MIONDXAIMUNMIRITY  Board of Trustees  Governance Committee Meeting Wednesday, October 5, 2022  9:30a.m.  Committee Members:  Trustees Thomas Dortch - Chair Nicole Washington  Kimberly Moore Vice Chair, Michael Dubose, Belvin Perry, Kenny Stone, and  AGENDA  I. II.  Call to Order Roll Call  Trustee Kimberly Moore Ms. Linda Barge-Miles, Esq.  ACTION ITEMS  III. Minutes: June 1, 2022 and August 11, 2022 IV. Actions re: President Larry Robinson  Trustee Moore Chair Kelvin Lawson  A. Annual Evaluation B. Annual Goals  V. BOT Self-Evaluation  Trustee Moore  INFORMATION ITEMS  VI. Committee Action Plan VII. Adjournment  Trustee Moore    FLORIDA, AMUNIVERSITY  Board of Trustees ACTION ITEM October 5, 2022 Agenda Item: III  Governance Committee Minutes  Subject: Governance Committee Meeting Minutes  Rationale: Section 5.10 of the Board of Trustees Operating Procedures provides that detailed minutes should be kept for any Board or Committee meeting. Those minutes should include a record of votes cast and Recommendation: Approve the Board of Trustees meeting minutes for June 1, 2022 and August 9, 2022.  attendance.  Attachments: Yes, copies of the minutes are attached.    FLORIDA ASMUNIVERSITY  Board of Trustees Governance Committee Minutes Trustee Thomas Dortch, Chair June 1,2 2022  The Governance Committee met on Wednesday, June 1, 2022. A quorum was established, with the following committee members in attendance: Thomas Dortch, Michael Dubose, Kimberly Moore, Belvin The first action item was approving thel February 16, 2022 and April 19, 2022 committee meeting minutes. Trustee Moore moved approval ofthe minutes. Trustee. Dubose seconded the motion and it was approved Trustee Dortch recognized Attorney Shira Thomas who provided an update on the Board's Operating Procedures (OPs). She reported that the General Counsel had provided the Committee with the operating procedures of otheri institutions in the State University System (SUS). She said they also provided a chart regarding the officer selection procedures fort those institutions. Attorney Thomas' feedback included the  Perry, Kenny Stone, and' Nicole Washington.  unanimously.  following comments:  FAMU's Operating Procedures were very similar to the other operating procedures in the state university system. She said there were some differences in the selection process, but they are Article 1 gives the Board'si intent regarding thej purpose ofthe OPs. Five oft the 12 SUS institutions All SUS institution OPs include language regarding the corporation's name and the Board's composition, sO Articles 2.1 and 2.2 are consistent with the SUS. There were questions regarding using "selection" rather than "election" in Article 3.2. She noted that the Board of Governors uses the term "selection," and seven other SUS institutions use "select." The other five institutions use both words in their OPs. FAMU's OPs officer selection process is consistent with other SUS institutions. The special subcommittee should address the concern regarding who would oversee BOT Most SUS institutions had language that mirrors FAMU's OP regarding the vice chair's role in the chair's absence, vacancy, or disability. Some added that they should only do this temporarily. FAMU has ai term appointment limit for service on the Executive Committee (committee chairs); however, in the other SUS procedures, the chair has the power to appoint committee chairs, and Trustee Dortch appointed Trustees Moore, Perry, and himself to the subcommittee that will review the Trustee Dortch commended Danielle McBeth for the successful legislative season. Ms. McBeth shared that the Legislative Budget Request for next year is due on July 15, 2022. Session highlights included  essentially very consistent with the SUS. have this same language.  elections.  there arei no service limitations.  OPs and bring recommendations back to the Committee.  