MINUTES OF A REGULAR MEETING OF THE BOARD OF VISITORS
OF VIRGINIA COMMONWEALTH UNIVERSITY
January 19, 1978
A regular meeting of the Board of Visitors was held on Thursday,
January 19, 1978, at 9:00 a.m. in the Sanger Hall Board Room.
Present were Drs. Blanton and Gayle; Messrs. Bliley, Dabney,
Grey, McGehee, Norris, Scott, Seaborn and Shumate; and Mrs. Thalhimer.
Absent were Dr. Gwathmey; Mr. Obenshain; and Mesdames Satterfield and
Stone. Also present were Drs. Ackell, Beller, Brooke, Guerdon, Hall,
Neal, Willett and Woods; Mr. Ross; Miss Cosby; and Mrs. Price.
Dr. Blanton called the meeting to order and, on majority vote
of the Board, an executive session was held.
Following the executive session, Mr. Robert Kidd, Mr. John
Ashton, Mr. Pat Rice, Mr. Richard McKay and Mr. Francis Snodgrass joined
the meeting for a presentation of the proposed bond refunding of the
Virginia Hospital Laundry. A lengthy discussion followed. On motion
made and seconded, the following resolution was unanimously approved with
the provision that an audited balance sheet, an audited profit and loss
statement and a pro forma cash flow analysis for the next ten years
be provided to the Board of Visitors:
WHEREAS, Virginia Hospital Laundry ("VHL") is proposing
to request that the Industrial Development Authority of the
City of Richmond, Virginia, issue up to $4,750,000 in revenue
refunding bonds (the "Refunding Bonds") to advance refund
the $3,500,000 Revenue Bonds (Virginia Hospital Laundry, Inc.
Project) (the "Outstanding Bonds") issued to finance VHL's
laundry facility in order to affect interest cost savings, to
fund a reserve fund, to modify covenants imposed in connection
with the issuance of the Outstanding Bonds and to restructure
the debt service in order to improve VHL's cash flow problems;
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S, in connection with this proposed refunding it
will be necessary to amend the Laundry Services Agreement
among VHL, The Virginia Commonwealth University, Medical
College of Virginia Hospitals ("MCVH") and the Hopewell
Hospital Authority, John Randolph Hospital dated October 1,
1974, as amended by an amendment dated March 1, 1976 (the
"Laundry Services Agreement") in order to reflect that the
Refunding Bonds will constitute the indebtedness secured
by an assignment of the Laundry Services Agreement;
BE IT RESOLVED BY THE BOARD OF VISITORS OF VIRGINIA
COMMONWEALTH UNIVERSITY:
The Rector and Secretary of the Board of Visitors of
Virginia Commonwealth University (the "University") are hereby
authorized and directed to execute and deliver an amendment to
the Laundry Services Agreement the purpose of which will be
to reflect that the Refunding Bonds rather than the Outstanding
Bonds constitute the indebtedness secured by an assignment of the
Laundry Services Agreement.
2. The Provost of the MCVH Campus is hereby authorized
and directed to take such further action and to execute and
deliver all such further instruments as he shall deem necessary
or expedient to carry out the terms of this resolution, the
amendment of the Laundry Services Agreement and to carry into
effect the issuance and sale of the Refunding Bonds, including
without limitation the approval of an offering document to
be distributed to institutional investors in connection with
the offering of the Refunding Bonds containing financial information
concerning the University.
On motion made and seconded, the minutes of a Special Meeting of
the Board of Visitors, held September 28, 1977; Special Meeting of the
Board of Visitors, held September 30, 1977; Special Meeting of the
Board of Visitors, held October 13, 1977; Special Meeting of the Student
Affairs Committee, held November 20, 1977, Special Meeting of the Property
Committee, held November 21, 1977; and a Special Meeting of the Property
Committee, held December 5, 1977, were unanimously approved.
The Presidential Report followed.
