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MEETING MINUTES

UNIVERSITY OF MARY WASHINGTON

BOARD OF VISITORS

FEBRUARY 15-16, 2018

All meetings were held in the Minor Board Room of the Jepson Alumni Executive Center, 1119

Hanover Street, Fredericksburg, Virginia, unless noted otherwise.

1. THURSDAY, FEBRUARY 15, 2018

2. 9:30 A.M., EAGLE VILLAGE, UMW FOUNDATION ORIENTATION

Board Members present: Fred M. Rankin III, Rector; Holly T. Cuellar ’89, Devon W. Cushman

’93, Patricia G. McGinnis ‘69

Also present: Troy D. Paino, President; Jeffrey W. McClurken ’94, Chief of Staff and Clerk of the

Board of Visitors; Dori Eglevsky, UMW Foundation Board; Jeff Rountree ‘91, Chief Executive

Officer, UMW Foundation; Greg Branner ‘85, Chief Financial Officer, UMW Foundation

The UMW Foundation Orientation session was called to order by Mr. Jeff Rountree ’91, Chief

Executive Officer of the UMW Foundation at 9:35 a.m. in the Foundation Office Conference Room,

1125 Jefferson Davis Highway, Suite 200, Fredericksburg, Virginia.

Officers of the UMW Foundation Board provided an orientation session for new members of the

Board of Visitors. The relationship between the University and the Foundation was discussed. An

overview of the assets managed by the Foundation was provided as well as its management

structure and programs.

The orientation concluded at 11:35 a.m.

3. 12:00 P.M., RECTOR’S GALLERY, OPTIONAL LUNCH

An optional lunch was held in the Rectors’ Gallery at the Jepson Alumni Executive Center for

Board members and other guests prior to commencement of the Board of Visitors meeting. No

University business was conducted at this event.

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4. 1:00 P.M., BOARD OF VISITORS MEETING

Board Members present: Fred M. Rankin III, Rector; Heather M. Crislip ’95, Vice Rector; Devon

W. Cushman ‘93, Holly T. Cuellar ’89, Edward (Ted) B. Hontz, R. Edward Houck (departs 3:00

p.m.), Patricia G. McGinnis ’69, Davis C. Rennolds ’06, Rhonda S. VanLowe, Deirdre Powell

White ’91

Board Member absent: Sharon Bulova

Also present: Troy D. Paino, President; Jeffrey W. McClurken ‘94, Chief of Staff and Clerk of the

Board; Lisa D. Bowling ’89, Vice President for Advancement and University Relations; Kimberley

Buster-Williams, Vice President for Enrollment Management; Sabrina V. Johnson, Vice President

for Equity and Access and Chief Diversity Officer; Juliette Landphair, Vice President for Student

Affairs; Nina Mikhalevsky, Provost; Lynne D. Richardson, Vice President for Administration and

Finance, and CFO; Jeffrey W. Rountree ’91, Chief Executive Officer, UMW Foundation; Kimberly

Young, Executive Director of Continuing and Professional Studies; Debra Schleef, Interim

Assistant Provost for Assessment; John Wiltenmuth, Associate Vice President for Facilities

Services; Ken Tyler, Athletics Director; Tera Kovanes, Internal Auditor; Marcel Rotter, Associate

Professor for Modern Languages and Literature and Chairperson, University Faculty Council; Anna

Billingsley, Associate Vice President for University Relations; Carrie S. Nee, Senior Assistant

Attorney General, Section Chief; Audrey Burges, Assistant Attorney General, Education Section;

Betsy J. Chinn, Deputy Clerk, Board of Visitors; Susan B. Worrell, Special Assistant to the

President for Special Events; Zafeer Mobashar, Audio Visual Technician

Other faculty and staff were also present.

A. Call to Order

Rector Fred Rankin called the meeting to order at 1:05 p.m.

B. Welcome and Introductions

All individuals present introduced themselves. Ms. Audrey Burges, Assistant Attorney General,

Education Section, was welcomed. Ms. Burges joined the staff of the Virginia Attorney General’s

Office in December 2017, and is assigned as primary legal counsel for University of Mary

Washington.

C. Approval of Minutes

Rector Rankin brought forward meeting minutes for approval. The floor was opened for suggested

edits or comment in regard to draft meeting minutes posted November 2017 – January 2018.

Dr. McClurken noted a clarification to the November 17, 2017 Board of Visitors meeting minutes

on behalf of Dr. Marcel Rotter, University Faculty Council Representative. In reference to

Category 16, Faculty and Student Reports, Agenda Item C., Faculty Representative Report, the

following sentence was added to paragraph three in regard to President Paino’s Vision Statement:

“He (Dr. Rotter) noted there was no mention of International Education or Study Abroad and said

that the vision was lacking a comprehensive view on the visual arts.”

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Action Item:

On a motion by Ms. VanLowe, seconded by Ms. Cuellar, the Board of Visitors approved minutes

for the following meetings as amended and presented:

Meeting Minutes UMW Board of Visitors, November 16-17, 2017, as amended

Meeting Minutes UMW Board of Visitors Executive Committee, December 15, 2017

Meeting Minutes UMW Board of Visitors Executive Committee, January 17, 2018

D. Rector’s Remarks

Rector Rankin briefly reviewed the February meeting agenda, highlighting events that will be held

during the two day session.

Mr. Rankin noted that members of the Executive Committee have been busy since the November

Board meeting. On December 11, two members of the Executive Committee, President Paino, and

Dr. McClurken met with UMW Foundation leadership and representatives from the Bank of

America to discuss the possibility of refinancing two student housing projects given discussions in

Congress at the time about certain types of tax-exempt bonds.

A meeting of the Executive Committee was called on December 15 for discussion and approval of

the refinancing agreements that were drawn up by the UMW Foundation Board and Bank of

America for the two student housing projects. Although the Executive Committee approved

UMW’s role in the proposed refinancing, the ultimate legislation from Congress did not contain a

provision affecting the UMW Foundation financing and so the refinancing did not go forward.

Bylaws Revision

The Executive Committee met again on January 17 to establish the agenda for the February Board

of Visitors meeting. A Bylaws revision recommended by the Nominating and Governance

Committee in November was also approved in regard to the General Assembly’s action taken last

year requiring residency of the Board of Visitors Rector or Vice Rector. As per the Board of

Visitors Bylaws, the Executive Committee must recommend to the full Board final approval of the

Bylaws revision.

Action Item:

On behalf of the Board of Visitors Executive Committee, Rector Rankin recommended approval to

amend Section VIII A. of the UMW Board of Visitors Bylaws to state that either the Rector or Vice

Rector must be a resident of the Commonwealth per Virginia Code §23.1-300. All Board

members present approved the motion.

In other announcements, Rector Rankin stated that he attended the mid-winter meeting of the UMW

Foundation Board held on February 6, 2018. The Foundation Board is considering refinance of the

Hyatt Place Hotel at Eagle Village. Competitive bids will be taken. The Investment Committee

approved creation of a student-controlled investment fund. The fund will be managed by the UMW

College of Business. Dr. Lynne Richardson provided details of the project and thanked the

Foundation for this opportunity for the students.

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Executive Committee Nominations The Nominating and Governance Committee met on February 9 to select a nominee for the vacant

position of Secretary to the Board of Visitors. Ms. Rhonda VanLowe was selected as nominee and

a formal vote will be taken at the Board of Visitors meeting on Friday, February 16. Due to Ms.

VanLowe’s selection as nominee for the unexpired term in the office of the Secretary, a

recommendation to fill Ms. VanLowe’s unexpired term as the At-Large Executive Committee

member was also determined. Ms. Devon Cushman was selected as nominee for that positon. A

formal vote will be taken by the Board of Visitors on Friday, February 16, to confirm the

appointments. The Rector thanked Ms. Cuellar for the tremendous amount of work done and time

taken to coordinate a successful meeting to accomplish this task in the time frame allotted to do so.

Rector Rankin stated that the Governor and General Assembly did not confirm the reappointment of

Mr. Carlos Del Toro to the Board of Visitors for 2017-18. The Rector praised Mr. Del Toro for his

service to the Board and the University.

Ms. McGinnis recognized Mr. Edd Houck as the new chair of the Administration, Advancement,

Finance and Facilities Committee. Rector Rankin added his appreciation for his acceptance of the

role.

