(A) Standing committees.
Standing committees, consisting of no fewer than three members
each, shall be appointed yearly by the chairperson of the board. The standing
committees shall be the academic and student affairs committee, finance and
administration committee, audit and risk management committee,
governance
and internal affairs committee, the investment committee, and the compensation committee.
The investment committee shall be constituted in the manner set forth in rule
3361:20-41-03
of the Administrative Code. The responsibility for each standing committee and
subcommittee shall extend, in its sphere, to the east and west campuses and all
branches of the university. Each standing committee's actions and/or
recommendations shall be reported to the board for information, approval or
confirmation.
(1) Academic and student
affairs committee action shall be required for:
(a) General policies governing instruction
and research;
(b) Appointment and
reappointment of deans and academic unit heads, promotion to full professor,
granting of tenure, granting of emeritus status, and appointment to the
association of graduate fellows;
(c) Student admissions and enrollment
policies; and
(d) Student affairs
and welfare.
(2) Finance
and administration committee action shall be required for:
(a) Appointment of the president and officers
excepting academic appointments;
(b) Human resources and matters involving
negotiations of collective bargaining agreements;
(c) General university policies and business
not specifically assigned to another committee;
(d) Salary, wage and benefits
policies;
(e) The university's
annual operating budget;
(f) Budget
transfers in undesignated general or auxiliary funds above the amount of five
million dollars and additional appropriations of undesignated general,
auxiliary or plant funds, above the amount of five million dollars which are
not provided for in the annual budget;
(g) Contracts and modifications thereof in
amounts of and greater than five million dollars, and all land purchase or sale
contracts for operating real estate shall require finance committee action,
regardless of amount;
(h) Changes
in the general fee, instructional fees, residence hall room and board rates,
apartment rates, and nonresident surcharge;
(i) Establishment of debt instruments issued
by the university;
(j) Changes in
overall investment policies relating to the receipt, purchase, sale, lease, and
exchange of securities, real estate and other tangible property which may be a
part of the university's assets held for investment;
(k) University building program and naming of
buildings;
(l) General policies
respecting equipment, maintenance, operation, and use of the university's
physical plant;
(m) Concept
approval for all building projects and rehabilitations with an estimated cost
over six hundred and five thousand dollars; and
(n) Concept approval, and oversee the
acquisition, for any proposed purchase or sale of land which is or is to be
operating real estate.
(o) Oversee
the acquisition, disposition, management, lease, maintenance, and improvement
of all operating real estate of the university, subject to the provisions of
rule 3361:10-106.
(p) Receiving
information on the following:
(i) All budget
transfers of undesignated general or auxiliary funds, and all additional
appropriations of undesignated general, auxiliary or plant funds in amounts
between one million dollars and five million dollars;
(ii) All contracts, purchase orders,
sponsored contracts, sponsored grants and modifications thereof approved by the
president in amounts between one million dollars and five million
dollars.
(q) The
financial limitations of this section shall be automatically increased by ten
per cent every three years.
(3) Audit and risk management committee
action shall be required for:
(a) Receipt and
review of the university's annual financial report.
(b) Receipt and review of all outside audit
reports and management letters addressing the system of internal accounting
controls.
(c) Receipt and review of
specific internal audit reports.
(d) Assessing recommendations in all audit
reports and evaluating the risk associated with conditions cited, versus the
cost to implement recommended changes.
(e) Making recommendations to the full board
regarding actions to be taken in response to findings in audit
reports.
(f) Meeting at least
annually with outside independent auditors.
(g) Receiving information on all contacts
with state and federal auditors, including the internal revenue
service.
(h) Reviewing changes in
university accounting principles or reporting procedures that would have a
major impact on the university's reported financial condition.
(i) Reviewing changes in university
conflicts, conduct and ethics, and compliance policies.
(j) Overseeing risk management as it relates
to compliance with applicable laws and regulations and litigation-related
matters.
(k) Questions of law
affecting the university, which questions may be referred to the attorney
general for an opinion.
(4) Investment committee powers and
responsibilities are set forth in rule
3361:20-41-03
of the Administrative Code.
.
(5)
The powers and responsibilities of the compensation committee are set forth in
rule
3361:30-17-01
of the Administrative Code.
(6)
The governance and internal affairs committee shall oversee the organization,
operations and overall effectiveness of the board of trustees. Areas of focus
include board structure, including policies, governing principles, agenda
setting and succession planning; board performance, including engagement and
assessment; board development, including orientation and education; and
optimizing the various interfaces with university administration. The
governance and internal affairs committee shall also oversee the periodic
review, maintenance and amendment of, as well as the interpretation of, the
bylaws and rules of the board.
(B) Non-standing committees.
Non-standing committees of the board of trustees may be
appointed by the chairperson to provide advice or recommendations on matters
that are not within the jurisdiction of any standing committee.
(C) Attendants.
The chairperson of the board shall be an ex-officio member of
all committees. The president and/or his/her designee shall attend the meetings
of all board committees. The vice presidents and other administrators as agreed
to by the committee chairperson shall attend those meetings of board committees
at which are discussed items of business within their sphere of
activity.
