MINUTES OF A REGULAR MEETING OF THE
BOARD OF VISITORS OF
VIRGINIA COMMONWEALTH UNIVERSITY
May 20, 1994
A regular meeting of the Board of Visitors of Virginia Com-
monwealth University was held on Friday, May 20, 1994, at 9 a.m.
in the University Meeting Center.
Present were Messrs. Whitworth (Rector), Arenstein,
Meador, Siegel, Townes and Weinberg; Drs. Berenguer, Dombalis,
Holland, Johnson, and Peay; and Mesdames Epps and Vaughan. Mr.
Framme, Dr. Gilmer and Ms. Teig were absent. Also present were
Drs. Trani, Dewey, Harris, Jones, Rhone and Schexnider; Messrs.
Bruegman, Gehring, Ross and Wyeth; and Mesdames Messmer, Per-
ry-Johnson and Price.
Mr. Whitworth called the meeting to order. The President's
Report followed:
Dr. Trani introduced Dr. Diane Cook-Tench and nine VCU
students. The VCU students recently won the regionals in
the American Advertising Federation's World Series of Adver-
tising competition held in Myrtle Beach. This year, univer-
sities from Virginia, North Carolina and South Carolina
developed advertising plans and creative work for Kodak
Corporation. Presentations were made to the head of Kodak
World Wide Communications and a panel of professionals from
New York, Atlanta and Minneapolis. VCU students will be
sent to Houston on June 10, to compete for the national
title. The team, members are: Matthew Anderson, Gretchen
Carswell, Eric Eisele, Constance Lindholm, Judith Moore,
Amy Owen, David Hindelang, Vicky Hindelang and Alanna
Jennings.
Mr. H. Stephen Moore, Assistant Vice President for Human
Resources, and VCU have won the 1994 Excellence in Human
Resource Management Award given by the Southern Region
of the College and University Personnel Association
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(CUPA). The award was presented to Mr. Moore at the
Southern Region meeting on April 20, 1994, in Norfolk, and
recognizes the importance of the human resources function
within the organizational structure of the institution.
Selection criteria for the award focused on how the head of
the human resources department demonstrates a style of
administrative leadership that generates support of the human
resources function from the administration, faculty, and
staff and uses innovative approaches to facilitate the devel-
opment of progressive human resource programs. Innovative
and creative approaches have been developed on behalf of
the University and VCU's constituents through such pro-
grams as Service Awards, Work and Family Resources, and
Savings Bonds; training and quality initiatives; and employee
relations strategies. Dr. Trani noted that Mr. Moore will be
retiring on October 1 after almost 25 years of service to
VCU.
Mr. Meador reported for the Academic Policy Committee. A propos-
al to discontinue the Bachelor of Science in Rehabilitation Services was
presented. The Bachelor of Science in Rehabilitation Services is included
in the programs cited for "diminution" in Strategic Directive Number 4.a.4.
Recent modifications to State certification requirements for rehabilitation
counselors state that counselors must hold a Master's degree in Rehabilita-
tion Services. As a result, an undergraduate degree no longer meets the
academic and professional needs of students wishing to pursue a career in
Rehabilitation Services.
The Reorganization of the School of Community and Public Affairs
was presented. Strategic Direction Number 9.d. specifically calls for the
School of Community and Public Affairs to be dissolved in the School's
current form. Recommendations for the future of the programs housed in
the School are contained in several strategic directions. Additionally, the
Strategic Plan highlights the importance of fulfilling the University's
urban affairs and public policy missions. Provost Harris reviewed the plan
for dissolving the School and relocating programs currently housed in the
school to other units of the University. Programmatic offerings will be
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strengthened and some cost-savings in personnel and reduction of course
duplication will result from the restructuring.
The Bylaws of the University Council were presented. Item b. of
Section 1. in Article X of the University Council Bylaws of Virginia Common-
wealth University calls for a review of the Bylaws at least once every five
years. As the last review and revision of the Bylaws occurred on May 1,
1986, President Trani commissioned a University Council Bylaws Revision
Committee to review the most recent version of the Bylaws and recommend
revisions. The revised Bylaws were approved at the University Council
meeting of April 6, 1994. While the review committee's recommendations
generally called for new language to reflect current University Council
practice, most significant of the changes will be the inclusion of classi-
fied staff on the Council and a clearer delineation of the function and
responsibilities of the University Council.
The Report on Off-Campus Planning was presented for information.
Through off-campus offerings, the University seeks to enhance VCU's visibil-
ity in the greater community, serve the continuing education needs of di-
verse constituencies, and build partnerships with other educational and
cultural institutions. Since 1992, off-campus enrollment has increased
significantly. Through the continued and combined efforts of the Division
of Continuing Studies and Public Service and the academic programs, the
number and variety of offerings have increased dramatically. Many new
initiatives for the 1994-95 academic year are planned.
