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Lincoln University
BOARD OF TRUSTEES SPECIAL MEETING
Thursday, June 23, 2005
MINUTES
The Lincoln University Board of Trustees met on Thursday, June 23, 2005,
via teleconference. Chairman Frank C. Gihan called the meeting to order
at 8:04 a.m. Eastern. Secretary Powelson called roll.
Trustees present: Mr. Robert L. Archie, Howard H. Brown Esq.,
Mr. Barry Cooper, Ms. Andrea L. Custis, Mr. Frank C. Gihan, Mr. William B.
Ingram, Mr. Gregory C. Miller, Dr. Calvin S. Morris, Dr. Donald L. Mullett,
Mr. Robert F. Powelson, Mr. Donn G. Scott, Mr. Dwight S. Taylor, Hon. Sherman
F. Wooden, Mrs. Phyllis G. Woolley-Roy; Ex-officio Trustees Dr. James
Gearity for Secretary of Education Dr. Francis V. Barnes, Dr. Ivory V. Nelson.
Quorum of 12 satisfied. Emeritus Trustees Dr.
Walter D. Chambers, Mr. William A. Robinson; Faculty Representative
Dr. Susan E. Safford.
Trustees excused: Mr. Warren R. Colbert, Bishop David G. Evans,
Hon. Levan Gordon, Dr. Ernest C. Levister, Mr. Nathan H. Waters; Emeritus
Trustee Theodore Robb.
Trustees absent: Dr. Robert L. Albright, Mr. Kent Amos, Dr.
William E. Bennett, Christopher R. Booth Esq., Ms. Carol Ann Campbell, Dr.
David E. Knox, Ms. Kimberly A. Lloyd, Hon. Dominic F. Pileggi, Hon. W. Curtis
Thomas, Hon. LeAnna M. Washington; Student Trustee Mr. Abraham Hoff;
Emeritus Trustees Dr. Frank T. Coleman, Rev. Leroy Patrick,
Dr. Kenneth M. Sadler.
BUSINESS AFFAIRS COMMITTEE
Mr. Donn G. Scott, Chair, Business Affairs Committee, offered the following
resolutions for Board approval:
2005-06 TUITION, FEES, ROOM AND BOARD INCREASE
RES209_062305
WHEREAS, The Lincoln University Administration has adequately
substantiated the necessity of a 3.5% 2005-06 tuition, fees, room and board
increase; therefore, be it
RESOLVED, That the Lincoln University 2005-06 tuition, fees,
room and board increase of 3.5% is hereby approved.
The motion was properly moved and seconded.
Favor: 16
Oppose:
Abstain:
Motion carried unanimously.
2005-06 OPERATING BUDGET
RES210_062305
RESOLVED, That the Operating Budget for Lincoln University presented
by the Administration showing total expenses before depreciation of $47,307,548,
including wage increases for represented and non-represented employees, is
approved.
The motion was properly moved and seconded.
Favor: 16
Oppose:
Abstain:
Motion carried unanimously.
2005-06 CAPITAL BUDGET
RES211_062305
WHEREAS, The University’s Academic Administrative Software System
has reached its useful life and need to be replaced during the next several
years; and
WHEREAS, The University will fund its new Academic/Administrative
Software/Hardware System from Commonwealth grants, Title III funding and
external sources totaling $500,000, $425,000 and $3,500,000 for FY05, FY06
and FY07; and
WHEREAS, The University will fund other capital projects of
$6,519,461
from its normal University operations and other gift and grant-funding sources;
and
WHEREAS, $21,387,607 has previously been approved for construction
of a 409-bed residence hall on the main campus of the University and funded
with Lincoln University 2004 Municipal bonds issued June 10, 2004; and
WHEREAS, Phase I, consists of constructing 209 beds of the residence
hall, will be completed during the 2005-06 (August 15, 2005) fiscal year
at a total estimated cost of $16,206,479; and
WHEREAS, Phase II, consisting of 200 beds of the residence hall,
will be completed during the 2006-07 (August 1, 2006) fiscal year at a total
estimated cost of $6,347,389; and
WHEREAS, The total cost of Phase I and Phase II of the residence
hall is $22,834,268 representing a difference of $1,446,661 from the previously
approved construction; and
WHEREAS, The University has included in its University capital
projects the sum of $1,446,661 out of the $6,519,461 to provide the difference
between the approved cost of $21,387,607 and the present cost of $22,834,268,
therefore, be it
RESOLVED, That capital expenditures for the new residence hall
of $22,834,268 is hereby approved; and further
RESOLVED, That capital expenditures of $6,519,461 for other
University Capital Projects are hereby approved for year 2005-2006; and further
RESOLVED, That the Administration is authorized to make capital
expenditures in fiscal year 2005-2006 that in its judgment are consistent
with but not identical to the individual projects included on the schedule
presented; and further
RESOLVED, That in authorizing these capital expenditures and
providing some discretion to the Administration, it is the intent of the
Board of Trustees that expenditures be made to improve the living and learning
environment of the students of Lincoln University.
