Introductory Items
- Call to Order & Roll Call
Board President Davis called the meeting to order at 12:34 pm and roll was taken:
Ken Brenner
Pat Chlouber
Charles Cunniffe
Glenn Davis
Mary Ellen Denomy
Kathy Goudy
Patty Theobald
Trustee Denomy had an excused absence.
- Pledge of Allegiance
The Pledge of Allegiance was recited.
- Approve Agenda
ACTION: Trustee Goudy Moved to modify the agenda; Trustee Cunniffe seconded the Motion. The motion was modified to revise the agenda by convening in executive session first, immediately followed by consideration of action items numbered 12-16. Both Trustees Goudy and Cunniffe accepted the modification to the Motion. The Motion carried unanimously.
Executive Session
ACTION: Trustee Brenner moved to enter into executive session to determine positions relative to matters that may be subject to negotiations; developing strategy for negotiations; and instructing negotiators pursuant to CRS Section 24-6-402(4)(e)
For discussion of the Acceptance of a Gift and Naming Opportunity
The Motion was seconded by Trustee Chlouber and it carried unanimously.
After exiting executive session, Board President Davis recited:
The time is now 1:10 pm and the executive session has been concluded. No formal action was taken in executive session. The participants in executive session were: myself, Glenn Davis as the presiding officer, Pat Chlouber, Kathy Goudy, Ken Brenner, Patty Theobald, Charles Cunniffe, Carrie Hauser, Matt Gianneschi, Richard Gonzales,Pete Waller, Kristin Colon, and Debbie Novak.
For the record, if any person who participated in the executive session believes that any substantial discussion of any matters not included in the motion to go into the executive session occurred during the executive session, or that any improper action occurred during the executive session in violation of the Open Meetings Law, I would ask that you state your concerns for the record.
President’s Report and Agenda Overview
President Hauser gave a summary of her written report and reviewed the agenda for the balance of the meeting.
Action Items
- Accept Audit per C.R.S. 29-1-603
Rob Macoy from BKD presented the final audit touching on key items and financial statements. There were no material non-compliance issues in Financial Aid, which is very difficult to achieve. The only finding was due to a requirement put into place this year requiring a 15-day response period for addressing errors on data.
ACTION: Trustee Cunniffe Moved to accept the audit as presented; Trustee Chlouber Seconded the Motion and the motion carried unanimously.
- Certify Mill Levy
This action item certifies the mill levy for the FY2016-17 budget. The College will report our mill levy to the counties by December 15, 2016.
ACTION: Trustee Brenner Moved to certify the mill levy at 3.997; Trustee Cunniffe Seconded the Motion and it carried unanimously
- Acceptance of Gift and Naming Rights
ACTION: Trustee Goudy moved that the Board of Trustees accept a proposed gift in the approximate amount of $1.2 million together with the grant of naming rights, as required by College Policy, with the final gift amount and donor identity to remain confidential until publically announced by the President & CEO; Trustee Cunniffe Seconded the Motion and it carried unanimously.
- Approval of COP Lease Structure (3rd Reading)
North Slope presented the Certificates of Participation details and the Board had a discussion. A final ratification by the Board will be needed before finalization once the documents have been prepared.
ACTION: Trustee Brenner Moved that the Board of Trustees approves the issuance and sale of 2017 Certificates of Participation for the purpose of refinancing up to $12,055,000 in outstanding 2007 COP obligations, so long as (1) the 2017 COP sale results in annual debt service savings, net of transaction expenses, that exceed an amount recommended by Management and the College's financial advisor, (2) the 2017 COPs are secured by lease payment obligations relating to the Breckenridge and Rifle campuses, and (3) the Board of Trustees approves the final terms as set forth in a formal authorizing resolution and related COP documents to be prepared by Management and the College's financing team; Trustee Cunniffe Seconded the Motion and it carried unanimously.
ACTION: Trustee Brenner Moved that the Board of Trustees approves the issuance and sale of 2017 Certificates of Participation for the purpose of providing new funds, in an amount not to exceed $15,000,000, to pay for the costs of new capital projects, so long as (1) the specific projects to be funded and the amounts to be expended are approved by the Board of Trustees, (2) the 2017 COPs are secured by lease payment obligations relating to the Breckenridge and Rifle campuses, and (3) the Board of Trustees approves the final terms as set forth in a formal authorizing resolution and related COP documents to be prepared by Management and the College's financing team; Trustee Theobald Seconded the Motion and it carried unanimously.