The Report on Grants, Contracts, and Intellectual Properties was
presented for information. The 1994 report on Sponsored Programs Awards
Received by Faculty of Virginia Commonwealth University reflects activity
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well above the national average. However, Dr. Dewey noted the national
decline in research funded grants by the federal government.
Mr. Arenstein reported for the Advancement Committee. Communica-
tion with various community organizations continues. At the April 26 meet-
ing of the Community Advisory Board, issues relating to parking, the Con-
vocation/Recreation Center, athletic and student activities, and the pro-
posed sites of the School of Engineering were discussed. Negotiations were
responsive to both the needs of the community and the expansion issues of
the University. Two members of the Carver Community will serve on the
Building Committee of the Convocation/Recreation Center. The plans for
the State Library are pending the approval of the Virginia Public Buildings
Board. A luncheon will be scheduled for the outgoing and the new Rich-
mond City Council as the University continues to strengthen ties with the
local city government.
Dr. Peay reported for the Finance and Investment Committee. The
Quarterly Budget Report ending March 31, 1994, was presented. Revenues
continue to be lower than expected due to lower full-time equivalent enroll-
ments. A tuition revenue shortfall of 3%, or $1.9 million, is projected.
Contingency funds have been set aside to cover the loss of revenue. The
budget is expected to end the fiscal year in balance.
Dr. Johnson reported for the Health Affairs Committee. The Hospi-
tal Finances were presented for information. For the nine month period
ending March 31, 1994, there is an excess from operations of $14.2 million
compared to a revised budget of $14.6 million. 'Non-operating income in-
creases the total excess revenue over expense to $15.3 million, compared to
a budget of $15.7 million.
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The Value Improvement Study contract was presented for informa-
tion. The Hospitals have contracted with Mercer Management Consulting to
provide the Phase I analysis of the initiative. The start date of the
engagement was April 25, 1994, and the completion is scheduled for July
22, 1994. Total fees will not exceed $630,000 for Phase I. Options to
engage for Phases 2, 3 and 4 have been negotiated and will be subject to
review at the end of Phase I.
The Medical Records Coding contract was presented for informa-
tion. The Hospitals has contracted with LexiCode Corporation to provide the
full range of services (abstracting and coding) to ensure the requirements
of the Medical Records department are fulfilled. The coding firm will
replace existing in-house medical records coding resources. By ensuring
consistent productivity, medical records will be coded within 72 hours of
the patient's discharge, which will allow for timely billing and translates
to a multi-million dollar improvement to the accounts receivable status.
Total commitment to the firm during the one year contract period shall not
exceed $374,000. The contract has four one-year renewal options.
The contract for Liquid Oxygen was presented for information.
The Hospitals has entered into a five year contract with Air Products and
Chemicals for $697,800 for the purchase of liquid oxygen and includes in-
stallation and maintenance of contractor-owned bulk liquid oxygen storage
equipment.
Mr. Townes reported for the Property Committee. The following
leases were presented: 401 East Main Street; 301 West Franklin Street; and
700-32 West Broad Street and 701-27 West Marshall Street. The following
Architect/Engineer Selections were presented: Architectural Guidelines:
Dewberry & Davis; Life, Health and Code Renovations: Systech Group;
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Open-End Contract: 19 architectural firms and 18 engineering firms; State
Library Building: Einhorn Yaffee Prescott; MCV Campus Visitors' Parking
Deck Repairs, Phase II: Rawlings Wilson & Associates; Convocation and
Recreation Center: Marcellus Wright Cox & Smith; Academic Campus Park-
ing Deck II: Glave Newman Anderson; and MCV Hospitals' Renovations to
the Emergency Room/Radiology Department: Wisnewski Blair and Associ-
-
Mr. Arenstein reported for the Student Affairs Committee. The
Report on University Counseling Services was presented for information.
One of the most active programs in the Division of Student Affairs as a
training and service center, Counseling Services has responded well to the
changing nature of problems for which students seek counseling. There
also has been a greater emphasis nn utilizing an interdisciplinary approach
in an effort to serve better the changing needs of student clients. The
service is used heavily by students. Additional staffing could be utilized,
but the program is running well with the inclusion of interns.
On motion made and seconded, the following items from the Consent
Agenda were approved:
Board of Visitors
Minutes of a Meeting held March 17, 1994
Minutes of a Special Meeting held April 22, 1994
Academic Policy Committee
Minutes of a Meeting held March 16, 1994
Discontinuation of Program: Bachelor of Science in
Rehabilitation Services
Request for Name Change - From Ph.D. Program
in Social Policy and Social Work to Ph.D. Program
in Social Work, School of Social Work
Reorganization of School of Community and Public
Affairs
Bylaws of the University Council
Advancement Committee
Minutes of a Meeting held March 16, 1994
Audit Committee
Minutes of a Meeting held March 17, 1994
Finance and Investment Committee
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Minutes of a Meeting held March 16, 1994
Health Affairs Committee
Minutes of a Special Meeting held March 16, 1994
Minutes of a Meeting held March 16, 1994
Presidential Evaluation Committee
Minutes of a Meeting held April 21, 1994
Property Committee
Minutes of a Meeting held March 16, 1994
Lease of Space at 401 East Main Street
Lease of Space of 301 West Franklin Street
Lease of Space at 700-32 West Broad Street
and 701-27 West Marshall Street
Architect Selection for Architectural Guidelines
Architect Selection for Life, Health and Code
Renovations
Architect/Engineer Selection for Open-End
Contract
Architect Selection for State Library Building
Architect Selection for MCV Campus Visitors'
Parking Deck Repairs, Phase II
Architect Selection for Convocation and Recreation
Center
Architect Selection for Academic Campus Parking
Deck II
Architect Selection for MCV Hospital Renovations
Emergency Room/Radiology Department
Student Affairs Committee
Minutes of a Meeting held March 16, 1994
On motion made and seconded, the items from the Consent
Agenda - Information were approved.
