The Executive Committee of the Board of Visitors met on Monday, March 12, 1990, at 3:00 PM in the Board Room of the New Administration Building. The following members of the Committee were in attendance:
Richard F. Barry III, Rector
George Dragas, Jr.
James K. Hall
Ann H. Kilgore
Robert E. Washington
Brenda T. Williams
Also present from the Board of Visitors were:Gene R. Carter, Sr.
Beverley R. Lawler
Jackson K. Parker
Executive Committee members absent were:Arnold B. McKinnon
Joyce Strelitz
Also present were:William B. Spong, Jr., President
Nina W. Brown
Dana D. Burnett
Elizabeth M. Clarke-Heltz
Stephen P. Daniel
George R. Healy
Myron S. Henry
E. Wayne Higgins
Ruth C. Jones
Patrick B. Kelly
Kay A. Kemper
Donna W. Meeks
Paul Merullo
J. Frank Sellew
Richard A. Staneski
Phil Walzer
APPROVAL OF THE MINUTES OF THE EXECUTIVE COMMITTEE MEETING OF DECEMBER 11, 1989
Rector Barry called the meeting to order and asked for approval of the minutes of the Executive Committee meeting of December 11, 1989. Upon a motion duly made and seconded, the minutes were approved as distributed.
RESOLUTION AWARDING THE UNIVERSITY MEDAL TO HUNTER A. HOGAN, JR.
Following a brief introduction by President Spong, a motion to approve the following resolution was duly made, supported, and unanimously adopted:
Resolution Awarding the University Medal to Hunter A. Hogan, Jr.
RESOLVED, that upon the recommendation of the President, the Executive Committee of the Board of Visitors approves the awarding of the University Medal to Hunter A. Hogan, Jr. on April 4, 1990, at the annual President’s Council Dinner. A biography of Mr. Hogan follows:
Hunter A. Hogan, Jr.
Hunter Aloysius Hogan, Jr., is a native Virginian, and, although a world traveler, he has lived in and worked in Norfolk for most of his life.
Mr. Hogan attended Norfolk schools and the University of Virginia, and in 1986 he was awarded the status of honorary alumnus of Old Dominion University.
Growing up during the great depression of the 1930's, Mr. Hogan left Charlottesville in his junior year and returned to Norfolk to work as a salesman in Shulman’s clothing store on Granby Street. And then, at 6 a.m. on January 1, 1934, he joined the real estate firm of S. Barron Segar as a collector of rents in the tenement district of depression time Norfolk, thus entering upon his now fifty-year career in the world of real estate development, and achieving nationwide recognition as one of the top real estate men around.
World War II found Ensign Hogan aboard ship with the U.S. Navy in the Pacific theater of operations taking part in several campaigns from Hawaii to Japan from 1942-45.
After the war (1948), Segar merged with the local commercial real estate firm of P.H. goodman and Company and became Goodman, Segar and Hogan of which Mr. Hogan has been the strong, astute leader, bringing the firm to its present status as the largest and most influential real estate company in Virginia. He is a member of The Urban Lane Institute and the National Association of Real Estate Appraisers.
Hunter Hogan is married to his boyhood sweetheart, the former Mary L. Payne, and has brought up six daughters.
A long-standing friend, strong advocate and supporter of Old Dominion University, Mr. Hogan has served on the board of ODU’s Intercollegiate Foundation and as its past president. He currently sits on the Executive Committee of the President’s Advisory Council.
Hunter Hogan retired as Chairman of the Board of GSH Company in 1985, but fully retiring in his case seems out of the question. As one friend put it, “He thinks he’s immortal.”
HONORARY DEGREE
Following a brief introduction by President Spong, a motion to approve the following resolution was made, supported and unanimously adopted:
Honorary Degree
RESOLVED, that the Executive Committee of the Board of Visitors approves the award of the honorary degree of Doctor of Laws (LL.D.) to the Honorable Lewis F. Powell, Jr. at the May 1990 Commencement. A biography of Justice Powell follows:
Honorable Lewis F. Powell, Jr.