- Governance documents and annual signatures -Conflict of Interest
Richard Gonzales, General Counsel, stated that the forms have not been changed since last year and requested the Trustees turn them in to either himself or Debbie Novak once they are executed.
Introductory Items (cont.)
- Approve Minutes
ACTION: Trustee Chlouber Moved to Approve the October 17 and October 28, 2016 Minutes as written; Trustee Cunniffe Seconded the Motion and the Motion carried unanimously.
- Public Comment
There was no public comment.
- On-line Learning and Glenwood Center Update
Daryl Yarrow, Associate Vice President of On-Line learning, mentioned that On-line learning has moved to the Glenwood Center. A written report was included in the packet.
Trustee Comments
Trustee Chlouber stated that Leadville and Lake County are appreciative of the appointment of Rachel Pokrandt as the Vice President of the Leadville campus. She then gave a synopsis of the Legislative and Government relations committee meeting held earlier in the day:
Annexation to the College District
There have been external requests asking how to join the CMC district. Matt Gianneschi stated that a formal request may come to the Board as early as March, 2017. He presented some proposed criteria and a process that might be presented to an annexation candidate. Required steps would include a feasibility study by CMC staff. The Board requested time to discuss this at the January meeting with more detailed information from the staff and vetted by the Government Relations Committee. The College may want to think about alternative models where there are districts that have educational needs, but may not have the money to support annexation.
January 3, 2017 is the Joint Budget Committee hearing. We have no specific legislative issues for this year. Our lobbyist, John Karakoulakis,suggested that support for the health provider fee may be a possibility.
Consent Agenda
- Accept Quarterly Financials
- Receive Spring Sabbatical Reports
- Modifications/updates to existing contracts
- Leadville elevator project contingencies
- Karsh Hagan/media purchasing
- Resolution & Appropriation of Reserves/Reinvestments
- COSI Matching Grant Resolutions
ACTION: Trustee Cunniffe Moved to Approve the Consent Agenda with exception of the Resolution and Appropriation of Reserves/Reinvestments; Trustee Goudy Seconded the Motion and it carried unanimously.
Linda English, Vice President of Fiscal Affairs, presented the amounts remaining after actual expenditures and recommendations for reinvestment.
ACTION: Trustee Brenner Moved to Approve the Appropriation Resolution, Trustee Cunniffe Seconded the Motion and the Motion carried unanimously.
ACTION: Trustee Brenner Moved to Approve the Spending Resolution: Trustee Cunniffe Seconded the Motion and the Motion carried unanimously.
Discussion
Draft governance documents
- Code of Conduct
- Trustee Job Description
- Trustee Officer Succession
Richard Gonzales stated that he needs input from all trustees on the Code of Conduct before presenting for action. So far he has received input from four of the seven trustees. If a Trustee would like one on one time to discuss the Code of Conduct, he will make himself available. The document will be discussed in the January work session and presented for action at the January meeting.
There is some concern about having a succession process for a group of 7 trustees as there could be a turnover of the majority of trustees in a year, and the full board could turnover in a two year period. There will be an individual outreach between December and the January meeting and discussion during the work session in January. Staff noted that the documents are consistent best practices in higher education.
Supplemental/Information (written reports)
- Audit Services RFP
- Human Resources Updates
- Personnel changes since last meeting
- Changes to FLSA and State Minimum Wage
- Facilities Update
- Academic Affairs Update
- Student Affairs Update
- Faculty/Adjunct Affairs Update
New Business
January 25, 2017 Edwards, Colorado (draft agenda)
9:00 – 10:00 am | Legislative/Government Relations Committee Meeting
10:00 – 11:00 am | Local Campus/Community meet-and-greet
11:00 – 1:00 pm | Work Session (Working Lunch) Governance Documents, Annexation Framework
1:00 – 4:00 pm | Trustee Meeting
- Approve Tuition & Fees for upcoming Fiscal Year
- Approve Locations for Posting Notice of Meetings
- Accept Quarterly Financials
- Board of Trustees Charge to External Auditors
- Approve governance documents
- Code of Conduct
- Trustee Job Description
- Trustee Officer Succession
The meeting was adjourned at 3:42 pm.