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On motion made, seconded and unanimously approved the Rector
of the Board of Visitors was requested to express formally the appreciation
of the Board to members of the Presidential Search Assistance Committee.
Mr. David L. Ross presented the Legal Advisor's report. He reported
on the following cases:
Cramer V. VCU - Faculty employment/Reverse discrimination -
on appeal to Fourth Circuit Court of Appeals
Oslund v. VCU - Faculty tenure denial/Sex discrimination -
Trial continued until September, 1978
Goodall v. VCU - Alleged medical malpractice resulting in
hearing loss - Awaiting ruling on pretrial motions
Myers v. VCU - False arrest/malicious prosecution-
Scheduled for trial February 24, 1978
Hsu v. VCU - Faculty employment/Racial-national origin,
Discrimination - Scheduled for trial March 13, 1978
Neumann v. VCU - Alleged violation of Equal Pay Act/Sex
Discrimination
on made and seconded, the following resolution
BE IT RESOLVED, that the Vice President for Finance is
authorized to allocate, as of June 30, 1977, and each June 30
thereafter, a portion of current unrestricted funds to provide
for the working capital needs of the University. For purposes
of this resolution, the term working capital needs is defined
amounts necessary to fund accounts receivable and inventories.
On motion made and seconded, the Faculty Appointments and Changes
in Status were unanimously approved.
On mot on made and seconded, the Report of Gifts, Grants and
Contracts was unanimously approved.
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and meeting were affirmed with Mr. McGehee abstaining.
On motion made and seconded, the.Contract signed since the November'
motion made and seconded, the following resolution was unanimously
approved:
RESOLVED, that the income received from the Estate of
Isaac Davenport has been applied strictly in accordance with
the terms of the Will during the Fiscal Year 1977;
Estate will be applied likewise.
Grey presented the report of the Academic Policy Committee.
FURTHER RESOLVED, that all future r remittances from said
Mr. Grey requested that the following degree proposals letters of
intent be approved by the Board:
Letter of Intent for a Baccalaureate Program
in Radiologic Technology
- Letter of Intent for a Masters Program in
Anesthesiology
Combined Letter of Intent and Program Proposal
for a Baccalaureate Program in Medical Records
Administration
Letter of Intent for a Master of Education in
Reading
Letter of Intent for a Mast of Education in
Early Childhood Education
Program Proposal for a Bachelor of Science in
Health Education
Program Proposal for a Bachelor Arts in
Religious Studies
Letter of Intent for a Master of Science De
in Recreation
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On motion made and seconded, all of the above degree proposals and
letters of intent were approved as submitted, with Mrs. Thalhimer
dissenting. Dr. Wayne Hall reported that the University would be
developing its six-year academic master plan which would eliminate
the large number of proposals coming to the Board. Rather than look
at each program individually, the Board would have an opportunity
to look at the total academic program for the University to see how
it is all linked together.
Mr. McGehee presented the report of the Audit Committee. He
reported that, during the last several months, internal auditing
had undergone substantial changes relating to its objectives. Mr.
McGehee outlined the major activities to date in the internal function.
He reported that the administration had asked the Manager of the Internal Audit
Audit function to step down and that a search is underway for a
replacement.
On motion made and seconded, the following resolution was unanimously
approved:
WHEREAS, the Board of Visitors of Virginia Commonwealth
University has previously confirmed the appointment of Mr.