E. President’s Report

President’s Activity Report

President Paino distributed copies of his activities report for the period November 16, 2017-

February 14, 2018. A copy of the report is attached to the BoardDocs agenda: President Paino's

Activities Report 11-16-17 to 02-14-18. Highlights of the report were noted:

The president and his cabinet engaged in an Emergency Training Tabletop Exercise in

which the team responded to a simulated emergency and developed a plan for resolve. This

exercise proved important in learning to prepare and respond as quickly as possible to

emergency situations.

Due to a teacher shortage in Richmond area schools, Mayor Levar Stoney visited campus to

meet with administrators and students to discuss a partnership with the UMW College of

Education. This offering was a great opportunity for Education students to learn about a

high-need area.

Several meetings are being held with legislators to request a budget amendment for

additional resources to enhance the UMW Center for Career and Professional Development.

Monthly meetings continue with Fredericksburg’s City Manager to develop a good working

relationship and shared vision. A meet and greet event was held at Brompton inviting

members of the City Council and local agencies. Leadership of UMW and City of

Fredericksburg will hold a retreat in March utilizing an outside moderator to help align

master plans.

Members of the President’s Community Advisory Committee on Diversity were invited to

Brompton for an inaugural gathering. Dr. Gene Carter accepted chairmanship of this

committee.

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General Assembly Update

Dr. Paino provided an update on the current General Assembly session. He reported on legislation

that is currently being considered and its potential impact on higher education. The General

Assembly is expected to conclude its session by March 10.

Capital Projects

Mr. John Wiltenmuth, Associate Vice President for Facilities Services, addressed questions from

the Board regarding campus Capital Projects. His written report is attached to the BoardDocs

agenda: Capital Projects Update_Board of Visitors February 2018.

Continuing and Professional Studies

Ms. Kimberly Young, Executive Director of Continuing and Professional Studies was introduced.

Ms. Young presented a PowerPoint that tied together elements of the UMW Strategic Plan and the

Strategic Enrollment Plan, especially those applicable to the unmet needs for adult continuing

education in the surrounding communities. Ms. Young’s presentation slides can be found on the

BoardDocs agenda: Continuing and Professional Studies Report_BOV February 2018.

During the first six months of her tenure, Ms. Young has worked to understand and identify avenues

in which to connect and move forward with relevance in this area. The Continuing and Professional

Studies website is now up and running: http://www.umw.edu/cps/.

Ms. Young was thanked for sharing her enthusiasm and for the work she has done thus far in getting

Continuing and Professional Studies off to a great start.

The Rector called for a break at 2:43 p.m. The meeting reconvened at 3:00 p.m.

Institutional Effectiveness

President Paino presented his report on Institutional Effectiveness. Current dashboard indicators

were provided in hard copy to the Board members. The indicators were reviewed and discussed.

Board members engaged in discussion of various indicators, particularly retention rate and state-

funded financial aid.

President Paino also discussed demographic predictions over the next 10-15 years and noted that

some projections show that by 2026 there will be a twenty-to-twenty five percent decline in college-

bound students. Given this information, and in preparation for that decline, the university needs to

produce a plan that is sustainable.

Board members asked questions and engaged in discussion about various strategies going forward.

Ms. Cuellar expressed thanks to President Paino for raising awareness so that the Board members

can work together to achieve these goals.

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F. Report from Legal Counsel

The Rector requested that the Board of Visitors enter a closed meeting for discussion with legal

counsel.

A motion to enter closed meeting as permitted by Code of Virginia Sections 2.2-3711 (A)(7) to

discuss actual litigation brought by the Feminist Majority Foundation and probable litigation under

the Virginia Tort Claims Act was made by Ms. McGinnis and seconded by Mr. Hontz.

All present agreed that such a session was necessary and entered closed meeting at 4:39 p.m. All

Board members present remained in the closed meeting, along with President Paino, Dr. Jeffrey

McClurken, Chief of Staff and Clerk of the Board of Visitors, Ms. Carrie Nee and Ms. Audrey

Burges from the Office of the Attorney General.

At the conclusion of the discussion, Mr. Hontz moved to reenter open meeting. The motion was

seconded by Ms. White. All members present approved the motion. The Board re-entered open

meeting at 5:05 p.m.

The following motion to certify the closed meeting was made by Ms. Crislip and seconded by Ms.

Cuellar:

WHEREAS, the Board of Visitors has convened a closed meeting on this date pursuant to an

affirmative recorded vote and in accordance with the provisions of the Virginia Freedom of

Information Act; and

WHEREAS, Section 2.2-3712.D of the Code of Virginia requires a certification by the Board of

Visitors that such closed meeting was conducted in conformity with Virginia law;

NOW THEREFORE BE IT RESOLVED that the Board of Visitors hereby certifies that, to the

best of each member’s knowledge, (i) only public business matters lawfully exempted from open

meeting requirements by Virginia law were discussed in the closed meeting to which this

certification resolution applies, and (ii) only such public business matters as were identified in the

motion convening the closed meeting were heard, discussed or considered by the Board of Visitors.

Roll Call Vote: AYES: Ms. Crislip, Ms. Cuellar, Ms. Cushman, Mr. Hontz, Ms. McGinnis, Mr. Rankin,

Mr. Rennolds, Ms. VanLowe, Ms. White

NAYS: None

ABSENT DURING VOTE: None

ABSENT DURING MEETING: Ms. Bulova, Mr. Houck

There was no action taken by the Board of Visitors following the closed meeting.

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G. Written Informational Reports

Informational reports prepared by members of the President’s Cabinet and Staff Advisory Council

are attached to the BoardDocs agenda: Written Informational Reports_BOV February 2018.

President Paino responded to general questions regarding the reports.

Rector Fred Rankin declared the Board of Visitors meeting in recess at 5:10 p.m.

5. 5:30 P.M., RAPPAHANNOCK BALLROOM, SIMPSON CIRCLE

A. Simpson Circle Event and Recognition of Former Board Members (Invited)

Current members of the Board of Visitors and President’s Cabinet attended a reception and program

with the Simpson Circle, a group comprised of former members of the UMW Board of Visitors.

Special recognition was presented by Rector Rankin to Board members who completed their terms

of service in 2017, Mr. Kenneth J. Lopez ’92 and Ms. Lisa D. Taylor ’85. There was no Board

action taken at this event.

6. FRIDAY, FEBRUARY 16, 2018

7. 7:45 A.M., KALNEN INN, BREAKFAST WITH THE PRESIDENT

A. Informal Discussion with the President

Board Members Present: Heather M. Crislip ’95, Vice Rector; Holly T. Cuellar ’89, Devon W.

Cushman ’93, Edward (Ted) B. Hontz, R. Edward (Edd) Houck, Patricia G. McGinnis ’69, Fred M.

Rankin III, Rector; Rhonda S. VanLowe, Deirdre Powell White ‘91

Board Members Absent: Sharon Bulova, Davis C. Rennolds ‘06

Also Present: Troy D. Paino, President; Audrey Burges, Assistant Attorney General, Education

Section

Board members attended breakfast with President Paino prior to convening the committee meetings.

No Board action was taken.

8. BOARD COMMITTEE MEETINGS COMMENCE

9. ACADEMIC AND STUDENT AFFAIRS COMMITTEE

Committee Members present: Heather M. Crislip ‘95, Chair; Devon W. Cushman ‘93,

Patricia G. McGinnis ’69, Fred M. Rankin III, ex-officio

Committee Members absent: Davis C. Rennolds ’06, Deirdre Powell White ‘91

Also present: Jeffrey W. McClurken, Chief of Staff and Clerk of the Board of Visitors; Juliette

Landphair, Vice President for Student Affairs; Nina Mikhalevsky, Provost; Sabrina C. Johnson,

Vice President for Equity and Access and Chief Diversity Officer; Kimberley Buster-Williams,

Vice President for Enrollment Management; Jessica Machado, Director of Disability Resources;

Tim O’Donnell, Associate Provost for Academic Engagement and Student Success; Kimberly

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Young, Executive Director for Continuing and Professional Studies; Anna Billingsley, Associate

Vice President for University Relations; Audrey Burges, Assistant Attorney General, Education

Section; Zafeer Mobashar, Audio Visual Technician; Betsy J. Chinn, Deputy Clerk

Chair Crislip called the committee meeting to order at 9:15 a.m., in the Minor Board Room. All

present were asked to introduce themselves.

A. Comments – Board of Visitors November Luncheon

At the November 2017 Board of Visitors meeting, UMW department chairs, program directors, and

associate deans of the colleges of business and education were invited to join Board members for

lunch and general discussion.

