4/21 BoT Regular Meeting Post 3

Academic Committee Report –F/T faculty and P/T faculty and students on the committee met and discussed ways to improve communications between faculty and administration. Discussed Continuing Education.

We agreed that when a non-credit course is similar to something offered in an academic course, that the appropriate academic department review the course to avoid issues like the ones we have had.

Budget Committee Report — Napolitano reports on that. 6 payments next year? or no payments? If there are not 12 payments from the state we will have to spend down the reserve. The will of the committee is to bring down expenses to be the same as revenue. We would like guidance form the BoT about whether or not we can begin spending down some of the reserves.

Mazzochi — we do not want to raise tuition. We have different options or scenarios. You’re right, the target is to try to preserve our current reserves to the greatest extent possible.

Olsen — if we try to include 6 payments from the state, I can see being balanced between expenses and revenue. But if there are no payments from the state, we will have to spend down the reserve.

Mazzochi– discusses the impact of the reduction in state spending on other colleges downstate.

Napolitano — the committee will work to come up with several options. One will be to try to keep expenses flat. It seems that many colleges are assuming the best guess is 6 payments rather than 12, and that is what many colleges are planning on.

Mazzochi — we should have some projection of what would happen if we do not get any payments from the state. Should we or could we have a contingency plan?

Napolitano: 7 million dollars is bout what the 6 payments would represent rather than 14, or 12.  But zero is also a realistic possibility.

Mazzochi — is there a contingency about enrollment. I understnd it’s been pretty stable. Do we think that the HLC sanctions will have a negative impact on our enrollment.

Collins — it’s too complicated to say “this is why enrollment is up or down.” Enrollments across the state have been down. We are about 7 or 8 in the state in terms of enrollment. So far we haven’t seen an impact on teh HLC report on our enrollment.

Audit Committee Report — Bernstein, McGuire,  and Olsen (?) two CPAs. Jim Marnter our internal auditor does good work from everything I have seen. The internal audit points out things we need to look further at. Need to make arrangements for an outside auditor. Talked about Bot policy that was used to create the audit committee. We decided it was too wordy. More concise and not so specific. Bot policy 10 55, on investments. John Dishner headed our financial area on a temporary area, put together a rough draft of revisions of that policy. Being out of compliance with investment policies was a big area for being out of compliance with the HLC. We have made a lot of progress in that. We need to insure the safety of the surplus (the reserve) we just talked about. We have to protect it. We need to have our internal accounting controls  looked at form the outside. It’s important for the safety of the  school and the reserve. The firm CLA is being recommended to the BoT . A representative  John Hoffmeister, principal at the firm of CLA. Hopes to be appointed independent auditors of the College.  Trustee McGuire reported on her research and gave the committee lots of material to review. Discussed the proposed revision to Bot policy  5-220 also 10-55 on investments. Both of those are in the BoT packet for information purposes.

HLC Taskforce. Jim Bente comes to talk about the Accreditation Update.

Discussion Points: — offers background on the HLC. One of 6 regional peer review institutional accreditors. There are about 1000 institutions of higher education that belong. We review ourselves. It serves 19 states. Has a Board of Trustees. Bente gives more background on what the HLC is.

Five criteria and 21 core components.

HLC has three pathways- Standard Pathway (10 year cycle), Open Pathway (10 year cycle) and the Academic Quality Improvement Program (AQIP) 8 year cycle.


Mazzochi — Where will the documents be? Who will have access to the documents. How will they be organized within the college system.

Bente says his office will have all documents. They may go on-line.

Mazzochi — Criterion 2 — who is in charge?

Discussion ensues about how best to organize the materials. Whether or not there would be a need for new evidence, new documents? How to avoid duplication of materials and efforts to put together documents?

Mazzochi asks trustees — should we have something on the public website where we are collating all these documents? We can demonstrate to the public that these are where the documents are.

Napolitano – anything that increases transparency to the public.

