Current through all regulations passed and filed through March 18, 2024
(A) Members of the board of trustees
Shawnee state university is governed by its board of trustees and the
members of the board are appointed by the governor, in accordance with section
3362.01 of the Revised Code. In
accordance with Ohio law, student trustees do not have voting authority,
although their opinions and advice during deliberations are encouraged.
(B) Officers of the board of
trustees and their duties
(1) At its last
regular meeting of each fiscal year, the board shall elect a chairperson and
vice chairperson for the next fiscal year. The terms of those elected will
commence at the start of next fiscal year. At the board's discretion, the board
may elect a chair and/or vice chair to serve a term of one fiscal year or two
fiscal years. Regardless of the length of appointment, a chair's or vice
chair's term will extend beyond the designated expiration date in instances
where a successor has not yet been elected. However, under no circumstances may
a chair's or vice chair's term extend beyond the individual's term as
trustee.
(2) The chairperson shall
preside at all meetings of the board and shall decide all questions of order.
It shall be the chairperson's duty to see that the board's bylaws are properly
followed and its orders properly executed. The chairperson shall, on behalf of
and in the name of the university and the board, sign all instruments
authorized by the board, except as such duties may be delegated to
administrative officers.
(3) In the
absence of the chairperson, the vice chairperson shall be invested with the
powers and discharge the duties of the chairperson. In the absence of the
chairperson and the vice chairperson, the duties of chairperson will be
discharged by the trustee in the following order: chairperson of the finance
and administration committee; chairperson of the academic and student affairs
committee; vice chairperson of the finance and administration committee; and
vice chairperson of the academic and student affairs committee.
(C) President's role at board of
trustee meetings
The president is expected to attend all board and committee meetings,
including executive session, unless directed otherwise by the board. At such
meetings, the president will, in an advisory role, have a voice in board
deliberations and have the authority to initiate any subject.
(D) Secretary of the board
(1) The board may appoint a secretary of the
board. The secretary may, if not a member of the board, hold an administrative
position with the university. The secretary shall be responsible for ensuring
that meeting notices are provided in accordance with Ohio law. The secretary
shall also be custodian of all board records and shall attest as required, by
his or her signature, all instruments executed by the chairperson or other
authorized person on behalf and in the name of the university and the
board.
(2) The secretary shall be
responsible for preparing accurate minutes of all board meetings and of
committee meetings as needed.
(3)
The secretary may, if called upon by the board chairperson, serve as board
parliamentarian.
(4) The secretary
serves at the pleasure of the board.
(E) Treasurer of the board
The board may appoint a treasurer of the board to take custody and
control of all monies due and owing to the university and to properly account
for all monies coming into his or her care and the expenditures of said monies
on behalf of the university. The treasurer may, if not a member of the board,
hold an administrative position with the university. The treasurer's
appointment is continuing but may be terminated at any time, with or without
cause, by the board. The treasurer will be bonded or insured for faithful
performance of his or her duties in conformance with section
3362.02 of the Revised
Code.
(F) Board of trustees
committees
(1) Standing committees of the
board consisting of no fewer than three members each shall be appointed yearly
by the chairperson of the board. The chairperson shall also appoint new members
to committees any time a vacancy occurs. Committee chairpersons and vice
chairpersons shall be appointed by the chairperson of the board. Matters
considered and recommended by any standing committee for board approval,
including any board or university policy, shall be brought to the board in the
form of a resolution.
(2) A
majority of a committee's voting members constitutes a quorum. In the event a majority of the voting
members are not present in person or through electronic communication (see rule
3362-1-06 of the Administrative
Code) to take committee action, a quorum may be established with at least one
voting member of the committee plus any two additional voting members of the
board. The board chairperson, when present at the
committee meeting, has authority to make such temporary appointment(s). If the
chairperson is not present, the priority for making temporary appointment(s)
shall be as follows when such individual is present: board vice chairperson,
chair of the committee, vice chair of the committee, chair of another standing
committee.
(3) The academic and student affairs
committee shall consider and make recommendations to the board on matters
pertaining to academic and student affairs programs and resources. Specific
matters that may be presented to the academic and student affairs committee
include, but are not limited to, the following: proposed and existing degree
programs; awarding of degrees; commencement and other major university events;
research and community development; faculty and staff matters including faculty
promotions, organizational structures for academics and student affairs; and
other matters as assigned to the committee by the board or chairperson of the
board.
