Current through all regulations passed and filed through September 16, 2024
(A) Name. The name
of this organization shall be the Owens state community college board of
trustees, hereinafter referred to as "the board."
(B) Charter. Owens state community college is
an institution of higher education and a political subdivision of the state of
Ohio. The board is chartered in accordance with Chapter 3358. of the Revised
Code.
Authority. Official acts of the board are those taken at an
official meeting in compliance with section
121.22 of the Revised Code. The
authority of the membership resides within the board during the limits of a
meeting in session.
(C)
Membership. Members of the board shall serve and exercise authority in
accordance with the Ohio Revised Code.
(D) Meetings. The board shall conduct
meetings in compliance with Chapter 121. of the Revised Code. The board shall
hold at least six regular meetings annually.
(1) Notification of meetings. The public
meeting notice shall be posted on the college public website.
(2) Addressing the board. Any person, other
than a member of the board or an officer of the college, who wishes to address
the board at a regular meeting must request approval by five p.m., eight
calendar days prior to the date of the regular meeting of the board. The
request must be made in writing to the board secretary and must state the
purpose, the requestor's name, email address and phone numbers. The board will
not consider certain requests at the board chair's discretion, including but
not limited to pending legal matters, personnel decisions or other confidential
matters.
(3) Agenda. The agenda for
meetings of the board shall be prepared by the president of the college and the
board secretary. Copies of the agenda shall be mailed or delivered to each
board member in advance of any regularly scheduled meeting. The president may,
by announcement at the beginning of the meeting and without objection of the
board, add or delete items from any such agenda.
Routine items of business may include:
(a) Call to order
(b) Roll call
(c) Adjustment of the agenda
(d) Approval of the minutes
(e) Reports of the standing
committees
(f) Reports of the
president
(g) Recommendations of
the president
(h) Consideration of
such matters as may be required by executive session
(i) Monthly reports
(j) Statements and comments by board
members
(k) Adjournment
(4) Quorum. A majority of the
board shall constitute a quorum. A majority of voting members at a quorum may
act. A member of the board shall be present at a meeting open to the public to vote at the meeting and for purposes of
determining a quorum
. Also refer to
the item on the allowance of attendance via means of electronic communication
technology.
A member of the board who must abstain from voting on a
particular transaction of business due to a conflict of interest (or for a
potential conflict of interest) cannot be counted in the majority of voting
members needed to act for that particular transaction of business.
(5) Conflict of interest. A member
of the board must avoid a conflict of interest in meeting their fiduciary
responsibility to act on behalf of the institution. As a public official, a
member of the board may reference Owens state community college rule
3358:11-4-11 of the
Administrative Code (model ethics policy) and Chapter 102. of
the Revised Code. Ohio ethics law prohibits a public official from
participating in actions, deliberations or decisions that directly involves a
financial interest of their own, their family or a business associate.
A potential or a conflict of interest (financial interest or a
dual organizational relationship) shall be fully disclosed to the general
counsel/assistant attorney general representing the college, who will assist
with proper guidance addressing the potential or conflict of interest.
When there is a potential or a conflict of interest, the member
of the board must completely abstain or recuse from the matter, including:
voting, decision-making, discussing, reviewing, recommending, inspecting,
influencing, or taking any action on the matter.
(6) Rules of parliamentary procedures. The
recent released version of roberts rules of order shall be the official
parliamentary guide for all sessions when not in conflict with the bylaws or
the Revised Code.
(7) Allowance of
attendance via means of electronic communication technology.
A member of the board is allowed to
attend a public meeting of the board via live, audio-enabled communication that
permits simultaneous communication with members of the board present in person
at the place of the meeting and with each other. The state-established minimum
standards for the conduct of the public meeting must be met, and the number of
regular meetings at which each trustee shall be present in person may not be
less than one-half of the regular meetings of the board annually. Additionally,
at least one-third of the trustees attending the meeting shall be present in
person at the place where the meeting is conducted. All votes taken at the
meeting are to be taken by roll call vote. A trustee who attends a meeting via
means of electronic communication is considered to be present at the meeting,
is counted for purposes of establishing a quorum, and may vote at the meeting.
A trustee must provide forty-eight hours notice to the chairperson in advance
for electronic attendance.
(E) Structure of the board.
(1) Officers. A nominating committee made up
of members of the board will be appointed by the board chair annually prior to
November thirtieth to develop the nominations for board officers. The chair and
vice chair of the board shall be elected from the board membership. The
president shall be appointed by the board. The treasurer and secretary shall be
appointed by the board, upon recommendation by the president, and need not be
members of the board.