Olsen – if it doesn’t reveal confidential material. But it would be good for the material to be building and not just appear towards the end of the period.Discussion of how to keep the public informed throughout the process.

Honors Program Presentation — The Honors Student Advisory Committee is going to report on the importance of this program which should not be forgotten during this transitional period.

Cody Castle, 23 years old COD student and resident of Bloomington. Describes how the Honors Program that provided necessary stepping stones for his success.  Asks for more support for the Honors programs.

Kotryna Statputye. Sophomore at COD. Talks about her experience at COD. Academics, sports, and leadership opportunities. Smaller class sizes, more research, heavy professor involvement are all features of the Honors program. It was the reason in her applying to and getting the 100,000 Dr. Pepper Foundation scholarship for tuition.

Nalia Asamoah — Honors student. Describes her academic experience, her experience with Honors Student Advisory Council, with professors, and the chance to conduct research. Notes the work of Helen Feng, Honors Director, to bring representatives of top universities to campus to meet with COD students. Suggests a centralized office and a central location for the program.

Josh Clayton. Member of Honors Students Advisory Council.  Honors classes helped him figure out what he wanted to study. The intersection of public policy and Biology. Describes chances to conduct research in environmental policy. Suggests more full-time staff to support the Honors program. The Advisory Council will be providing the BoT with a letter with suggestions.

Mazzochi thanks the students for their presentation.

Items for Board Information-

Consent Agenda

Mazzochi notes that she has been asked to withdraw 5B and Personnel 5K and in particular under termination and severance agreements. Withdrawn so that the person involved can go through an appeals process.

McGuire asks to withdraw 5D, 5F 5L and 5 O

Consent 5A, C, E, G, H, I, J, and K, except for last name under termination and severance. M, N and P.

Olsen moves.

seconded by Napolitano.

No discussion.

Napolitano reads the Consent Agenda items to be approved.

McGuire asks about the 5D- Budget transfer from contingency to professional services.  $500,000 from the contingency fund.

Mazzochi — looking at past trends from fiscal year. It is an estimate of how much we will need for legal fees.

McGuire– how much have we spent then? A million?

(That amount is confirmed by COD staff)

Vote: McGuire — no.All others yes.

Motion passes.

5F — Property tax Appeals Board. (PTAB) Representation.

McGuire– help me understand the PTAB scenario.

Napolitano — property tax– what the tax owner would be paying to COD.

Kim  (new CFO interim) — explains commercial, industrial appeals that are going on.

McGuire – what do we do about homeowners who appeal?

Kim — usually they get resolved much sooner than commercial.

Napolitano — Homeowners are usually solved much sooner, at the Assesor level.

Vote: Olsen — no. All others vote yes.

5L – Financial reports.

Motion to approve financial reports.

Olsen moves. Seconded by Trustee McGuire.


McGuire – 2 identical checks issued to William Hay. Why were there two in March for the same amount.

COD staff- will have to provide you with that information. I don’t have the check record for that.

Mazzochi — there was a budget cap for the presidential search — if you add that all up, he is at the cap.

4 pages of employee reimbursements — I’ve been looking them over. They are increasing. How is this related to the discontinued use of procurement cards.

COD staff- petty cash policy got tougher. We would like people to go through a regular process to get a check.

Olsen -a question on reimbursement process. Could we have additional level of detail o ntaht other than just reimbursement?

COD staff- that’s a question of time. Each reimbursement is approved by a Dean.

Discussion about how much detail would be advisable for that.

Vote: All trustees vote yes.

5O – McGuire doesn’t need any further discussion. The presentations explained it to her.

Vote — yes.

6 — Buffalo Theater Ensemble.

Mazzochi –Don Westlake? Still here?

Wants to address the public about BTE.