Education:
Washington & Lee University (B.S./1929)
Washington & Lee University (LL.B./1931)
Harvard University (LL.M./1932)
Bar Admission: 1931
Legal Experience:
Litigation & General Corporate Practice 91932-42; 1946-71), Richmond, Virginia
Associate Justice, United States Supreme Court (1972-87)
Military Experience:United States Army Air Force (1942-46), Chief of Operational Intelligence for U.S. Strategic Air Forces in Europe
Professional Organizations:
President, American Bar Association (1964-65)
President, American College of Trial Lawyers (1969-70)
Fellow & President, American Bar Foundation (1969-71)
Member, The Association of the Bar of the City of New York
Member, American Law Institute
Member, The Virginia Bar Association
President, Richmond Bar Association (1947-48)
Honorary Bencher, Lincoln’s Inn, London
Past Vice President, National Legal Aid & Defender Association
Public Service and Civic Activities:
National Commission on Law Enforcement & Administration of Justice (appointed by President Johnson)
National Advisory Committee on Legal Services to the Poor
Blue Ribbon Panel to Study the Department of Defense (appointed by President Nixon)
Past President, Virginia State Board of Education
Past Chairman, Richmond Public School Board
Chairman, Special Commissions on Form of Government for the City of Richmond
Member, Virginia Constitutional Revision Committee
Past Chairman & Board Member, The Colonial Williamsburg Foundation, Chairman Emeritus (1977-)
Past Board Member, Washington & Lee University
Past Board Member, Hollins College
Past Board Member, Union Theological Seminary
PRESIDENTIAL INAUGURATION
Rector Barry suggested that an inauguration committee be established, composed of two board members and other members to be selected by the President. He proposed that Mr. Dragas and Mr. Lawler represent the Board on this committee.
Mr. Lawler, who chaired the 1985 presidential inauguration committee, commented that during the last inauguration the president visited each of the cities in Hampton roads as well as the Naval Base. Overall the activities were successful. He suggested, however, that the committee confer with President-elect Koch to see how he wants things done. The committee should also seek the advice of President Spong.
Mr. Dragas suggested that the inauguration be combined with other functions which usually occur in the fall, such as Founders’ Day. This year will also be the 60th Anniversary of the University’s founding. President Spong commented that in view of the budget restrictions imposed upon the University for the next biennium, that is a very good suggestion.
Mr. Washington made a motion that Mr. Barry’s suggestion that Mr. Dragas and Mr. Lawler represent the board on a university-wide presidential inauguration committee, to be appointed by the president, be approved by the Board. The motion was supported and unanimously approved.
PRESIDENT’S REPORT
The Rector called on President Spong for his report. The President distributed the latest weekly legislative bulletin prepared by Kay Kemper and briefly reviewed those items which affect Old Dominion University.
The President first commented that this “was not a sparkling session for higher education in Virginia,” due to the financial situation in the State and the budget limitations imposed upon the General Assembly. He also commented that Old dominion lost more as a result of the Session, only because it had more to lose. The State council of Higher Education had recommended 28 items for Old dominion that, in total, would have “collectively represented a significant academic advance for this university.” The timing was very unfortunate for Old Dominion, but relatively speaking, Old Dominion fared very well.
The following capital items were appropriated: the Library addition, maintenance reserve, and equipment for Fine Arts Phase I. President Spong commented that the library addition was the University’s number one priority and the appropriation means, in practical terms, that the library addition will probably begin in 1992. Funds to equip Fine Arts Phase I were allocated with the exception of the large concert organ.
A 5 percent reversion was imposed on the operating budget for the first year of the biennium, or $2.6 million, and a 6 percent reversion, or $3.1 million, was imposed for the second year. The General Assembly has suggested that institutions offset the reversions in two ways: borrowing from auxiliary enterprise reserves and tuition increases. However, tuition increases are authorized only if out-of-state tuition is raised so that it is three times greater than in-state tuition. Once that is done, if the percentage of out-of-state students is less than 25 percent, in-state tuition may then be increased. Furthermore, institutions cannot use tuition increases to make up any more than one-half of the imposed budget reductions.
Faculty and administrative salary increases will be 3.9 percent in 1990-91 only. The increases will be phased in so that faculty will receive 3 percent in July 1990 and .9 percent in December 1990. Faculty raises were determined by comparing institutions with their peer groups. Old Dominion’s faculty salaries compare favorable within its peer group, therefore salary increases are at the low end of the 3.9 to 5.1 percent scale. The University will be requesting that State Council consider placing Old Dominion University in another peer group.