(2) Election
and term of office. Election of officers shall take place at the first regular
meeting of each calendar year. Officers shall be elected for one-year terms not
to exceed a maximum of three consecutive terms.
(3) Vacancies. If, for any reason, a vacancy
occurs in the office of the chair during the term of office, the vice chair
shall succeed to the office of chair immediately and shall have all powers and
perform all the duties of the office during the period of vacancy. If there is
a continuing vacancy of the position of vice chair, the board shall elect a
successor at the next regular meeting of the board following the declaration of
such vacancy by the chair and the support of the majority of voting members of
the board. When both the chair and vice chair are unavailable, the most recent
past chair who remains a board member will function as the chair on an interim
basis. Vacancies in any other office shall be filled by action of the
board.
(4) Committees. The board
will function as a committee-of-the-whole; however, the chair may appoint ad
hoc or standing committees as necessary.
(a) A
standing committee is one charged with a broad mandate. Standing committees
shall be chartered annually through a motion by the board chair and approved by
a majority vote.
(b) Committee(s)
will be comprised of not less than three trustees. A majority of the
committee-appointed voting members present shall constitute a quorum for
the transaction of business. A member of the board who must abstain from voting
on a particular transaction of business due to a conflict of interest (or for a
potential conflict of interest) cannot be counted in the majority of voting
members needed to act for that particular transaction of business. A committee
chair will report on the committee's deliberations to the full board of
trustees at a regular meeting.
(c)
A committee chair may include in committee discussion appropriate college
administrators and/or appropriate stakeholders. The board secretary will serve
as the secretary for the committees.
(d) All committees shall conduct meetings in
compliance with Chapter 121. of the Revised Code.
(5) Duties and responsibilities of officers.
(a) Chair. It shall be the duty of the chair
to call the meeting to order, to preside at all meetings of the board, to rule
on the order and discussions of motions, to maintain proper decorum within the
meeting place, to expedite the use of time during the meetings, to allocate the
time for discussion, and to perform all duties incident to the office of chair
and such other duties as may be prescribed from time to time by the
board.
(b) Vice chair. It shall be
the duty of the vice chair to perform the chair's duties in the chair's
absence, or in the event of the chair's inability or refusal to act. The vice
chair, when thus acting, shall have the powers of and be subject to all
restrictions placed upon the chair. A vice chair shall perform such other
duties as from time to time may be assigned by the chair of the
board.
(F)
Secretary. The secretary shall keep the minutes of the meetings of the board;
shall see that all notices of meetings are duly given in accordance with the
provisions of the bylaws, or as required by law; and, in general, shall perform
all duties incident to the office of secretary and such other duties as from
time to time may be assigned by the chair of the board.
(G) Treasurer. The treasurer serves as the
college fiscal officer and under the direction of the college president. The
duties of the treasurer shall be in accordance with section
3358.06 of the Revised Code and
the accounts shall be kept in the manner prescribed by law. The treasurer shall
perform all other duties incident to the office of treasurer and such other
duties as from time to time may be assigned by the chair of the
board.
(H) President. The president
is the chief executive officer and professional advisor to the board. The
president interprets and implements the board's policies and regulations in
their application to the various operations and personnel matters of the
college. The board vests and delegates to the president the responsibility and
authority necessary to provide professional leadership and administrative
direction for all operations. The president may delegate authority to others
but retains the final responsibility for the results of such delegation. The
board delegates to and vests with the president the ability to employ,
re-assign, promote, and terminate college personnel. The president may change
varying personnel assignments to carry out responsibilities to the board for
the overall leadership of the college.
(I) Miscellaneous matters.
(1) Fiscal year. The fiscal year of the
college will be July first to June thirtieth.
(2) Annual budget. The president shall
recommend a budget to the board for each fiscal year. Action on the president's
recommendations shall take place before July first of each year. Reconciliation
of the budget may take place at any meeting of the board by action of the
board.
(3) Appointment and
compensation. The board shall appoint and fix the contract of the president of
the college and his/her annual benefits and salary increments. The board shall
act on the president's recommendations for the initial appointment/compensation
of administrative officers, full-time faculty members, and operating
staff.
(4) Seal. The board may
provide a corporate seal.
(5)
Interpretation of the bylaws. The board shall be the final authority on the
interpretation of the board bylaws.
(6) Mileage reimbursement. Members of the
board of trustees on college-related travel in their own privately owned
automobile may request to be reimbursed at the rate per mile in effect, as
established by the United States general services administration for privately
owned automobiles.
(J)
Amendments. The bylaws of the board may be amended. Approval of a proposed
amendment to the bylaws requires a positive majority vote of the membership of
the board.