Westlake — this is my fifth time to address the BoT to bring back BTE. This time I want you to vote no. Not on the theater, but on the proposal that is on the website. I read that and saw an analogy with the restrictions we might put on a high jumper. First we set the bar higher than the high jumper has ever done before. Then the high jumper hasn’t been active for two years. Then we have to find 600 people who are willing to put their money in the pot. And then, if you don’t make it on your first try, you don’t get another try. Let’s vote no on a plan for failure and vote yes on a plan for success. The current high jumping technique is called the Fossberry flop. We don’t want a flop, we want a success.

Mazzochi– I want to emphasize to people that the BoT is willing to have the BTE come back to campus. The BoT is trying to find ways to make the program work. To see if the things that led to its prior departure could be fixed, so it has its own infrastructure and stand on its own. To be a stand-alone resident theater ensemble. We have an institutional concern as a Bot — we can’t take on one project here, and another one there, in an ad-hoc manner. We’ll end up with areas where we are concerned that other programs that are equally valid suffer because there isn’t funding.  The Arts programs we have, the MAC, WDCB, — they are trying to be very responsible with auxiliary function. More in line with enriching our community without taking away dollars from academic programs.  It is called an auxiliary function under the Higher Learning Commissison definition. While we are on probation we have to ensure that we are showing the HLC that we understand the difference between wants and needs and auxiliary function. It doesn’t behoove us as  BoT to show that we are not clear. It must be sufficiently tied to an educational purpose.  Academic program is not the same as auxiliary. We have to recognize that we are in trouble with the HLC because of things like SLEA. Have we set forth clear standards for what awards credit and what doesn’t. We have to be very cautious in how and where we tread. We must be 100% on board with HLC requirements. It is clear to me after attending the HLC conference — it is something that peer reviewers are careful. We must make sure that college resources are being directed in the right place. There are other arts organizations that would like to have these arts funding dollars. One of the HLS core components requires when we look at our institutional resources, are we being consistent. Will we apply criteria fairly and equally. I understand the basis for your concerns. Number one — it is not crafted as an academic program, with curriculum review. It is no continuing education. The Bot has shown its willingness to spend money on academic programs. What has been presented to us as an independent theater company that wants to be resident here, we must have some way of guiding our funding decisions for BTE, and the next arts program and the next one. And as far as “experiential” program, we don’t have a consistent program to discuss experiential learning. Maybe we have holes in our strategic planning in this regard. Maybe we need to work on this in our next strategic planning cycle We need from shared governance or administration, we need as a Bot to have some comfort that we will be equal. We heard that BTE has widespread support. We have a board with over 1000 signatures saying bring back the theater. It is not unreasonable to think that 60% of those community supporters would put forth $75 dollars to become members. We’ve received a flood of e-mail communication. If even 75% of those people who send 1o dollars — your fundraising goals would be met. We don’t think it is a particularly high bar to raise.

Also, administratively there were concerns about the programs before. So as a boT we have to be sensitive to adminisitrative support for the program. BTW is requesting  $130,000 dollars. We need to make sure that from your fundraising and ticket sales you will be coming close to that.  That is also an opportunity cost to the MAC to not have other revenue-driving shows in it. Trying to balance the position of the requestors and the administration, I believe this is a balance and compromise position. If you start lowering the bar I warn you that you will start to lose support from members of this board.  It might not help your future fund raising efforts if you only have a 4-3 vote to say yes to this.  We can be flexible about time, perhaps. But I want you to understand that this was the result of a thoughtful process of how this can work. It was not done with a snicker and a thought of how it could fail. I want people in the audience to understand this.