legislative approval of the following items:  $5M-Elevating and Sustaining Student Success  1Page    FLORIDA A& MUNIVERSITY  Board of Trustees  $6.2M $1.5M $27.7M $IM $26.9M  FAMU-FSU College of] Engineering College ofPharmacy Peaden Education Center Campus-wide Utility Infrastructure School ofNursing allocation Deferred Maintenance  The University is awaiting the Governor's: approval of the budget, including the abovementioned items.  Mrs. McBeth shared the anticipated Legislative Budget Request:  Pursuit ofNational Rankings University ofl Distinction  Chemical and Biological Research Laboratory Center Historic Preservation and 21St Century Modernization  President Robinson has submitted written Congressional testimony supporting federal programmatic requests. These requests include "Strengthening HBCUS," "Federal Supplemental Educational Opportunity Grants," Education Grants for 1890I Institutions,": and "HBCU Capital Financing Program." FAMU's Associate ChiefJustice oft the Student Supreme Court, Devon Bilford participated ina a US House Committee on Oversight and Reform hearing, along with two students from Howard and Xavier. They Trustee Dortch reminded the Committee that the Board will receive its self-evaluation form on July 1,  testified about the risk ofHBCU bombings, examining federal support. 2022, and the presidential evaluation forms on July 16, 2022. With there being no further business, the meeting adjourned.  2IPage    FLORIDA, ASMUNIVERSITY  Board of Trustees Governance Sub-Committee Minutes Trustee Thomas Dortch, Chair August 9, 2022  The Governance Sub-Committee on Operating Procedures met on Tuesday, August 9, 2022. A quorum was established, with the following sub-committee members in attendance: Thomas Dortch, Kimberly Moore, and Trustee Dortch stated that the Committee expected to review the Board ofTrustees (BOT) election process and procedures, chair term limits, executive committee: membership, and committeei roles. Het then recognized Attorney Shira Thomas to guide the Committee through the review of the Board's Operating Procedures. Attorney Thomas confirmed that she had reviewed the Operating Procedures at the other universities in the Florida State University System (SUS) and she noted that Articles 1, and 2.1 -2.4 are the same in all of the The sub-committee reviewed the Operating Procedures and made the: following recommendations:  Belvin Perry. Trustee Kristin Harper also attended the meeting.  Operating Procedures.  Article  Action  1S Statement of Purpose  No changes were recommended.  2.1 Corporation/Corporate Name No changes were: recommended  2.2 Compositon/Irustecs 2.3 Powers and Duties 2.4 Corporate Seal 3.2 Selection and Removal  No changes were recommended. No changes were recommended. No changes were recommended.  Keep the term "selection" rather than change to "election", as the Board of Governors uses the term "selection", and the words have the same Refer this issue to the full Governance Committee for it to decide whether a supermajority is also required for a vice-chair's third term. The subcommittee recommended that thel language should specifically say whether as supermajority is or is not required for the vice Term limits for the chair and vice chair is subject Notice for proposed candidacy - A trustee must notice the Board that they plan to run for chair during June BOT meeting. This requirement  meaning.  chair's third term. tot the will oft the body.  1/Page    FLORIDA, A&M UNIVERSITY  Board of Trustees  should bei included in the master calendar. (Note: The General Counsel will research whether a trustee is precluded. from being nominated. from the floor the day of the election since the June BOT meeting notice period ended.) Also, if all members of the Governance Committee want to run foroffice, thel Faculty Senate President ort the Student Government President will run the An unexpired term does not count as a full term when selecting the chair. Clarify that an "unexpired-term" is not equivalent to a "full- Ifthe chair resigns, language should allow the vice-chair to take the role of the chair until