The higher education equipment trust fund was supposed by $10 million in each year of the biennium.
Th Commonwealth Center in Coastal Physical Oceanography was funded. It was the only center funded of the three recommended by SCHEV. 4695,665 was allocated for the second year of the biennium as well as 9.09 positions and $150,000 for equipment.
The University received an additional $90,174 in 1990-91 and $178,000 in 1991-92 for non-personal services. Old Dominion University also received funds for 5.64 additional positions, based on projected enrollment figures.
Funds were also allocated for the expansion of the Virginia Beach Graduate Center, purchase of library materials at 75 percent of state guidelines, and equipment maintenance and insurance.
The high priority item that was not funded was televised instruction in engineering technology, which State Council had urged the University to request. This project would allow the University to televise the engineering technology program to four locations in the state. In addition, a surveying program for Old dominion, which would be the only remaining in the state, was not funded.
President Spong commended Kay Kemper for her excellent work during this very difficult legislative session. He has asked Ms. Kemper to send each of the board members the names and addresses of the area legislators so that board members may write letters to the legislators thanking them for their work on behalf of the University.
Rector Barry commented on how well President Spong performed in Richmond, along with the help of Kay Kemper. In a time of reversion, it is quite an accomplishment to gain funding for so many initiatives such as the library addition, the Commonwealth Center in Physical and Coastal Engineering, and the expansion of the Virginia Beach Graduate Center. He reiterated President Spong’s suggestion of writing thank-you notes to the area legislators.
REVISIONS TO THE BOARD OF VISITORS BYLAWS AND RULES AND REGULATIONS
The Rector commented that this process was initiated as a result of a recommendation from the Fisher Report. The report suggests that our current governance structure, which allows faculty, student and alumni representatives to the Board and its standing committees, does, or could tend to, undermine the position of the president. While the report does not suggest that the Board should in any way diminish shared governance and participative decision-making, it does suggest that having a direct avenue open for these constituent groups to approach the board, petition the board, or bring grievances to the board, ipso facto, weakens, undermines and reduces the strength and effectiveness of the president.
Mr. Barry indicated that the purpose of today’s meeting is to invite discussion from all the board members present as well as from the student, faculty and alumni representatives. He then called on Mrs. Kilgore, who headed the committee that reviewed the Bylaws and Rules and Regulations, for her report.
Mrs. Kilgore briefly reviewed the proposed revisions to the Bylaws. She then read the two versions of the proposed policy on shared governance and explained that the first version (taken from the Fisher report) says, in essence, that the faculty, students and alumni, and the general public, are invited to board meetings, but they do not speak, except at the invitation of the president. The second version (drafted by Dr. Healy) allows representatives to the standing committee meetings and allows for a briefing by the President to the constituent groups before each full board meeting.
Mr. Lawler asked if President-elect Koch has been consulted on this issue. Mrs. Kilgore explained that Dr. Fisher recommended that this be resolved before Dr. Koch arrives at Old Dominion. He has not been consulted, but he has seen the Fisher report. Mr. Barry commented that the whole purpose of taking this up now is to have it straightened out before Dr. Koch gets here. Mr. Lawler commented that he could not conceive of Dr. Koch not having a voice in a major policy decision if he is going to be expected to run the University.
Mr. Barry reiterated that the board would not be voting on this issue today, but was primarily interested in hearing the comments of the three representatives. The Board could then have whatever discussion it wants. He asked for comments from Dr. Frank Sellew, Chairman of the Alumni Association Board of Directors.
Dr. Sellew indicated that the alternatives suggested would obviously restrict the Association’s input to the Board, which is of some concern to him and members of the Alumni Association. The alumni see themselves as somewhat different than the faculty in that they are patrons and customers rather than employees.
The alumni wish to have some sort of relationship with the Board - an opportunity for input - possibly only through the president, and with prior consultation with the president and the administration. However, if the Alumni Association had matters that it considered of vital importance and didn’t believe that its voice was being heard, it would wish direct access to the Board. The second alternative allowed that. Who sits at the table and who’s invited where are not as important.
