Morris.

Favor: 16
Oppose:
Abstain:

Motion carried.

EXECUTIVE SESSION
Chairwoman Rhone convened an Executive Session.  The open Board meeting resumed after thirty minutes.

There being no further business, the meeting adjourned at 1:40 p.m.
 

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