an The Governance Committee shall oversee the election. The chair oft the Governance Committee cannot run for chair or vice chair. They must resign as the committee chair ift they decide toi run for office. No changes were recommended. No changes were recommended, as this language is consistent with other SUS institutions. Delete current language. Replace with: Committee chairs serve at the pleasure of the chair. Term limits for the executive committee are within the purview of the Review the role of special committees, as they might encroach on the role of a standing committee. The Committee should consider putting a time limit on the Appointment of a parliamentarian by the chair. The BOG's general counsel serves as the parliamentarian.  election.  term" and define both.  election isl held.  New 3.2.2  3.3 Chair 3.4 Vice Chair  4.1 Executive Committee  chair'sauthority.  4.3 Special Committees  existence ofa special committee.  5.8 Rules of procedure  Trustee Dortch closed the meeting by thanking the participants and suggesting that ai review of the Operating Procedures needs to occur every few years. With there being no further  business, thei meeting adjourned.  2Page    FLORIDA ASMUNIVERSITY  Board of Trustees ACTION ITEM Governance Committee Wednesday, October 5, 2022 Agenda Item: IV.A  Subject: President's Evaluation  Rationale: The Board of Trustees evaluates the performance of President Robinson each year. His performance is evaluated against his annual goals. The evaluation was discussed by the Board  of Trustees and President Robinson ati the Board'sannual retreat.  Recommendation: Approve the Board's 2021-2022 annual evaluation of President Robinson.    - s -  -        uot8ujysem 6 D6 5 15e 46 1 : 9 10 auois $ - - 28 1 16 1s s 0 6 s paay 9 - 4 - 6 6 0 s 8 0 7 0 Auad 7 9 9 9 4 10 : 9 10   aJOoWI 5 3 6 6 6 16 16 66 o0 86 6 9 uoswel 5 $ e - 9 9 9 7 6 46 5 4 9 Jad.eH o e  7 46 1 - 1s 6 9 7 9 asoqna 5 4  s s - 16 6 t 3 6 6 6 ypoa 6 8 6 -- - 4e 1 e 9 86  e  meIo 6  4  66 4 1o  9 0   sozeAe) 0  s t 6 66 6 1   0 6 Iag 4  - t 66  s 16 6 0 - 3  seaisnu  4 4 a  -  :  - 4 8s 86 s  quapisaud  6    uo1Bulysem  2 3 5 N 3 s 4 - 5 2 1 auois s 3 2 5 6 2 3 5 4 9 5 3 4 paay 1 N 3 6 2 2 s 4 6 1 2 s kuad 4 4 4 a 1 1 4 3 s 5 s s aJOoW 5 3 4 0 3 2 2 4 4 5 4 3 4  uoswel 4 4 4 3 - 2 2 4 4 Jad.eH 4 4 4 8 2 2 4 3  5 3 4 s 3 5  asogna  4 L s 3 3 4 4 s 5 5 5  yooa 3 3 3  4 4 4 3  5 4 s  melo 2 2 3 0 ai 1 2 s 3  5 4 5 sozene) 9 3 3 5 2 2 3 9 5 4 5 4 s Ilag 4 4 4 : 4 3 4 4 s 5 L 1  3  saagsn 3 3 is quapisaud  ::  -    uo18uysem 9 4 9 3 1 4 auoas 1 1 5 5 s y paay  s 4 5 s s Aued 7 5 5 4 3 5 aOOWI 9 4 3 9 4 4 uosme7 9 s 2 3 4 4 JadeH 5 s 3 9 s 5 asoqna 7 5 s 4 s 5 yopoa 3 3 3 93 4 4 meyp 4 L 3 4 s 5 sozeAe) 1o L 5 s s 5 lag 1 5 s 5 4 4  3 5 s 5 4 4 5 5 4 5 5 4  s 5 s 5 s  9 s 1  5  seaisnal quapisaud 5 K  0 3 - a * C W  5 4  4  5  5    FLORIDA, A&M UNIVERSITY  Board of Trustees ACTION ITEM Governance Committee Wednesday, October! 5, 2022 Agenda Item: IV.B  Subject: Presidential Goals  Rationale: The Board of Trustees sets President Robinson's annual goals each year. President Robinson and Chair Lawson discussed the proposed goals. The goals were shared with and discussed by the Board of Trustees at its annual retreat. The proposed goals are aligned with the Universty/sStrategic Plan and the Board of Governors Performance Funding Metrics. Recommendation: Approve President Robinson's 2022-2023 annual goals.    