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Office of General Counsel Policies & Guidelines

Meetings of the Board : 1:02:07:00

Policy/Guideline Area

Governance, Organization, and General Policies

Applicable Divisions

Board Members

Purpose

The purpose of this policy is to establish the frequency, location, and notice procedures for meetings of the Board.

Policy/Guideline

  1. Regular Meetings
    1. The Board shall meet quarterly each year, the dates and places of such meetings to be approved for each year at the last meeting of the preceding year.
  2. Special Meetings
    1. Special meetings of the Board of Regents may be called for any purpose by the Chairman by request in writing to the Secretary, or by the Secretary upon written request from four other members of the Board.
    2. The requests shall state the purpose of the proposed meeting.
    3. Business transacted at all special meetings shall be confined to the objects stated in the call.
  3. Location
    1. The Secretary shall issue each calendar year the regular meetings of the year and their locations as well as those special meetings as may be known.
    2. It shall be the purpose of the Board to meet as feasible at the campus of each institution of the System.
  4. Notice
    1. The Secretary shall give each member of the Board at least five days' written notice of a regular or of special meetings of the Board.
    2. The Secretary, upon advice from the Chancellor and Board, shall prepare an annotated agenda to accompany each notice of a regular or special meeting of the Board. The notice shall be mailed to the address appearing on the Secretary's records.
    3. Emergency meetings may be called by telephone or telegraph notification with the understanding that similar notices are provided all members.
    4. Public notice of all meetings shall be furnished to the news media.
  5. Quorum
    1. At all meetings of the Board of Regents, nine voting members shall constitute a quorum for the transaction of business.
    2. The action of a majority of the voting members of the Board present at any meeting shall be the action of the Board, except as may be otherwise provided by the Board bylaws.
  6. Order of Business
    1. The following shall be the order of business at each regular meeting of the Board, but the rules of order may be suspended by the Board:
      1. Roll Call
      2. Consideration of minutes of last regular meeting and of special meetings held subsequently and their approval or amendment.
      3. Consideration of interim Board actions taken by the Chancellor.
      4. Reports of committees.
      5. Report of the Chancellor.
      6. Reports of Presidents and Directors.
      7. Unfinished business.
      8. New business.
  7. Procedures
    1. Any member of the Board may be represented at a meeting of the Board, but cannot under any conditions register a vote by proxy.
    2. When a member identifies a conflict of interest in connection with a vote on a matter before the Board, he or she should withhold his or her vote. Such matter shall not be made a matter of record except by express request of the member.
    3. Record votes taken in alphabetical order shall be called for on all motions or resolutions presented to the Board providing for:
      1. The allocation or expenditure of funds; or
      2. Creating any financial liability against any institution, or agency of the system.
    4. A record vote shall be required on all motions providing for any revision of the Bylaws, the adoption of a new Bylaw or the repeal of an existing Bylaw.
    5. Record votes shall be taken for the documentation of any transaction as may be required or deemed desirable in the judgment of the Chairman.
    6. Upon demand of any member present, a record vote may be called for on any matter before announcement of a vote previously taken.
    7. A record vote shall require a majority of the entire voting membership of the Board for passage.
    8. Except as prescribed in parliamentary form, all motions shall require a second and shall fail for want of a second.
    9. A motion to reconsider shall be made by a member who voted on the prevailing side and must be made at the same meeting.
  8. Adjourned Meetings
    1. The Board may adjourn any regular or special meeting to any date it may set.
    2. If a quorum is not present, any regular or special meeting may be adjourned by the members attending until a quorum shall be present.
  9. Joint Meetings
    1. From time to time, the Board may find it appropriate to meet jointly with some other board or body. In such meetings, the Board shall retain its constituted integrity as established under law and in accordance with these Bylaws.
  10. Minutes
    1. Minutes shall be taken at each meeting of the Board and shall provide a permanent record of such meeting.
    2. Minutes need not be a verbatim record of a meeting but should provide adequate basis upon which implementing actions may be taken or permanent policies be extracted therefrom.
    3. Minutes of each regular meeting and of subsequent special meetings shall be circulated for consideration of the members prior to the next regular meeting at which time they shall be approved as attested to by the Vice Chairman and Secretary of the Board.

Sources

Board of Regents Bylaws, as amended

Related Policies

Contact

Mickey Sheen
615-366-4437
mickey.sheen@tbr.edu