(4) The finance and
administration committee shall consider and make recommendations to the board
on matters pertaining to financial, business, facilities and administration of
the university. Specific matters that may be presented to the finance and
administration committee include, but are not limited to, the following:
university capital and operating budgets; submission of appropriation and
capital requests; tuition and student fees; annual audits; business
organization and practices; borrowing and investment of funds; facilities and
grounds, including naming, planning, construction, and maintenance; real
property matters; purchasing policies; organization and staffing of finance and
administration; personnel policies and matters; safety and security;
information technology; auxiliary operations and services; and other matters as
assigned to the committee by the board or chairperson of the board.
(5) The executive committee shall be
comprised of the board chairperson (serving as chairperson), board vice
chairperson, immediate past board chairperson,
and the chairpersons of the committees on academic and student affairs, and
finance and administration. In the event either or both the chairperson and
vice chairperson of the board also chairs a committee, the board chairperson
may appoint an additional board member(s) to the executive committee.
In the event that the past board chairperson is no
longer a member of the board, the board chairperson shall appoint a sitting
board member to fill what would have been the past chairperson's
position. The executive committee shall consider and make recommendations
to the board on the following matters: proposed university policies on matters
not assigned to another committee; bargaining unit agreements; and personnel
actions that pertain to any of the vice presidents or other personnel requested
by the president or chairperson of the board. The executive committee shall
also have responsibility for: orienting and mentoring new board members;
evaluating the performance of the president and make a recommendation to the
board on the president's compensation and benefits package. The executive
committee shall also act/recommend on behalf of the board on issues needing
immediate attention and report such actions to the board. To act on behalf of
the board, a quorum of the executive committee (three members), which may
include temporary appointments pursuant to paragraph (F)(2) of this rule, must
be present in person or by electronic communication. Executive committee
actions taken on behalf of the board shall be reported to the board and made a
part of the official record by including such action in the record of the next
regularly scheduled board meeting. Any meeting of the Executive committee at
which binding action is taken shall adhere to all applicable provisions of
section 121.22 of the Revised Code, the
open meetings law and section
3345.82 of the Revised Code,
electronic attendance of board of trustees' meetings.
(6) The chairperson of the board shall be a
voting member of the board, the executive committee, and one other standing
committee and an ex-officio (non-voting) member of all other
committees.
(7) The president will
appoint at least one vice president or other appropriate administrative
personnel to staff the academic and student affairs committee and the finance
and administration committee.
(G) Meetings of the board of trustees
(1) The board of trustees shall comply with
all provisions of the Ohio open meetings law set forth in section
121.22 of the Revised Code and
rule 3362-1-06 of the Administrative
Code. The secretary shall be responsible for ensuring that all required
notifications are issued. Any person desiring specific notification of board
meetings may request copies of board agendas upon providing a selfaddressed
stamped envelope to the secretary, or by providing an email address to which
agendas may be sent electronically.
(2) Meetings
(a) The annual organizational meeting of the
board is its last regularly scheduled meeting of the fiscal year. Other regular
meetings will be scheduled and posted for public notice at least five days in
advance.
(b) Special meetings may
be held upon the call of the chairperson or upon written request to the
secretary by three or more board
members.
(c) A majority of the
then-current membership of the board, when duly convened, shall constitute a
quorum to do business, and a majority vote of those present in person or by
electronic communication shall be sufficient to adopt any motion or resolution,
provided that the vote of no fewer than five members shall be necessary to make
or confirm the making of any contract involving the expenditure of money not
provided for in the annual budget; to adopt and revise the annual budget; and
to amend or repeal previously adopted policies or bylaws of the
board.
(d) A roll call vote shall
be taken whenever any member is present through electronic communication. When
all members in attendance are present in person, a roll call vote shall be
taken whenever directed by the chairperson or requested by two members of the
board and shall be necessary when electing or removing a president.
(3) Order of business
(a) The usual order of business at board
meetings shall be as follows:
(i) Call to
order
(ii) Roll call
(iii) Approval of minutes
(iv) Approval of agenda
(v) Consent agenda
(vi) Committee reports
(vii) Non-consent action items
(viii) Reports, if any, from board liaisons
with other organizations
(ix)
President's report
(x) New
business
(xi) Comments from
constituent groups (if any) and the public
(xii) Executive session, if
necessary
(xiii) Other
business
(xiv)
Adjournment
(b) Business
to be considered.
The president is responsible for development of the agenda for the
chairperson's final approval. Any proposed action or business item by a board
member should be presented to other board members and the president at least
five days prior to the board meeting.
