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Board of Trustees Minutes

 

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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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