Among topics discussed were wellness, parking issues, lack of support staff, and salaries. The

Board members enjoyed the opportunity to meet the faculty and to hear their concerns and would

like to continue to have meaningful dialogue with specific constituencies going forward.

B. Disability Resources Report

Ms. Jessica Machado, Director of Disability Resources, provided an update on the Disability

Resources report that was presented in April 2017. Ms. Machado’s written report and power point

presentation are attached to the BoardDocs agenda: Disability Resources Report and

Presentation_BOV February 2017.

The number of students with very complex needs that are registered with the UMW Office of

Disability Resources continues to increase. Compared to other Virginia public institutions, UMW

has the highest percentage of enrolled students registered with disability resources as well as the

highest student-to-staff ratio. Ms. McGinnis commented that UMW does a great job with limited

resources.

Ms. Machado discussed the increasing use of ODR’s resources by students who often have complex

needs that affect many areas of the university in and out of the classroom. This is an enormous

challenge for faculty and staff and has a profound effect on student learning.

Mr. Rankin asked Ms. Machado to share her short-term goals, which were as follows:

Develop strong partnerships with the faculty and staff

Have more opportunities for training

Individual consultations

Create ways to streamline processes in office to coordinate use of technology

In the long term, Ms. Machado looks forward to moving to a space such as Seacobeck Hall, which

will allow more space for training, assisted technology, and a testing center. The needs of students

with testing accommodation is high. It is necessary to find a designated space outside of the

classroom.

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Ms. Machado closed by stating that her main goal is to teach students to learn what their strengths

and weaknesses are and why accommodation was given. Students are comfortable interacting with

the Office of Disability Resources. A great amount of time is spent supporting students. Recent

studies validate that spending more time teaching them to support themselves is best.

C. Retention Efforts

Dr. Juliette Landphair and Dr. Tim O’Donnell, co-chairs of the Student Success Council, presented

on UMW’s retention efforts. The Student Success Council was formed as part of the Strategic

Enrollment Plan to focus on the institution-wide priorities of recruitment and retention. Their

written report and presentation are attached to the BoardDocs agenda: Retention Efforts Report and

Presentation_BOV Feb 2018.

President Paino announced at the All University Assembly in January that he set the retention rate

goal for UMW at 90 percent. He emphasized that everyone at UMW has a role in retention efforts

and challenged the community to strive to make retention a priority. UMW’s mission is to ensure

student success by providing an environment for success. Given that Mary Washington invests

heavily in recruiting, we also invest in retention as well.

Most of the data gathered for Dr. O’Donnell’s analysis was provided by the UMW Office of

Institutional Research, with help from UMW Information Technology. Looking at six years of data

for sub groups available, the overall retention rate runs in the mid-80’s. Part of the research

explored the places to which UMW students go when they are not retained.

In striving to reach 90 percent, the presidential vision gives everyone a clear focal point. Energy

and enthusiasm matters. As part of the Student Success Council’s charge, sharing knowledge

across campus offices in order to recommend strategies for retention is key in improving student

success at UMW. Some initial steps that may be taken:

Policy Change: UMW has a more rigorous suspension policy than other state colleges,

which affects retention.

Curricular Offerings: Dr. Rao ran a study on the communication experience. Findings

indicate that a hybrid communication course will assist in keeping students here.

The Student Success Council analyzes will make a number of other recommendations to

improve retention by the end of the 2018 spring semester.

Chair Crislip called for a break at 11:09 a.m. The committee meeting resumed at 11:17 a.m.

D. Strategic Enrollment Plan

Vice President Buster-Williams’ presentation is attached to the BoardDocs agenda: Strategic

Enrollment Plan Update_BOV February 2018. Ms. Buster-Williams provided background on how

the Strategic Enrollment Plan (SEP) was formulated in 2013 to determine enrollment goals and

desired student profiles. A new organizational approach to the Plan was taken in 2015 to face

enrollment challenges and capitalize on opportunities going forward. The University’s Strategic

Enrollment Plan for 2016-2020 aligns with the University Strategic Plan.

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The SEP organizational framework consists of the President’s Cabinet, the SEP Steering

Committee, and the Recruitment and Student Success Councils. The six areas of focus have stayed

consistent:

First year enrollment

New Undergraduate – Non-degree enrollment

New Master’s degree enrollment

Transfer enrollment

Retention

Marketing – Expressed Interest in UMW

Ms. Buster-Williams reviewed the process and four phases of the timeline. UMW is in year two of

the four year plan. Some of the original budgetary targets have been checked off, such as

technology purchases. Additional targets will be addressed in years three and four. Mr. Rankin

asked if there was a dashboard in terms of progress. Many of the targets are noted in the President’s

Dashboard Indicators.

The President’s Cabinet will research and provide the Board of Visitors with a comparison of the

original goals and the new goals. An explanation of the changes and progress made toward the

goals will also be included.

Chair Crislip called for a break at 11:55 a.m. The meeting resumed at 12:02 p.m.

E. Personnel Docket

The Personnel Docket for Teaching and Instructional Faculty was brought before the committee for

comment.

Action Item:

A motion was made by Mr. Rankin, seconded by Ms. Cushman, that the Academic and Student

Affairs Committee recommend to the Board of Visitors approval of the Personnel Docket, as

presented. All committee members present approved the motion.

There being no further business to come before the committee, Ms. Crislip adjourned the Academic

and Student Affairs Committee meeting at 12:03 p.m.

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10. ADMINISTRATION, ADVANCEMENT, FINANCE & FACILITIES COMMITTEE

Committee Members Present: Edward R. (Edd) Houck, Chair; Sharon Bulova, Holly T. Cuellar

’89, Edward (Ted) B. Hontz, Rhonda S. VanLowe

Also present: Troy D. Paino, President; Lisa D. Bowling ’89, Vice President for Advancement and

University Relations; Lynne Richardson, Vice President for Administration and Finance and CFO;

Jeffrey W. Rountree ’91, Chief Executive Officer, UMW Foundation; Paul Messplay, Executive

Director of Budget and Financial Analysis; John Wiltenmuth, Associate Vice President for

Facilities Services; Greg Branner ’85, CFO, UMW Foundation; Tera Kovanes, Director of Internal

Audit; Zachary Hatcher, Senior Director of Corporate, Foundation, and Individual Giving; Carrie S.

Nee, Senior Assistant Attorney General/Section Chief; Mark Simpson, Assistant Director of Events

and Audio Visual; Paula Zero, Executive Office Manager, Office of the President

Chair Houck called the meeting to order at 9:09 a.m. in the Rappahannock Ballroom at the Jepson

Alumni Executive Center.

Chair Houck said that he is honored to be the Chair of the AAFF Committee. He understands the

importance of the work of the committee and appreciates the outstanding work by staff in

preparation for the meetings. He is hopeful for a fluid transition to keep business moving forward

for all. He asked all those in attendance to introduce themselves.

Chair Houck encouraged the committee members to freely engage in open discussion and asked that

all questions be directed through the Chair so that individuals are not interrupting one another.

A. December 31, 2017 Budget Performance Report

Mr. Messplay presented the December 31, 2017 Budget Performance Report for the second quarter

of the fiscal year. As noted in the report, revenues to budget are tracking slightly above last year at

this time and expenditures are consistent with the budget plan. Overall, revenues are expected to

exceed expenditures at fiscal year-end. The report is included in the BoardDocs agenda: 2017-18

Budget Performance Report as of December 31, 2017

Ms. Richardson informed the committee that a Request for Proposal (RFP) for the University

Bookstore will be sent out by the end of February. A status of the RFP will be discussed at the

April BOV meeting.

Chair Houck asked for clarification on the definition of the words faculty and staff. Mr. Messplay

explained that faculty includes teaching faculty (adjunct as well) and staff includes all

administration, classified, staff, and wage employees.

Ms. Bulova stated that she appreciates the level of detail in the report and thanked Mr. Messplay for

the excellent material.

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B. 2018 General Assembly Update

Mr. Messplay presented the General Assembly Update. The House and Senate are expected to

release their respective budget recommendations for the 2018-20 biennium on February 18,

2018. The basis for House and Senate budget actions is the Governor’s budget, which was

introduced on December 18, 2017. The report is included in the BoardDocs agenda: Highlights of

Governor's Proposed 2018-20 Biennial Budget.

Ms. Cuellar stated that the Governor’s proposed budget provides authority for institutions of higher

education to establish an institutional reserve fund supported by unexpended E&G appropriations in

an amount not to exceed 3% of each institution’s general fund appropriation in E&G programs.

