RD40 - Christopher Newport University 2014 Annual Executive Summary of Interim Activity

    Executive Summary:
    Christopher Newport University is a public institution of higher education, created by §§ 23-49.23 through -49.33 and governed by the General Assembly of Virginia. In 2013, the General Assembly passed House Bill 1952, amending several sections of the Code of Virginia to direct certain actions be taken by the Boards of Visitors of all public institutions of higher education in Virginia. Generally, those actions are related to openness and transparency in the conduct of the institutions' business, pursuant to the Virginia Freedom of Information Act, and other of the Boards' activities and responsibilities. The new requirements are reflected in Chapter 577 of the Acts of the General Assembly and went into effect July 1, 2013.

    Upon passage of House Bill 1952, Christopher Newport University undertook a review of the new requirements to identify necessary action. Some requirements were already met and others could be complied with by staff action, however, most required work, deliberation and formal action by the Board of Visitors. As required by § 23-2.05, this report will summarize the status of CNU's compliance with the provisions of HB 1956.

    CNU's Board of Visitors regularly conducts business as a "state public body" for purposes of the provisions of the Virginia Freedom of Information Act, and only conducts closed meetings as directed by the provisions of that law. Therefore, the new provisions of Virginia Code § 23-2.01 do not require or permit any change by the Board.

    The new provisions reflected in Virginia Code § 23-2.02 require that the Boards of Visitors adopt bylaws, and further, that certain requirements of the Virginia Freedom of Information Act be included in their bylaws. At the June 21, 2013 meeting of the Board of Visitors, the Rector of CNU's Board asked University Counsel to review the Board's existing bylaws and, together with designated members of the Board, determine what changes would be necessary to comply with the law. Proposed amendments to the Board's bylaws were presented to the Board at the next meeting of the Board, October 3, 2013. The proposal includes changes that would incorporate the requirements set out in § 23-01.1-3. The Board's Bylaws require that proposed amendments be read at one meeting of the Board and voted on at a subsequent meeting. It is expected that the proposed amendments to bring CNU's bylaws into conformance with the requirements of the Code of Virginia will be formally adopted at the Board of Visitors next meeting, February 28, 2014. In addition to drafting proposed amendments to the Board's Bylaws, it was confirmed that the Board of Visitor's web site was easily accessed and that the minutes of the Board's meetings and the Board's Bylaws are conspicuously posted there.

    The new provisions reflected in Virginia Code § 23-2.03 require Boards of Visitors to hold a separate and additional meeting with the President of the institution to deliver an evaluation of the president's performance, in a closed session and at least annually. In addition, changes to a president's contract can only be made by a vote of the majority of the Board. These requirements are included in the proposed amendments to the CNU Board's Bylaws. In any event, the Board has always submitted proposed changes to the President's contract to a vote of the full Board and required adoption by a majority to effectuate the change. Plans are underway for an evaluation of the President at the conclusion of the spring semester, and a meeting with the President to present that evaluation once it has been conducted.

    The new provisions reflected in Virginia Code § 23·2.04 establishes the duties and responsibilities of the executive committee of the Boards of Visitors. The CNU Board Bylaws currently provide for an executive committee with the sole responsibility of transacting business on behalf of the Board during the recesses of the Board. Amendments to the Bylaws to conform the duties and responsibilities of the CNU Board's Executive Committee to those now designated by statute are among the changes proposed to the Board at its last meeting. Once the Bylaws are changed to reflect the organization and operation set out in the new provisions of the law, the Executive Committee will undertake the activities directed. A draft statement of governance and a draft code of ethics have been prepared for the Executive Committee's consideration when they convene to undertake their new duties.

    This Summary of Interim Activity is submitted this January 7, 2014, in conformance with Virginia Code § 23·2.05. As set forth above, it is expected that all necessary changes and operational efforts directed by HB 1956 will be completed and fully incorporated into CNU Board of Visitors' activity in the coming year.