James G. Guerdon as Vice President for Finance for Virginia
Commonwealth University; and
WHEREAS, it is the desire of the said Board of Visitors
of Virginia Commonwealth University that Mr. Guerdon be vested
with the authority which had been delegated to the previous
Vice President for Finance of Virginia Commonwealth University,
including the power and authority to execute and sign, on behalf
of Virginia Commonwealth University, any and all contracts,
agreements and other related documents; and be similarly authorized
to sign and execute checks, drafts and other similar documents
authorizing the payment of monies from any and all accounts, funds,
or other similar sources owned, controlled, or maintained by or
entrusted to the University;
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NOW, THEREFORE, be it RESOLVED that Mr. James G. Guerdon,
Vice President for Finance for Virginia Commonwealth University,
be and is hereby authorized to sign, execute and enter into contracts,
agreements and other similar documents on behalf of the Board
of Visitors of Virginia Commonwealth University, provided such
contracts are in furtherance of the business of the University
and are in accord with the established policies of the Commonwealth
and the University; and
BE IT FURTHER RESOLVED, that the aforesaid James G. Guerdon
be and is hereby authorized to sign and execute checks, drafts
and other similar documents and otherwise authorize the payment
of monies from any and all accounts, funds or other similar
sources owned, controlled, or maintained by or entrusted to the
University and its Board.
Mr. Shumate reported on behalf of the Development Committee. He
reported that the committee is still working on the Cancer Center
campaign and that he is working on several prospective donors. Things
are moving along slowly, however.
Dr. Blanton stated that the Executive Committee did not have a
report to make at this meeting.
Mr. Grey, Chairman of the Hospital Committee, reviewed the role
of the committee. He reported that, at its morning meeting, the Virginia
Hospital Laundry had been discussed as well as a collection status
report from the Attorney General's Office. The Committee also reviewed
the budget performance and no serious problems were detected. On motion
made and seconded, the report of the Hospital Committee was accepted.
Mr. Norris, Chairman of the Student Affairs Committee, reviewed the
role of the committee. At present, the Student Affairs Committee is
trying to maintain regular contacts with student groups. Mr. Norris
reported that his committee may try to meet twice a month rather than
once a month.
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Mr. Grey reported that the Hospital Committee had met to discuss
the nursing shortage. A salary increase for nurses has been worked
out with State personnel, and some nurses have been recruited from
Ireland which should help the problem. Mr. Grey reported that the
committee looks for an improved situation.
Mr. Scott, Chairman of the Property Committee, reported on the
role and purposes of his committee. Following his presentation, Mr.
Scott recommended the selection of VVKR as the architects for the
Student Commons Building. Following a discussion, on motion made and
seconded, VVKR were unanimously selected as the architects for the
Student Commons Building.
Dr. Ackell commented on some of his thoughts concerning the
University and its development and some problems that need immediate
attention by the administration.
The Board expressed their very deep appreciation to Dr. H. I.
Willett for his untiring efforts on behalf of the University and his
continuing support.
The meeting was adjourned at 12:55 p.m.
Richard D. Obenshain, Secretary
Approved:
PRESIDENTIAL REPORT
January 18, 1978
1. Governor's Budget Proposal
Dr. Willett reported that we had made some progress in the capital
budget this biennium. However, we are disappointed that we did
not receive funding for the Health Sciences Building on the MCV
Campus except for $506,000 for continued planning on this building.
Dr. Willett reported on the other capital outlay projects which
were included in the budget. Dr. Beller reported on some areas
of the budget which we will need to seek adjustments on.
Dr. Beller and Mr. Cribbs presented a very detailed report on the
major themes of the university's budget request and the status in
the Governor's recommendations.
2. Enrollment
Dr. Brooke reported that the enrollment on the Academic Campus was
on target for the spring semester.
3. Hospital Construction
Dr. Neal reported that Bristol Steel is on site of the hospital
construction. Some problems have been encountered because of the
heavy rain. Dr. Neal expressed his appreciation to Dr. Willett
for all of his help and support during his interim administration.
4. Christmas Classes
Dr. Willett reported that 23 classes were offered during the Christ-
mas vacation with a student enrollment of 708.
5. Basketball Team
Dr. Willett reported that VCU's commencement is scheduled for
Saturday, May 13 at 10 a.m. in the Richmond Coliseum. Governor
John Dalton will be the commencement speaker.
7. Appreciation
Dr. Willett expressed his appreciation to the members of the Board
for their support, encouragement and assistance while he served
the University as Acting President.