Bernstein= my feelings and thoughts on this are clear to some. The process and the resolution itself was created itself, thoughtfully, honestly, with the best wished for success. But I cannot agree with it. The bar impossible to overcome. I cannot agree that it is viable. One point of differnec- there is a greater educational component to Buffalo Theater than others do. Because of that I would like to set the bar at a reasonable level. The connection between BTE and educational value and enrichment of the students and the community is a tangible thing. There might not be credit or continuing ed courses built around the productions. But the educational benefit is there. Therefore I would like to call for a motion to amend this agenda item and replace it with an item that will make it realistic for BTW to have two years, a window of opportunity. During that time I would like to see attendance greater than 65 people per show. I would like to see 600 or more subscriptions. If the desire in the community is real, that ought to be achievable over time. Therefore I would like to replace the current agenda item with an amended agenda item. I have it on paper and would like to distribute it to each of the members of the Board.

Mazzochi — Substitution?

Bernstein — Substitution

Olsen- Second.

Bernstein — essentially the agenda item that was on our April 7th BoT packet. It ways — BTE would need 131,000 for the first year.  $250,000 for the first two years of operation. That’s what we’re looking at.

Second page — it was in the last BoT packet so you are familiar with it.

Year one 97,5000 donations  17,000 total   246,000

total for two years, 250,000

BTE will seek an Illinois non-profit status. That is legally necessary. 501C3

BTE will enter into a contract with COD for operating facilities at the MAC and use of any other COD facilities and personnel.

Bernstein presents more details of how this would work.

I hope that the BoT will agree to this so that we can reinstate BTE in Fall 2016 and commit to $250,000. After the two years, we will evaluate to see if the program can achieve 60% self-sufficient, 40% college.  If it cannot do that, I myself will lead the charge to end BTE.

substitution amendment.

Mazzochi — differences are — substitution guarantees funding for two years. differences in how many paid tickets will be required.

McGuire — any funding allocated by the BoT will first go directly to the MAC and student performers. but the 5th bullet points out the expenses that the BTE will be responsible.

Mazzochi-there is a possibility that is the MAC, if the BoT funding , if the charges by the MAC eat up the 130,000 dollars. That will be less money available to pay student performers. IT may very well be that the BTE wants a lot of student performances and they go over the 130,000.  Trying to prioritize which entity for accounting purposes is going to get reimbursed first. We would need an independent contracting situation between the college and BTW.

Discussion ensues about the details of the substitution.

Connie Canaday Howard is asked to come to the podium. Amelia Barrett joins her.

Canaday Howard- I think the HR concerns are addressed in the bullet points. Yes, this would work.

Olsen- Bernstein, did you review the proposal with the BTE people?

Bernstein– yes, Connie, Amelia, and Diana Martinez and I all reviewed it.

Olsen-this is the April 7th item with additional items to address the concern Mr. Kinsella had from the legal, IRS perspective. 501 SC, making clear that no additional employment relationships will come with the COD.

Mazzochi– making sure that the COD financial responsibility is capped.

Diana Martinez– this little change in the non-profit status is a lot of infrastructure for them to do in a short period of time. For me, how do I manage an outside entity working in our shop? There is quite a bit to work out. We can do that. We need a little time to work out those details. If they are comfortable with taking on the big job of starting a 5013C, I am comfortable with it.

Move to vote on the substitution– to close discussion on the motion for substitution.

All trustees vote yes except Mazzochi.

Vote on substitution:

Napolitano no, Mazzochi no.

Motion passes. Now the BoT will be dealing with the substituted document.

Olsen proposes that the fifth bullet point line 5 strike “out of ticket sales and/or donations.” It is an oversight. A drafting error. The language here says that the BTE is responsible for payment of these individuals, not the college.

Bernstein -what other sources of revenue would there be besides ticket sales

Olsen-grants and college funding.

Olsen –proposed amendment would allow the COD contribution to go for any expense.

Bernstein — you have sold me.

Mazzochi — you have not sold me. I am very concerned about that from a liability perspective.

Napolitano — could you include grants?

Mazzochi-Olsen wants college funding to go for other expenses. And I’m not comfortable with that.

Olsen- the college is making a contribution towards the success of the theater company.

Mazzochi- my concern is that if we allow the college to pay the non-profit 501 C3, we will be blurring the very lines we are trying to establish.