Mr. Barry further commented that what is being discussed today is in many ways cosmetic and procedural, and no president is going to cut off communication between the Board and the constituent groups. What is at issue is whether these groups have the right to petition the Board for grievances directly and bypass the president. If they do, as they currently do, it could conceivably undermine the president.
Rector Barry asked Dr. Nina Brown to comment on behalf of the Faculty Senate. Dr. Brown expressed her appreciation for the clarification just provided. She commented that in reading the two documents, she found the Fisher version too vague. While it stressed a successful relationship, it did not provide any mechanism for ensuring such a relationship. There seems to be no accountability, no way for the board to know whether or not the dissenting views were being presented appropriately and completely. Her concern is not that the new president won’t present the faculty’s views, but that the faculty’s confidence which has been built up over the last year and a half will be undermined because people are unsure whether they will have the opportunity to present their views or be fully informed.
She also commented that she did not agree with Dr. Fisher’s allegations that the Senate bypasses the president. The Senate always recommends to the president; everything the Senate brings to the Board has been sent to the president first. She urged the Board to consider Dr. Healy’s compromise, which ensures continued participation by faculty, students and alumni representatives. This compromise would allow the easing of tensions and the building of confidence to continue.
The Rector next asked Mr. Paul Merullo to comment on behalf of the Student Senate. Mr. Merullo commented that he, too, did not think the current system has been abused by the three constituent groups. The Student Senate does not bypass the president with its suggestions. In fact, most of the Senate’s suggestions are taken to the appropriate vice president. He said that he is concerned about the bad perception that would be created if the current system was changed. The current system “is not broken, and doesn’t need fixing.”
Rector Barry then opened the floor for discussion from all present. Mrs. Kilgore commented that she, personally, was happy with the way things were, but emphasized that these recommended revisions were suggested in order to strengthen the office of the presidency.
Mr. Dragas remarked that there may be some misconception that the constituent groups will automatically have less time with the Board. Depending on what the president decides, these groups may have more time with the Board. But it needs to be at the discretion of the president, who is held accountable to the Board for what happens at the University.
Mr. Lawler suggested that the Board solicit President-elect Koch’s opinion on the subject so that he is not put in an unfortunate position when he arrives on campus. Mr. Washington commented that if the Board does not change the policy, the new president arrives with a pre-established arrangement, in which he had no part. If the change is made before the president arrives, he is free to adopt such procedures or access as he sees fit.
Dr. Carter commented that the new president has hopefully read the Fisher report beyond just the words and understands some of what took place in the past that prompted some of the recommendations included in the report. One of the vital points that needs to be understood is that the University is now on the road to recovery in terms of the relationships that exist between various constituent groups. The Board would not want to do anything that will take us a step back. How it unfolds ultimately is up to the president, but hopefully he understands where we’ve been and where we are now, and will want to build upon that momentum.
Dr. Sellew commented that Dr. Fisher’s suggestion that the system must operate so that everything must go through the president is correct, so long as everyone understands that you can’t suppress peoples desire to communicate.
Admiral Parker commented that there may be some over-reaction to something that really is expected in the way of policy and that the Board must relay on the leadership of the president to deal with the kinds of concerns that have been expressed. It is important for the Board to have communication from its constituents, but it should be up to the president to decide how that will happen.
Mrs. Kilgore asked for comments on Dr. Healy’s suggestion of including representatives at committee meetings. Mr. Merullo commented that the Student Affairs Committee seems to be the appropriate standing committee for student representation on a routine basis, however, every board committee, in one way or another, has a large effect on the student body.
Dr. Brown commented that during her tenure on the Faculty Senate, she has served as a representative to each of the board standing committees at one time or another. Not only was she able to better understand why decisions were made, but she was also able to report back to the faculty with some authority. The faculty are more willing to accept the decisions that are made when one of their colleagues has been to the meeting and listened to the discussion and the rationale for the decision. Although meetings are open to the public, having forma representatives to the Board ensures attendance.
Mr. Lawler commented that what may be disconcerting to the constituent groups is the perception that the Board is trying to deny these groups a voice in the governance system. That is not correct. What the Board is attempting to do is to make it the prerogative of the president. The Board needs to be sensitive to the possibility of misperception.