Any use of the reserve fund requires approval by the BOV and detailed reporting to the Governor.

Mr. Hontz suggested that using UMW reserve funds would be the preferred method since it would

eliminate the reporting requirement.

Chair Houck asked for clarification of the Maintenance Reserve within Capital Outlay.

Mr. Wiltenmuth provided examples of the Maintenance Reserve, including roof replacements on

academic buildings, HVAC systems, and other major components of buildings that fall with the

E&G category.

Chair Houck commented that he served as a budget conferee in the past. After the House and

Senate release their respective budget recommendations on February 18, 2018, they will review the

differences in each. It’s important to look for the uniformity in the two recommendations, as this is

a good indicator of how easily they will be able to reach an agreement.

C. Overview of UMW Foundation Support

Mr. Messplay presented the Overview of UMW Foundation Support report. The report is included

in the BoardDocs agenda: Overview of UMW Foundation Support_BOV Feb 2018

Ms. VanLowe asked for clarification about the difference between UMW and UMWF properties,

operational expenses, budget, etc.

President Paino confirmed that the UMWF budget is approved by the UMW Foundation not UMW.

Ms. Richardson stated that the UMWF does offset some of the UMW expenses that the state will

not support.

President Paino commented that UMW uses a blended model in which some of the funds for

expenses come from UMW (state) and some come from UMWF. One example is Eagle Landing in

the Eagle Village Complex and the University Apartments on William Street. UMW manages the

occupancy and billing process, but the revenue and expenses are included in the UMWF budget.

UMW and the UMWF engage in regular communications regarding fundraising amounts and how

they impact both budgets.

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Mr. Rountree stated that UMWF is currently working on forming its budget which will be approved

in April. UMWF is audited and does require an annual budget.

Chair Houck requested that a column be added to the report that shows the revenue that UMW

sends to the UMWF so that the blended model is clearly documented.

Ms. VanLowe clarified that the BOV sets the housing rates for UMW, and although UMW manages

some of the UMWF properties, it receives no fees for doing so. Consequently, UMW must be able

to generate revenue to address UMW and UMWF budget needs. She reiterated that showing the

revenue stream from UMW to UMWF, as Chair Houck suggested, would be helpful.

Mr. Messplay explained that UMWF must cover its debt ratio established by the bank. If additional

revenue is received, it can flow to UMW.

Mr. Rountree stated that although rates could be raised, the net return impact must be considered. If

rates are too high, marketing and recruiting efforts may be negatively impacted. Fundraising, which

fluctuates every year, is key to ensuring a healthy UMWF budget.

President Paino suggested that UMWF provide the BOV with regular UMWF budget reports.

The committee agreed that this would be beneficial and would provide a total picture of the budget

support for UMW operations. It would also assist in monitoring the progress of funding and

identifying potential areas of concern.

D. University Leases

Mr. Messplay presented a summary of all leases under which the University is the tenant. In total,

the University holds eleven leases, nine of which are with the Foundation. The report is included in

the BoardDocs agenda: Summary of Lease as of February 2018.

Ms. VanLowe asked if it is necessary that all of the leased office spaces be leased, or if they could

be moved to reduce expenses. She pointed out that the savings in eliminated leases would be the

majority of the money needed to fund the Career and Professional Development Center

enhancements.

Ms. Richardson stated that the only available campus space is located at the Stafford Campus,

which is inconvenient for business operations. In addition, the leasing arrangement with Stafford

County Public Schools using the Stafford Campus facilities through 2020/2021 also needs to be

considered.

Chair Houck altered the order of agenda in order in order that budget, revenue and tuition

discussion could be taken in sequence after the morning break.

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E. Advancement Update

Ms. Bowling thanked the BOV for their level of engagement with the university and their

commitment to fundraising. There is great need for UMW support and donors. At the August BOV

retreat, Ms. Bowling will provide a forecast of the upcoming year, including dollar amounts and

projects. The goal of $7 million in fundraising is an ambitious goal, but they are on track to

reaching this with as much as $800,000-$1 million in donations coming this year. The second

annual Mary Wash Giving Day will be held on March 20, 2018. This 24-hour online day of giving

has a goal of receiving 1,908 gifts, in commemoration of the University’s founding year. Tax

reforms will impact fundraising. Ms. Bowling expects that significant donors will continue to give

out of loyalty rather than because of tax benefits. She anticipates seeing an increase in donations

from those in lower income brackets. Advancement does not work in an isolated environment.

Revenue generation requires the involvement of all UMW faculty and staff. A comprehensive

campaign is also being considered which must be grounded in the philosophy and needs of UMW.

In addition, Ms. Bowling has been assessing her team’s staffing, processes, tools, etc. to increase

efficiencies in operations in an effort to exceed previous giving levels.

Her team is working towards developing more than a transactional relationship with alumni,

meeting them where they are at various stages of their lives. The goal is to form long-term

partnerships with alumni. They are working with the Alumni Relations Office to create a more

cohesive approach for alumni to give back to the University, including offering networking and

mentoring opportunities, as well as offering students internships, job placement, etc. Alumni

Affinity Groups, based on interests rather than geographic location, are becoming more and more

important in creating this approach.

The University Relations Office currently operates using a news bureau model, controlling

information that is sent out. With today’s social media platforms, it’s critical for UMW to develop

a more personal approach of communicating and to rethink how it engages people. A Crisis

Communication Committee is working on creating step-by-step procedures to ensure readiness in

times of crises, as well as to preserve and protect UMW. Mishandling crises can undermine efforts

in various operational areas, including Enrollment Management. A brand refresh is also being

considered, along with web migration of 30,000+ pages.

Ms. Cuellar emphasized the critical need to develop a partnership with the Career and Professional

Development Office and alumni who are eager to assist current students. Various models will need

to be considered.

Ms. Bowling commented that the model selected will depend on funding. The most successful

models include a staff member in a Career Office who manages internship and job placement,

liaises with employers, etc. The Alumni Relations Office assists in these efforts.

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F. Resolutions for Donor Terms of Agreement and Naming Opportunity

Ms. Bowling presented three resolutions and one naming opportunity for BOV approval. The

resolutions and supporting documents for the naming opportunity are included in the BoardDocs

agenda: Donor Resolutions for Scholarships and Naming Opportunity_Feb 2018

Ms. Bowling requested that the committee approve all three endowments in one vote. The

endowments included:

Mary Elwang Sharpley ’49 Scholarship

Robert ’93 and Dodie ’95 Whitt Scholarship

Laura C. Hudson ’71 Scholarship

Action Item:

On a motion made by Ms. VanLowe, seconded by Ms. Bulova, that the Administration,

Advancement, Finance and Facilities Committee recommend to the Board of Visitors approval of

the three donor scholarship resolutions, as presented. All committee members present approved the

motion.

Ms. Bowling then presented the naming opportunity. The stage in UMW’s historic amphitheatre

will be known as the Morris Stage in the Heslep Amphitheatre, named for Marceline Weatherly

Morris ’50 and Elmer Morris, Jr. ’50 who are honored and recognized for their contributions and

loyal dedication to the University.

Action Item:

On a motion made by Mr. Hontz, seconded by Ms. VanLowe, that the Administration,

Advancement, Finance and Facilities Committee recommend to the Board ofVisitors approval of

naming the amphitheatre stage as the Morris Stage, as presented. All committee members present

approved the motion.

Chair Houck called for a meeting break at 10:44 a.m.

Chair Houck resumed the meeting at 10:55 a.m.

G. Update on 2018-2019 Budget Development

Mr. Messplay presented an update on current budget projections for 2018-19. Various cost drivers

were identified, including state mandates, operating cost increases and prior commitments, and a

preliminary list of strategic priorities. On the revenue side, additional resources were identified

from state general funds, reallocation of one-time budget expenses from fiscal year 2017-18, and

preliminary assumptions regarding tuition and fees for 2018-19. Staff will update the planning

estimates for actions of the 2018 General Assembly and will continue a discussion of options with

the BOV at subsequent meetings. The report is included in the BoardDocs agenda:

Preliminary 2018-19 Budget Estimates Based on Governor’s Budget.

Ms. VanLowe asked if market adjustments have been implemented across the board for all

employees.

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President Paino stated that market adjustments are being done incrementally. Faculty adjustments

were done first. A market study for classified employees has now been concluded and a variety of

models for implementing increases have been reviewed. He mentioned that these positions are hard

to fill due to competition with the public and private sectors. Across the board, UMW wages are

below our competitors’ wages.