President's Annual Goals for 2022-2023  Goal One (1): Four-year Graduation Rate/Student Retention: Increase the  University's four-year graduation rate (PBF metric) to 38%; increase second-year retention rate to 90.0%. Improve Licensure Pass Rate: Execute action plans that deliver first-time licensure pass rates of: 4.1 Nursing: 85% 4.2 Law: 80% 4.3 Pharmacy: 90% 4.4 Physical Therapy: 88%  Goal' Two (2):  Goal Three (3): Annual Giving: Increase annual giving to $15M  Goal Four (4): Goal Five (5):  R&D Expenditures: Increase total R&D expenditures to $45M 5.1 Strategy - Effectively implement the Year-One goals and priorities outlined in the new Strategic Plan. 5.2 Talent Acquisition, Development, Retention, Succession and Organizational Effectiveness 5.3 Create Culture of Accountability (performance matters)/Continue implementation of the Customer Service Improvement Initiative University Budget/Fiscal Management:  Organizational Leadership:  Goal Six (6):  6.1 Financial Health - Strengthen the University's financial health by achieving or exceeding a minimum 6.2 Strategic Resource Allocations - Continue to align resource allocations to adequately support the University' 's annual strategic priorities in all areas  debt coverage ratio N 1.0.  including athletics.  Goal Seven (7): Internal/External Relations: Continue to expand relationship-building  with key stakeholders, including students, faculty, staff, Boards, alumni, elected officials (local, state, national), corporations and the local  community.  July1,2022    FLORIDA AMUNIVERSITY  Board of Trustees ACTION ITEM Governance Committee Wednesday, October! 5, 2022 Agenda Item: V  Subject: Board of Trustees Self-Assessment  Rationale: The Board of Trustees' Governance Committee Charter provides that the Board will conduct a self-assessment annually. Additionally, the Southern Association of Colleges and Schools Commission of Colleges, Principles of Accreditation 4.2(g) requires governing boards to  regularly evaluate their responsibilities and expectations. Recommendation: Accept the 2021-2022 BOT Self-Assessment    FLORIDA AGRICULTURALAND UNIVERSITY  FAMU MECHANICAL  Board of Trustees'  Self-evaluation (2021-22)  A descriptive report oft the results fort the 2021-22 Board of Trustees' Self-evaluation  Report prepared by:  DIVISIONOFS STRATEGIC INSTITUTIONAL EFFECTIVENESS  FAMU PLANNING ANALYSIS. AND    Overview  Report Timeline, Response Rate, and Assessment Development  Thel link to the Board of Trustee self-assessment was sent via email to all trustees on July 1, 2022 and closed on July 26, 2022. At thei time of closing, there were no partial survey responses in the queue. Of The evaluation instrument was approved by the Board of Trustees on. June 4, 2020. Board members were provided the opportunity to request revision oft the existing survey; however, no responses were The survey is comprised ofs six Factors, each containing multiple statements (number of questions for each Factor isi indicated in parentheses) on which each trustee rates the Board's performance on af five- point Likert-type scale (Superior, Above Average, Average, Below Average, Poor). Each Factor includes  the twelve trustees, nine completed the survey for a 75% response rate.  received.  an open-ended question to gather detailed feedback.  The six Factors are:  1. Board Organization, Governance and Leadership (5) 4. University Operations and Performance (5) 5. Institutional Sustainability (4) 6. Board Education (4) the Board's performance. question.  2. Board Relations (3) 3. Policy (3)  The final section oft the instrument includes four open-ended questions to elicit qualitative feedback on This report contains an overview of all questions and documentation of the responses received for each  2  2021-22 Board of Trustees' Self-evaluation    3 N  6 5  N 2  o N  o o o  0 o  o  o    2  o    5 2  a  2  o 0 0  o  3 4 3 <f    9  3 1 4 2  n 5 5 4 3  1 3 1 2  0o o  o 00 o  s 3 0  4  C 4 DE 9 4  44    E 3 un  2  1 1  o  o o  o o 0 o  EETLEL  2 00 3    o 1 o  6 5  o o  1145  6 3  00 E 7    FLORIDA, ASMUNIVERSITY  Board of Trustees INFORMATION ITEM Governance Committee Wednesday, October5 5, 2022 Agenda Item: VI  Subject: Governance Committee's Annual Action Plan  Background Information and Summary: Each Board of Trustees committee will present a plan of action, which identifies subjects which will be addressed by the Board throughout the year. The plans will identify the meeting where certain issues will addressed, as well as dates when  items are due to the Board of Governors.    S