MOTION FOR EXECUTIVE SESSION
Mr. Barry thanked everyone for their comments. He then recognized Dr. Williams, who made the following motion: “Mr. Rector, I move that this meeting be recessed and that we reconvene in executive session for the purpose of discussing personnel matters, specifically management succession matters; possible real estate purchases, specifically details in respect to the University’s master plan; the consideration of special awards, specifically naming of buildings and properties in recognition of certain donors to the University; and legal matters, specifically briefing from counsel on pending legal transactions; as permitted by Subsection (A), Paragraphs (1), (3), (7) and (10) of Section 2.1-344 of the Code of Virginia.
The motion was seconded an unanimously approved.
OPEN SESSION, FOIA CERTIFICATION, AND ADJOURNMENT
At the conclusion of executive session, the meeting reconvened in open session and the Rector asked if there were any members who, in their judgment, felt that they could not certify that (1) only public business matters lawfully exempted from the open meeting requirements under the Freedom of Information Act were discussed and (2) that only such public business matters as were identified in the motion by which the executive session was convened were heard, discussed or considered? If so, he asked such board member(s) to state specifically what he/she felt the departure was. Hearing no dissent, the Rector asked for certification by a vote of Aye. Board members in favor 9; Board members opposed 0. The vote on certification passed.
Upon motions duly made and supported, the following resolutions were unanimously adopted:
RESOLUTION TO NAME THE PUBLIC SAFETY BUILDING
IN HONOR OF JOSEPH E. HEALY
WHEREAS, the late Joseph E. Healy was instrumental, along with J.A.C. Chandler, Robert M. Hughes and Albert H. Foreman, in the establishment of the Norfolk Division of the College of William and Mary in 1930; and
WHEREAS, the Board of Visitors has recognized Mr. Chandler and Mr. Hughes by naming campus buildings in their honor, and Mr. Foreman was recognized by the naming of the stadium in his honor; and
WHEREAS, President Spong has recommended that Mr. Healy be recognized posthumously in a similar manner.
NOW, THEREFORE, BE IT RESOLVED, that the Board of Visitors approves President Spong’s recommendation that Mr. Joseph E. Healy be recognized for his contributions to the founding of Old Dominion University by naming the Public Safety Building in his honor.
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RESOLUTION TO NAME THE ELECTRICAL POWER AND MACHINERY
LABORATORY IN THE DEPARTMENT OF ELECTRICAL ENGINEERING
TECHNOLOGY IN HONOR OF PROFESSOR EMERITUS LEE M. KLINEFELTER
WHEREAS, Old Dominion university is continuing the quest to recognize alumni, faculty and friends who have provided leadership and example that is reflected in Old Dominion University becoming an outstanding university; and
WHEREAS, Professor Emeritus Lee M. Klinefelter, the initial chairman of the Electrical Engineering Technology programs at the Norfolk Division of William and Mary and Virginia Polytechnic Institute and who also added his skill and leadership in establishing engineering and engineering technology programs at the University, meets the above criteria; and
WHEREAS, Professor Emeritus Klinefelter in 1980 made possible, with the help of the Engineering Club of Hampton Roads, the yearly Klinefelter award that is given to a senior engineering technology student who has demonstrated superior performance academically and in extracurricular activities; and
WHEREAS, after a long and active career at the University, Professor Emeritus Klinefelter has continued his special interest and strong financial support aimed toward engineering education; and
WHEREAS, Professor Emeritus Klinefelter has recently made a substantial gift in the Pooled Income Fund of the Old Dominion University Educational Foundation with the Department of Electrical Engineering Technology as the ultimate beneficiary.
NOW, THEREFORE, BE IT RESOLVED, that the Board of Visitors approves the recommendation of President William B. Spong, Jr. that the Electrical power and Machinery Laboratory in Kaufman Hall be named in honor of Professor Emeritus Klinefelter, with an appropriate plaque or the University’s most senior faculty member, on the occasion of his 98th birthday, April 17, 1990.
The Board also gave President Spong the authorization to approach an individual regarding the naming of the nature trail of the Blackwater Ecologic Preserve in her name. Upon her approval, the President will bring a formal resolution to the Board for its approval.
With no further business to be discussed, the meeting adjourned.
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