The motion was properly moved and seconded.
Favor: 16
Oppose:
Abstain:
Motion carried unanimously.
MASTER LEASE TO FINANCE NEW ACADEMIC/
RES212_062305
ADMINISTRATIVE SOFTWARE AND HARDWARE SYSTEM
WHEREAS, Lincoln University of Pennsylvania is a public university
in the Commonwealth of Pennsylvania System of Higher Education with municipal
police power and the power to issue its own tax exempt municipal bonds in
th4 capital markets; and
WHEREAS, Lincoln University of Pennsylvania is a 501c 3 charitable
organization as determined by the United States Internal Revenue Service;
and
WHEREAS, The Lincoln University administration has determined
that it is necessary and advisable to acquire certain computer technology
for the administration of students and software to control its finances (hereinafter
referred to as the System) to replace its existing systems used by the University;
and
WHEREAS, Lincoln University desires to enter into a tax-exempt
lease agreement to finance acquisition and implementation of the System (the
“Agreement”); and
WHEREAS, A bid process of selection determined Datatel Corporation’s
Colleague system to be the successful bidder for the new administrative system
along with other related software suppliers; and
WHEREAS, The software and other costs to be paid to Datatel
Corporation and its other software suppliers are for one time costs and leases
of software and maintenance charges in the form of leases and other pertinent
agreements; and
WHEREAS, A bid process of selection determined that the method
of financing the majority of the costs of software acquisition and implementation
to be a Master Lease from Key Government Finance (hereinafter referred to
as the Master Lease); and
WHEREAS, The Lincoln University administration has determined
the total system costs to be financed are estimated not to exceed $3,500,000;
and
WHEREAS, Key Government Finance, Inc. has agreed to acquire
the Agreement under terms favorable to this Board; and
WHEREAS, The Master Lease will be for a 10-year term at an interest
rate set at 5 basis points above like term United States Treasury instruments;
and
WHEREAS, The exact interest rate the Master Lease will be fixed
at the times that funds are paid to the various suppliers for the individual
costs of software and implementation of the system; and
WHEREAS, The Master Lease will be debt that does not pledge
any of the general revenues of Lincoln University; and
WHEREAS, The Master Lease will be debt that does not pledge
any of the other specific assets of Lincoln University; and
WHEREAS, The Master Lease will be debt that is secured by only
Lincoln University’s promise to pay Key Government Finance and such security
interest filings as are normally issued by a financing organization in connection
with such debt; and
WHEREAS, The Master Lease will be reviewed by both Fulton Bank
and Financial Guarantee Insurance Company to be consistent with the terms
of the rest of Lincoln University’s debt structure once the final details
are set forth; therefore, be it
RESOLVED, That Lincoln University of Pennsylvania is a public
university in the Commonwealth of Pennsylvania System of Higher Education
with municipal police power and the power to issue its own tax exempt municipal
bonds in the capital markets; and further
RESOLVED, That Lincoln University of Pennsylvania is a 501 c
3 charitable organization as determined by the United States Internal Revenue
Service; and further
RESOLVED, That the $3,500,000 Master Lease with Key Government
Finance is hereby approved subject to the further agreement of Fulton Bank
and Financial Guarantee Insurance Company; and further
RESOLVED, That Lincoln University hereby authorizes the President
and Vice President for Fiscal Affairs, (the “Executing Official”) on behalf
of the University and without further action by the Board, to negotiate the
terms of, and execute and deliver the Agreement and other related documentation
necessary to carry out this Resolution and obtain financing for the Equipment;
and further
RESOLVED, That Lincoln University covenants not to take any
action or omit any action if the taking or omission would cause interest
paid pursuant to the Agreement to be includable in gross income for federal
income tax purposes pursuant to Section 103(a) of the Internal Revenue Code
of 1986, as amended (the “Code”). The Executing Official may enter
into additional covenants on behalf of Lincoln University to protect the
tax-exempt status of interest which is payable under the Agreement.
The motion was properly moved and seconded.
Favor: 16
Oppose:
Abstain:
Motion carried unanimously.
There being no further business, Chairman Gihan adjourned the meeting at
8:15 a.m. Eastern.
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