Ms. Richardson commented that staff positions are evaluated by pay bands. Salary gaps were

identified and the committee is planning on prioritizing adjustments so that employees with the

greatest gaps receive an adjustment first.

Ms. VanLowe stated that increasing salaries needs to be a priority in order to keep the best, most-

talented employees. She inquired about what options are available in order to expedite increasing

salaries.

President Paino stated that the current list of priorities would need to be reevaluated to determine

the adjustments necessary to do so. Chair Houck requested that UMW and UMWF share with the

committee any updates on the House and Senate budget proposals after they are submitted on

February 18.

Ms. Cuellar recommended that the committee review budget recommendations from President

Paino with a goal of moving forward rather than reviewing previous budget proposals.

Chair Houck asked what impact each BOV member’s contribution makes to budget discussions.

President Paino stated that BOV contributions have a tremendous effect on establishing the budget

and are taken very seriously. The budget should reflect the conversations and collective support of

UMW and the BOV, ensuring we contain costs, achieve our goals, set appropriate priorities, address

UMW community needs, etc.

H. Revenue and Expenditure Trends

Mr. Messplay presented a summary of revenue and expenditure trends from 2007-08 through 2016-

17. Revenue sources included tuition and mandatory fees, state general funds, university housing,

dining/food services, sales, services and rentals, bookstore, and grants and contracts. Trends for

expenditures included salaries, wages and benefits, supplies and services, debt service, financial aid,

dining, utilities, and equipment. The report is included in the BoardDocs agenda.

Revenue and Expenditure Trends_BOV February 2018.

I. Fixed Tuition Discussion

Mr. Messplay reviewed scenarios regarding a fixed tuition program under which tuition and the

E&G comprehensive fee would be locked-in for four years for full-time, Virginia, undergraduate

students. Advantages and disadvantages of a fixed tuition program were discussed and a detailed

implementation scenario was reviewed.

Ms. VanLowe inquired about feedback received from other Virginia public schools who have

already implemented a fixed tuition program.

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Mr. Messplay stated that UVA offers students a choice between a fixed tuition option and the

traditional option that includes annual increases. Most students choose the traditional option.

Mr. Messplay reported that currently UMW has neither a student billing system that can

accommodate multiple billing tables nor the necessary financial aid system to implement the

changes.

Ms. VanLowe asked if a fixed tuition program would negatively impact our recruiting efforts and

challenge our marketability.

Mr. Messplay reported that a fixed tuition program is more expensive for students overall.

The committee tabled the discussion at this time.

Chair Houck thanked Mr. Messplay for his presentation and all the committee members for their

participation.

Chair Houck adjourned the meeting at 11:59 a.m.

11. LUNCH, RECTORS’ GALLERY

A. Board of Visitors and Invited Guests

Board Members present: Fred M. Rankin III, Rector; Heather M. Crislip ’95, Vice Rector;

Sharon Bulova, Holly T. Cuellar ’89, Devon W. Cushman ’93, Edward (Ted) B. Hontz,

R. Edward (Edd) Houck, Patricia C. McGinnis ‘69, Rhonda S. VanLowe

Board Members absent: Davis C. Rennolds’06, Deirdre Powell White ‘91

UMW Staff Advisory Committee Members present: Pam Lowery, President; Christy Pack, Vice

President; Julie Smith, Past President; Sarah Carroll, Treasurer; Bianca Hightower, Secretary;

Tracey Funtanilla, Activities Co-Chair; Mathew Wilkerson, Activities Co-Chair; Paul Boger,

Elections Chair; Michael Morley, Recognition Chair; April Brecht, Activities Committee; Kevin

Caffrey, Communications Committee; Andrea Cordray, Elections Committee; Kyle Danzey,

Elections Committee; Arin Doerfler, Activities Committee; Dishante Fryer, Recognition

Committee; Kim Lawson, Activities Committee; Robert Louzek, Elections Committee; Michelle

Pickham, Recognition Committee; Jay Sullivan, Activities Committee; Charles Tate, Activities

Committee; Justin Wilkes, Activities Committee

Members of the Board of Visitors invited the UMW Staff Advisory Council to a luncheon in the

Rectors’ Gallery at the Jepson Alumni Executive Center from noon – 1:00 p.m.

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12. COMMITTEE MEETINGS RECONVENE

13. DIVERSITY AD-HOC COMMITTEE

Committee Members present: Rhonda S. VanLowe, Chair; Holly T. Cuellar ’89, Edward (Ted)

B. Hontz, Patricia G. McGinnis ’69, and Fred M. Rankin, ex-officio

Committee Member absent: Deirdre Powell White ‘91

Other Board Members present: Sharon Bulova, Heather M. Crislip ’95, Devon W. Cushman ’93,

and R. Edward Houck

Also present: Troy D. Paino, President; Jeffrey W. McClurken ‘94, Chief of Staff; Sabrina V.

Johnson, Vice President for Equity and Access and Chief Diversity Officer; Juliette Landphair, Vice

President for Student Affairs; Nina Mikhalevsky, Provost; Lynne D. Richardson, Vice President for

Administration and Finance, CFO; Lisa D. Bowling ’89, Vice President for Advancement and

University Relations; Kimberley Buster-Williams, Vice President for Enrollment Management;

Debra Schleef, Interim Assistant Provost for Institutional Effectiveness; P. Anand Rao, Professor of

Communications, Director of the Speaking Intensive Program, and Director of the Speaking Center;

Cedric B. Rucker ’81, Associate Vice President and Dean of Student Life; Michael G. Spencer ’03,

Associate Professor and Director of the Center for Historic Preservation; Marcel Rotter, Associate

Professor, Modern Languages and Literatures, and Chair, University Faculty Council; Jackie

Gallagher, Associate Professor and Chair, Geography, and Vice Chair, University Faculty Council;

Carrie S. Nee, Senior Assistant Attorney General, Section Chief; Audrey Burges, Assistant

Attorney General, Education Section; Anna Billingsley, Associate Vice President for University

Relations; Betsy J. Chinn, Deputy Clerk; Zafeer Mobashar, Audio Visual Technician

Chair VanLowe called the Diversity Ad Hoc Committee meeting to order at 1:13 p.m.in the Minor

Executive Board Room. Attendees were asked to introduce themselves.

Ms. Sabrina Johnson was acknowledged and congratulated for her appointment as Vice President

for Equity and Access and Chief Diversity Officer. The floor was turned over to Ms. Johnson to

present the first report on the agenda.

A. Diversity and Inclusion Task Force Committee Progress Report

Ms. Johnson walked the committee through progress on each of the Diversity and Inclusion Task

Force Recommendations. She thanked members of the Diversity and Inclusion Task Force

Committee for their assistance in setting these actions in motion.

Vice Presidents Johnson and Landphair highlighted specific recommendations that were discussed:

Student Activities Objective: To increase overall campus engagement in a wide-range of

diversity-related student programs and/or organizations through development of stronger

partnerships, as well as through a multi-tiered publicity campaign that focuses on increasing

marketing of pre-existing events/resources.

Action: A social justice institute is scheduled March 24 led by faculty in coordination with four

student organizations (Multicultural Leadership Council, S.E.E.D., B.O.N.D., and Political Poetry).

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Vice President Landphair detailed that the social justice institute is a day-long program open to

students to learn about activism.

Faculty Recruitment Objective: Develop procedures to ensure the consistent expectation and

application for current faculty and staff recruitment practices.

Actions/Status: Implemented strategies are ongoing:

Conducted training on implicit bias for all faculty/staff

Conducted training on universal design for all faculty/staff

Changed requirements for faculty search plans including use of new required language in all

advertisements, focused recruitment/advertisement in venues to attract underrepresented

candidates; candidate pool review at several stages; also ensuring diversity of search

committee members and compliance with all requirements pertaining to application review,

interviews, etc.

HR created resources for search committees including lists of venues for advertising and

other strategies reaching out to diverse candidates.

Vice President Johnson noted that there are eight active searches at this time. She explained that

hiring a great faculty begins with a strong pool of candidates. You need a search committee that is

actively engaged in a search for qualified diverse faculty.

Vice President Johnson added that the Athletic Department is continuing work on their Diversity

and Inclusion Plan. The first draft is currently under review. President Paino will ask

administrators to provide a status report in April.