(c) Consent agenda
Items requiring a decision that are expected to require no discussion
or debate by the board may be presented as a consent agenda as part of the
agenda described in paragraph (G)(3)(b) of this rule. Items may be removed from
the consent agenda on the request of any board member and without a motion or
vote. Removed items may be taken up by the board either immediately after the
consent agenda or placed later on the agenda at the discretion of the
chairperson. Items not removed may be adopted by general consent and in
accordance with paragraph (G)(2)(c) of this rule. Consent agenda items may
include items recommended to the board by any of the standing committees of the
board, except for any items that involve the expenditure of money not provided
for in the annual budget, or adoption or revision of the annual budget.
(4) Public and
constituent participation
It is the policy of the board to require persons who wish to address
the board in the comment portion of the board meeting to limit their remarks to
no more than five minutes and to speak at the appropriate time during the
agenda. The chairperson may institute a sign-in process for persons who wish to
speak and also limit the number of speakers commenting on any one subject. The
board may or may not respond to speakers' comments.
(5) Parliamentary rules
The proceedings of the board, when not otherwise provided for by its
rules, shall be governed by the most current edition of "Robert's Rules of
Order." Any motion shall be reduced to writing upon the request of a
member.
(6) Recording
meetings
Members of the public and the news media may record public sessions of
board and committee meetings. Use of recording devices may not interfere with
the meeting or other attendees' view or hearing of the proceedings. Any
recording devices must be fixed to one location in the room throughout the
meeting. No flashes or other light enhancing devices may be used. The location
of recording devices will be determined by the chairperson prior to the
meeting. Where multiple parties desire to record the meeting, the chairperson
may limit the number of recording devices in the meeting to no more than
two.
(H) The
president of the university
(1) Serving at the
pleasure of the board of trustees, the president is the chief executive officer
of the university.
(2) The
president is responsible for recommending policies to the board and for
implementing those policies approved by the board. The president must provide
leadership in establishing a vision and goals to guide the university in
fulfilling its mission. While the board has the ultimate responsibility for the
governance of the institution to ensure its proper maintenance and successful
and continuous operation, it is the president's responsibility to execute board
policies and administer the university to fulfill its mission. Specific
responsibilities of the president include, but are not limited to, the
following:
(a) Administer board policies to
achieve the institutional mission.
(b) Direct strategic and short-range
planning.
(c) Develop, maintain and
evaluate academic programs in furtherance of the university's
mission.
(d) Develop and maintain
an administrative organization and governance structure to facilitate both
input into policy development and effective utilization of the resources
required to achieve the university's goals and mission.
(e) Develop and maintain a system that will
receive, screen and recommend for employment the most qualified personnel
required to carry out the mission of the university. In addition, this system
must assign, supervise, evaluate and promote all personnel employed by the
university.
(f) Plan and develop a
process to secure and maintain the resources necessary to achieve the
university's mission at the highest level of quality. This responsibility shall
include the presentation of these needs before the Ohio department of higher
education, the governor's office, and the legislature.
(g) Prepare and present for board of trustees
approval the annual operating and capital budgets; in addition, make budgetary
allocations and supervise the expenditure of all funds.
(h) Present for board of trustees approval
matters that are required by law or university policy to be presented to the
board.
(i) Develop and maintain
facilities and equipment required to support the mission of the
university.
(j) Communicate to the
board the current condition and potential problems facing the
university.
(k) Represent the
university before external public and private sector constituencies.
(3) The president will be
evaluated by the board according to rule
3362-1-03 of the Administrative
Code.
(I) Adoption,
amendment, and repeal of bylaws and of university policy and procedures
(1) The foregoing bylaws are intended to
provide a general framework for the administration, and operation of the
university. Detailed policies and procedures for the organization,
administration, and operation of the university may be adopted, amended, and
repealed by the board of trustees or president as specified in rule
3362-1-05 of the Administrative
Code.
(2)
The adoption, repeal, or amendment of bylaws requires the
affirmative vote of five or more members at a regular meeting of the board,
providing that notice of the meeting specifies that adoption, amendment, or
repeal of the bylaws is to be considered.
(J) Trustee emeritus
The board may grant emeritus status to a board member whose term has
ended, is about to end, or who departed from the board in good standing and
had, during the member's board term, made an exemplary contribution to the
board. Nominations may be made by any current board member in writing to the
chairperson of the board or to the president and should fully describe the
reasons for the nomination. A grant of trustee emeritus status requires
approval of a resolution by a majority of board members at a meeting in which a
quorum is present in person or by electronic communication. A trustee emeritus
is an honorary title, without compensation, and, unless compelling
circumstances arise that affect the integrity of the institution, the title is
a life time honor. A majority of two-thirds of the board is necessary to remove
an emeritus status.