In other business, Vice President Johnson announced that the President’s Community Advisory

Committee on Diversity met at Brompton in January for a get-acquainted session. Dr. Gene Carter

has accepted the invitation to serve as Committee Chair. The Committee will hold its first meeting

on February 28.

B. Campus Environment Committee Update

Dr. Michael Spencer, Chair of the Campus Environment Presidential Ad Hoc Committee addressed

the Committee. He stated that the objective of the committee is to conduct an audit of the public

displays of history on campus, including common areas, academic and administrative buildings and

residence halls, and to make recommendations where appropriate. The committee’s goal is to

recognize and preserve the school’s history while also updating and contextualizing displays to

reflect the changes in our student body and to create a fully welcoming environment for all students,

faculty, and staff. The committee is further charged to ensure that the physical environments on our

campuses more generally reflect our commitment to diversity and inclusion.

The Campus Environment Committee have had four meetings to discuss what specifically to

observe. Committee members built on the National Park Service guidelines to help determine

classifications related to: race, gender, and sexuality. A survey sheet was created to begin the

process. The survey sheet is attached to the BoardDocs agenda: Campus Environment

Committee Survey Sheet_BOV Feb 2018.

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There are 79 distinct buildings on campus, including landscape areas, accessible by the public on

the Fredericksburg, Dahlgren, and Stafford campuses. The Committee hopes to have the survey

sheets complete by the end of February that will provide them with information about the physical

displays. A preliminary report is anticipated for completion and presentation to the Board of

Visitors in April.

Once the physical display items are determined, the Committee can take action on non-historic

locations. These displays can be altered. The Committee will assist the departments in creation and

update of displays that they can maintain.

The Committee is also identifying components on campus to develop places, virtual and physical

where the diversity of our alumni can be celebrated.

Ms. VanLowe commented that this is a very complex project and urged the Committee to move

forward to get the big picture.

In closing, Dr. Spencer noted that older photos of alumni at the Jepson Alumni Executive Center

will be replaced with more contemporary photos. Ms. Worrell added that this could be a rotating

show. The Alumni would enjoy being involved to provide the photos as well.

C. Revision of Statement of Community Values

Dr. Anand Rao and Dean Cedric Rucker provided an update on activity to date on the review of the

Statement of Community Values and the Statement of Guiding Principles on Diversity and

Inclusion. The written report is attached to the BoardDocs agenda: Statement of Community

Values and Guiding Principles on Diversity and Inclusion_BOV Feb 2018.

Representatives of the committee have met with several campus leadership groups to raise

awareness of the committee’s charge and to solicit their participation and feedback. Open forums

were held in February with these same groups for discussion of the draft statements. An online

comment box was publicized for UMW community members to provide written feedback and

comment on the values that should be reflected in the revised statements, and how best to market

and raise the profile of the statements.

All feedback will be reviewed and then two or more drafts will be developed for campus

community consideration in early March. By mid-April, the committee will develop a

recommendation to the Board of Visitors for consideration at its April meeting. The

recommendation will include the revisions statements and a plan to market and raise awareness

about the statements.

Discussion was held about reaction from campus leadership groups and the feedback given. There

were not a lot of fully engaged participants at first; however, feedback is coming in from alumni,

students, faculty, and staff. There are a lot of similarities in terms of these statements. Individuals

have indicated that they do not want statement(s) to just live on a wall, but to be able to define them

in the everyday life of the institution.

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There was robust conversation from the leadership groups about community values. When the

statement(s) are finalized, they will need to be integrated into everyday life at the university. They

want to see the statement(s) continue to engage the community not just at honor convocation, but

through commencement. Dr. Landphair added that there are not many universities that have such a

statement. The end result would be even more influential.

D. Campus Climate Study

Dr. Debra Schleef, Interim Assistant Provost for Assessment, presented findings of the 2017

Faculty and Staff Climate Study. She stated that there was a strong response rate from the faculty

and staff. Overall percentages for different statutes relating to diversity and respect were good.

Data that scored low was flagged and marked for no comparative data or baseline for faculty and

staff. Dr. Schleef highlighted areas of concern related to race, ethnicity, gender, sexual orientation,

political beliefs, and recognition of work related to diversity.

Discussion was held on how UMW might use this data, in combination with the student climate

study data that was reported to the Diversity Ad Hoc Committee in February 2017.

Vice President Johnson commented that the Climate Survey provides the framework to give

everyone some sense of what we’re doing and to show progress.

There being no further business to come before the committee, Ms. VanLowe adjourned the

committee meeting at 2:40 p.m.

14. AUDIT

Committee Members present: Rhonda S. VanLowe, Chair; Sharon Bulova, Heather M. Crislip

’95, Devon W. Cushman ’93, Fred M. Rankin III, ex-officio

Also present: Troy D. Paino, President; Jeffrey W. Rountree ’91, Chief Executive Officer, UMW

Foundation; Lynne D. Richardson, Vice President for Administration and Finance, CFO; Lisa D.

Bowling ’89, Vice President for Advancement and University Relations; Kimberley Buster-

Williams, Vice President for Enrollment Management; Hall Cheshire, Chief Information Officer;

Carrie S. Nee, Senior Assistant Attorney General, Section Chief; Zafeer Mobashar, Audio Visual

Technician; Betsy Chinn, Deputy Clerk

Chair VanLowe called the Audit Committee meeting to order at 2:50 p.m. in the Minor Board

Room. In the essence of time, the order of the agenda was altered to allow Mr. Hal Cheshire to

present his report.

A. Email Filtering Report

Mr. Hall Cheshire, Chief Information Officer, addressed the committee to discuss safeguarding of

data through email filtering. The Division of Information Technology increased their protection of

UMW email through new and better email filtering management tools.

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B. Information Technology Security Update

Mr. Cheshire meets weekly with the university’s information security officer to discuss security in a

broader context of risk and to prioritize resources by utilizing a risk register. The risk register uses

a simple qualitative ranking system that ranks risks from high to low and helps to determine the

type of controls to use. There are three broad categories of controls:

Administrative controls – policy/procedures/ cyber security insurance

Technical controls

Physical controls

The goal is to educate people of the dangers of these attacks and to provide protective measures

against them.

C. Results of Internal Audit Survey

At the request of the Audit Committee, the UMW Internal Auditor conducted a survey of the

organizational structure and operation of six university internal audit departments within the

Commonwealth. Based on the results of the survey, the majority of these internal audit departments

administratively report to the president and functionally report to their Board of Visitors. The size

of the various internal audit departments range from three to six staff members. The reporting

structure varies for each. The UMW Internal Auditor and Audit Committee Chair will use this

information to determine how to restructure the UMW Audit Plan.

D. Results of Foundation Survey

The UMW Internal Auditor conducted a survey of various university foundations across the

Commonwealth, including the University of Mary Washington. There are many similarities

between the schools that were surveyed and Mary Washington in that university staff serve as ex-

officio members to the Foundation boards and have the authority to vote on financial goals and

budgetary matters.

Chief Executive Officer of the UMW Foundation, Jeff Rountree ’91, provided a summary of

Virginia’s independent and interdependent/dependent foundations. He led discussion and answered

questions from the committee about foundation support and real estate holdings. The UMW

Foundation is independent. Approximately ten years ago, the Association of Governing Boards was

brought in to inspect the UMW Foundation and to offer advice on its structure. The Foundation

was advised to revamp their bylaws, have office space independent from the university as well as

their staff, telephones, etc.

Ms. Bulova indicated that she would like to grasp a better understanding of the nature of other

foundations in regard to finances and aspects that support them. Chair VanLowe felt that there was

dialogue missing on how to obtain information and would need time to do her due diligence to

ensure we are getting the proper information.

Rector Rankin added that he felt, from a structural level, that UMW has their operation set up in the

proper way, although communication between the two boards needs improvement.

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Further discussion will be taken up at the next Board meeting.

E. Student Tuition Appeal Process Report

Students who withdraw from the university after the posted deadline for refunds may appeal within

30 days of the billing or withdrawal date, whichever is later. The Internal Auditor conducted a

review of the Student Tuition Appeals Process to determine whether the process is effective and

appropriately adhered to.

Most appeals for refunds are medically related or due to a death in the family. Based on the test

work performed by the Internal Auditor, the determination was made that there were no significant

deficiencies in the Student Tuition Appeals process.

Ms. Kovanes answered questions from the committee in regard to who has the authority to override

the policy. Ms. Buster-Williams added that there are some federal considerations in this process

that the university has no control over, especially if the student was receiving federal financial aid.

Chair VanLowe adjourned the Audit Committee meeting at 3:38 p.m.

15. NOMINATING AND GOVERNANCE

Committee Members present: Holly T. Cuellar ’89, Chair; Edward (Ted) B. Hontz, R. Edward

(Edd) Houck, Patricia G. McGinnis ‘69

Committee Member absent: Davis C. Rennolds ‘06

Also present: Jeffrey W. McClurken ‘94, Chief of Staff and Clerk of the Board; Sabrina C.

Johnson, Vice President for Equity and Access and Chief Diversity Officer; Audrey Burges,

Assistant Attorney General, Education Section; Mark Simpkins, Assistant Director of Events and

Audio Visual; Paula A. Zero, Executive Office Manager, Office of the President

Chair Cuellar called the meeting to order at 2:51 p.m. in the Rappahannock Ballroom at the Jepson

Alumni Executive Center.

Chair Cuellar asked everyone to introduce themselves. She thanked the committee members for

their willingness to meet last week on short notice to discuss nominations for the BOV Executive

Committee.

A. Annual Planning Retreat Suggested Topics

Chair Cuellar reported that the Annual Planning Retreat will be held in August. The committee will

be asked to offer support in preparing the new member orientation and agenda for the retreat.

B. Public Comment Discussion

Chair Cuellar offered Mr. Houck an opportunity to explain his recommendation that the committee

discuss offering public comment at BOV meetings.

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Mr. Houck offered background to support his personal desire to offer public comment at meetings.

For nearly 28 years he served the state in multiple legislative positions and has always been

accustomed to hearing public comment at meetings. He strongly believes in public access to

meetings and citizen rights as they relate to government issues since the BOV is a public body,

using public money and property, and working on behalf of the public. He also acknowledged that

exemptions must also be considered in the process. Through research and visiting many colleges

and universities, he has found that nearly all in Virginia do not offer public comment at BOV

meetings. Virginia Military Institute (VMI) is one college that does. A few other states have a

provision for public comment, providing a precedent. Several bills have been introduced in the VA

General Assembly, mandating that Virginia BOVs offer public comment. Mr. Houck believes that

since public notice of meetings for fee changes is required, public comment is the next to follow.

He suggested that UMW be a leader in this effort and begin to set the framework for establishing

public comment at BOV meetings.

Mr. Hontz offered support to Mr. Houck’s appeal, stating that he believes we should offer public

comment at BOV meetings.

Ms. McGinnis agreed that the opportunity for the community to participate in meetings is

something that the BOV should consider. She suggested it be structured such that it complements

the business at hand and does not take time away from work that needs to be accomplished. She

recommended developing a process that requires people to request time prior to the meeting,

allowing the BOV to schedule adequate time for all comments during the meeting. Best practices

within higher education need to be reviewed so that an optimal model can be selected.

Mr. Hontz commented that there is nothing wrong with UMW being a leader in this process.

Mr. Houck mentioned that there have been numerous conversations with legal counsel, counties,

associations, etc. within Virginia for many years about this topic.

Chair Cuellar referenced House Bill 1473 which says that “No governing board of any public

institution of higher education shall approve an increase in undergraduate tuition or mandatory fees

without providing students and the public a projected range of the planned increase, an explanation

of the need for the increase, and notice of the date and location of any vote on such increase at least

30 days prior to such vote.” § 23.1-307. Public Institutions of Higher Education; Tuition and Fees

Ms. Burges clarified that VMI offers public comment once a year regarding a specific agenda

item/topic rather than at every meeting. Longwood University requires a five-day notice prior to

attending meetings. Ms. Burges summarized the legal risks of offering public comment at

meetings, stating that the worst effects can be verbal and physical attacks on staff and their families.

A public comment period establishes a forum where you can restrict the time, place, and manner of

comment, but you may not restrict content. It is important to set restrictions initially because it is

problematic to add additional restrictions once they are in place. Regardless of the restrictions that

are put in place, you must enforce them with absolute neutrality and no inconsistencies.

Ms. McGinnis emphasized the importance of involving the UMW leadership in this process.

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Chair Cuellar noted that the UMW BOV meetings are announced in various ways, including the

BOV website, the Governor’s calendar, the local newspaper, and the UMW Blue and Gray

newspaper, as well as posted at the Fredericksburg Courthouse, the UMW Office of the President,

and the UMW Office of University Relations.

Ms. McGinnis reiterated that there are several models that can be reviewed. It may be wise to

implement public comment incrementally to determine what process works the best for this Board.

Mr. Houck commented that he has chaired many public meetings and the overwhelming majority of

public comments are positive. He suggested that we need to encourage public comment to garner

more public support and develop relationships with constituents for future needs.

Ms. McGinnis commented that parents are constituents and that geography may play a role in

limiting the number of parents who are available to attend meetings.

Dr. McClurken reported that the University is actively engaged in regular conversations with

various local groups and organizations to address topics such as parking, student parties, regional

economic development, etc. Likewise, there are many internal constituents with which the Office

of the President has regular conversations.

Mr. Houck suggested that legislators want to know what is going on at colleges and he would rather

have UMW lead the effort than be told what to do.

Ms. McGinnis commented that no one on the committee is saying no to discussing whether or not

public comment should be included at the meetings.

Chair Cuellar asked that the committee continue the discussion at the April BOV meeting. By that

time, they will know more about the General Assembly actions and can incorporate this information

in the discussions.

C. Staff Advisory Council Recommendations

Chair Cuellar reported that the Board of Visitors Executive Committee referred to the Nominating

and Governance Committee to discuss the request for the Staff Advisory Council (SAC) to have a

more regular role/voice in the Board of Visitors meetings as other University groups do. SAC

already provides a regular report to the Board of Visitors.

Ms. Johnson reported that the University staff takes the work of the University very seriously. Staff

would like the opportunity to be more engaged with the BOV and have more ownership in

discussions. This involvement supports their work at the University.

Dr. McClurken confirmed that the Board of Visitors Bylaws include participation by faculty and

students but not staff. If it’s determined that staff will participate, it is advisable to write this in the

Bylaws to ensure it’s not forgotten and to send an important symbolic gesture to the staff. He also

noted that there is definite value in adding a staff presentation at the regular BOV meetings.

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Mr. Hontz added that he believes there’s no question that staff should be added to the Bylaws.

Chair Cuellar suggested they invite the President of the SAC to the next BOV meeting, as well as

review the current Bylaws more generally. Chair Cuellar will talk with Ms. Burges personally

about the Bylaws and then share the information with the committee for discussion.

Ms. McGinnis commented that the discussion at lunch with members of the SAC was very good.

Mr. Hontz added that the SAC representatives definitely showed their love and support of fellow

staff.

Mr. Houck commented that the SAC members were a great representation of staff at UMW.

D. Secretary and Executive Committee Nominees

On February 9, 2018, the Nominating and Governance Committee met to consider nominations to

fill the unexpired term for the position of the Office of the Secretary to the Board of Visitors. The

committee voted Ms. Rhonda S. VanLowe as nominee.

Selection of Ms. VanLowe as Secretary created a vacancy in the Executive Committee At-Large

positon. The Nominating and Governance Committee voted Ms. Devon W. Cushman ’93 as

nominee to fill the unexpired term for the Executive Committee At-Large position.

The committee simply noted their decision to move forward the two nominees for Secretary and At-

Large position.

Chair Cuellar adjourned the meeting at 3:48 p.m.

16. BOARD OF VISITORS MEETING RECONVENES

Board Members present: Fred M. Rankin III, Rector; Heather M. Crislip ’95, Vice Rector;

Sharon Bulova, Holly T. Cuellar ’89, Devon W. Cushman ’93, Edward (Ted) B. Hontz, R. Edward

Houck, Patricia G. McGinnis ’69, Rhonda S. VanLowe

Board Members absent: Davis C. Rennolds ’06, Deirdre Powell White ‘91

Also present: Troy D. Paino, President; Jeffrey W. McClurken ‘94, Chief of Staff and Clerk of the

Board of Visitors; Lisa D. Bowling ’89, Vice President for Advancement and University Relations;

Kimberley Buster-Williams, Vice President for Enrollment Management; Sabrina V. Johnson, Vice

President for Equity and Access and Chief Diversity Officer; Juliette Landphair, Vice President for

Student Affairs; Nina Mikhalevsky, Provost; Lynne D. Richardson, Vice President for

Administration and Finance and CFO; Jeffrey W. Rountree ‘91, Chief Executive Officer, University

Foundation; Paul C. Messplay, Executive Director of Budget and Financial Analysis; Anna

Billingsley, Associate Vice President for University Relations; Marcel Rotter, Associate Professor,

Modern Languages and Literatures, and Chair, University Faculty Council; Jackie Gallagher,

Associate Professor and Chair, Geography, and Vice Chair, University Faculty Council; Sarah

Karwowski, Student Government Association President; Natalie LeMay, Acting Honor Council

President; Ken Tyler, Athletic Director; Carrie S. Nee, Senior Assistant Attorney General, Section

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Chief; Audrey Burges, Assistant Attorney General, Education Section; Betsy J. Chinn, Deputy

Clerk, Board of Visitors; Susan Worrell, Special Assistant to the President for Special Events;

Zafeer Mobashar, Audio Visual Technician

Other faculty and staff were present.

Rector Fred Rankin reconvened the meeting of the Board of Visitors at 3:55 p.m. He asked

everyone present to introduce themselves.

17. FACULTY AND STUDENT REPORTS

A. Faculty Representative Report

Dr. Marcel Rotter presented the University Faculty Council Report. The written report is attached

to the BoardDocs agenda: University Faculty Council Chair Report to the Board of

Visitors_February 2018.

Highlights of the written report were shared:

In January, four UMW faculty members attended Higher Education Advocacy Day in

Richmond. The event was organized by the Faculty Senate of Virginia and the Virginia

Chapter of the American Association of University Professors. College educators and

students throughout Virginia had the opportunity to meet with legislators to discuss the need

for support of higher education.

Four reports presented by the General Education Task Forces for the Natural Sciences were

presented at a recent University Council Meeting on the assessment of certain GenEd

requirements. Wording of the respective Student Learning Outcomes, the required

workload, and distribution of work among the faculty were points of consideration and will

be further discussed.

The General Education Task Forces also reported to the University Faculty Council the

necessity of maintaining lists of faculty publications and conference attendance by the

respective deans. The University Faculty Council voted to eliminate the lists as they are

rarely used by the faculty and administrators.

The University Faculty Council has taken under consideration an initiative to create an

institutional repository and a faculty initiative on Open Textbook Resources proposed by the

Simpson Library.

The Rector thanked Dr. Rotter for attending the Board meetings and for reporting back to his

colleagues.

B. Student Government Association Report

The Student Government Association Report is attached to the BoardDocs agenda: Student

Government Association Report to the Board of Visitors_February 2018. The report includes an

update from each student leadership division.

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Ms. Karwowski stated that the SGA is continuing to focus on the revision of their constitution. The

Student Senate has approved the document and the student body will take a final vote on February

22. The SGA is very excited about the revised constitution and hope to see change as they strive to

make their Senate stronger.

The SGA was introduced to a student initiative to promote the use of Open Educational Textbooks

and Resources as a cost savings. Dr. Rotter recently reported that faculty members have taken this

initiative under consideration as well. At this time, the SGA will wait to hear more information that

will be forthcoming from the University Faculty Council.

C. Honor Council Report

Ms. Natlaie LeMay, Interim Honor Council president, addressed the Board of Visitors. She

explained that Joshua Hunt, former Honor Council president had stepped down from that office.

Attached to the BoardDocs agenda is the February Honor Council Report listing pending cases:

Honor Council Report_Board of Visitors February 2018.

Ms. LeMay noted that the Honor System makes UMW unique. Honor constitution changes are

being reviewed by legal counsel at this time and will then be presented to the student body for

ratification. In April, changes will be brought before the Board of Visitors for review and approval.

A brief synopsis of pending cases listed in the written Honor Council Report was provided.

Rector Rankin welcomed Ms. LeMay and relayed to the representatives that the Board looks

forward to seeing them again in the spring.

18. COMMITTEE REPORTS AND BOARD ACTIONS

A. Academic and Student Affairs

I. Report from Chair Crislip

Ms. Crislip, committee chair, summarized topics discussed during the Academic and

Student Affairs Committee meeting. Highlights of the meeting included:

Report from Disability Resources

Retention Efforts Presentation and Discussion

Strategic Plan Update

The following action item came forward from the committee:

II. Approval of the Personnel Docket for Teaching and Instructional Faculty

On behalf of the committee, Ms. Crislip made a motion for approval of the teaching and

instructional faculty docket, as presented.

The motion was passed by unanimous vote of the Board.

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B. Administration, Advancement, Finance and Facilities

I. Report from Chair Houck

Mr. Houck, committee chair, provided a recap of the committee meeting. He announced

that the Administration, Advancement, Finance and Facilities Committee will hold a

meeting on Wednesday, March 14, to discuss the 2018-19 budget. All members of the Board

of Visitors are welcome to attend.

Highlighted topics of the committee meeting included:

2017 Budget Performance Report

2018 General Assembly Update

Overview of UMW Foundation Support

Update on 2018-19 Budget Development

Fixed Tuition Discussion

The following action items came forward from the committee for approval:

II. Approval of Donor Resolutions and Named Gift Policy Actions

On behalf of the committee, Mr. Houck made a motion to approve the following donor

terms of agreement and naming opportunity as presented:

Scholarships:

Mary Elwang Sharpley ’49 Scholarship

Robert ’93 and Dodie ’95 Whitt Scholarship

Laura C. Hudson ’72 Scholarship

Naming Action:

Morris Stage in the Heslep Amphitheatre

The motion was passed by unanimous vote of the Board.

C. Diversity Ad Hoc

I. Report from Chair VanLowe

Ms. VanLowe, committee chair, outlined topics presented during the Diversity Ad Hoc

Committee meeting:

Diversity and Inclusion Task Force Committee Progress Report

Campus Environment Committee Update

Statement of Community Values Update

Campus Climate Study Presentation

There were no action items to bring before the Board of Visitors from the Diversity Ad Hoc

Committee.

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D. Audit

I. Report from Chair VanLowe

Ms. VanLowe, committee chair, reported on the activities of the Audit Committee. The

following agenda items were discussed:

Email Filtering Report

Instructional Technology Security Update

Internal Audit Survey Results

Foundation Survey Results

Student Tuition Appeal Process Report

There were no action items to bring before the Board of Visitors from the Audit Committee.

E. Nominating and Governance

I. Report from Committee Chair Cuellar

Ms. Cuellar, committee chair, provided details about the agenda items discussed:

Annual planning Retreat Suggested Topics

Public Comment

Staff Advisory Council Recommendation

Executive Committee Nominees

As per the Board of Visitors Bylaws, a vacancy in an office of the Executive Committee

shall be filled by the Board of Visitors for the unexpired term, following the procedure for

regular elections. The vacancy shall be filled at the first regular meeting of the Board after

such vacancy occurs.

On February 9, 2018, the Nominating and Governance Committee met to consider

nominations to fill the unexpired term for the position of the Office of the Secretary to the

Board of Visitors. The committee puts forth Ms. Rhonda S. VanLowe as nominee to fill the

unexpired term of Secretary.

The floor was opened for discussion. There being none, the following action item came

forward from the Nominating and Governance Committee for approval:

II. Approval of Executive Committee Nominations

On behalf of the Nominating and Governance Committee, Chair Cuellar made a motion for

approval to accept the nomination of Ms. Rhonda S. VanLowe to fill the unexpired term of

Secretary. The motion passed by unanimous vote of the Board.

Selection of Ms. VanLowe as Secretary creates a vacancy in the Executive Committee At-

Large position. The Nominating and Governance Committee puts forth Ms. Devon W.

Cushman ’93 as nominee to fill the unexpired term of the At-Large position.

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The floor was opened for discussion. There being none, the following action item came

forward from the Nominating and Governance Committee for approval:

On behalf of the Nominating and Governance Committee, Chair Cuellar made a motion for

approval to accept the nomination of Ms. Devon W. Cushman ’93 to fill the unexpired term

of the At-Large position. The motion passed by unanimous vote of the Board.

The new officers were applauded. Ms. Cuellar thanked the nominees for taking on their new

leadership roles.

19. ADJOURNMENT

There being no further business to come before the Board, Rector Rankin declared the February

2018 meeting of the Board of Visitors adjourned at 5:44 p.m.

20. 6:00 P.M., BROMPTON DINNER

Members of the Board of Visitors, President’s Cabinet, and other guests dined at Brompton, home

of the UMW President.

MEETING MINUTES APPROVED

UNIVERSITY OF MARY WASHINGTON

BOARD OF VISITORS

APRIL 19, 2018