A Resolution Authorizing Certain University Officers and
Employees to Execute Contracts and other. Documents was present-
ed. On motion made and seconded, the Resolution was approved.
The Sexual Misconduct Policy was presented. The Student Af-
fairs Committee recommended to the Board the approval of the pro-
posed policy with the deletion of the wording "including inabilities
induced by alcohol or other drugs" - the last eight words of the
first paragraph under "Definition." The Committee agreed that
examples of mental or physical ability were not necessary in the
policy but should be discussed in the educational training programs.
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On motion made and seconded, the Sexual Misconduct Policy was
approved.
Mr. Whitworth appointed the Board Nominating Committee for
the Rector. Mr. Arenstein was asked to serve as Chair with
Messrs. Meador and Townes serving as members.
On motion made and seconded, Mr. Clarence L. Townes was
appointed to serve on the VCU Real Estate Foundation Board.
On motion made and seconded, the Board convened into
executive session to discuss certain personnel matters involving the
performance of identifiable employees or faculty of VCU, and to
discuss the evaluation of performance of departments or schools of
VCU where such matters regarding such individuals might be affect-
ed by such evaluation including the Report of the Presidential Evalu-
ation Committee, the Faculty Appointments and Changes in Status
and Other Personnel Actions, Full and Consultative Hospital Privileg-
es, the JCAHO Accreditation Report and the Reappointment of Medi-
cal Staff, Continuing Faculty Salaries, Executive Salaries, Proposed
Faculty Compensation Plan, Proposed School of Dentistry Private
Practice Scale, Resolution on Faculty Salaries for the School of
Medicine and Basic Health Sciences, Promotion and Tenure Recommenda-
tions, and to discuss the condition, acquisition and use of real
property for public purpose, or of the disposition of publicly held
property, or of plans for the future of a state institution of higher
education which could affect the value of property owned or desirable
for ownership by such institution including the Transfer of Property
from the VCU Foundation to the VCU Real Estate Foundation, the
summary of transactions for the Virginia Biotechnology Research
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Park, Phase One, and to discuss the investing of public funds in-
cluding a Report by Investment Managers on Annual Performance,
and to discuss legal matters and probable litigation with its attor-
ney relating to the aforementioned Audit Reports as may be neces-
sary and a discussion and/or consideration of contractual or other
legal relationships involving MCV Hospitals, and to discuss matters
relating to gifts, bequests, and fundraising activities including the
Development Report with a review of a top prospect list and the
approval of the Named Funds Report as authorized by Section
2.1-344 (a)1, (a)3, a(6), a(7) and a(8) of the Virginia Freedom of
Information Act.
Following executive session, on motion made and seconded,
the following Resolution was approved by Roll Call vote:
Virginia Commonwealth University hereby certifies that, to the best of each
member's knowledge, (i) only public business matters lawfully exempted
from open meeting requirements by Virginia law were discussed in the execu-
tive session meeting to which this certification resolution applies, and
(ii) only such public business matters as were identified in the motion
convening the executive session meeting were heard, discussed or consid-
ered by the Board of Visitors of Virginia Commonwealth University.
Roll Call Vote Ayes Nays
Mr. F. Dixon Whitworth, Jr., Rector X
Mr. Richard A. Arenstein X
Dr. Thomas J. Berenguer X
Rev. Constantine N. Dombalis X
Mrs. Rozanne G. Epps X
Mr. Lawrence W. Framme, III Absent
Dr. Robert D. Gilmer Absent
Dr. William E. Holland X
Dr. Harry I. Johnson, Jr. X
Mr. Richard L. Meador X
Dr. Clifton L. Peay X
Mr. Stuart C. Siegel X
Ms. Eva S. Teig Absent
Mr. Clarence L. Townes, Jr. X
Ms. Sandra Adair Vaughan X
Mr. Jay M. Weinberg X
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VOTE:
AYES: 13
Nays: 0
ABSENT DURING MEETING: 3
ABSENT DURING VOTING: 3
On motion made and seconded, the Board accepted the Report of
the President; approved Executive Salaries; accepted the Report of the
Presidential Evaluation Committee; approved the Faculty Appointments and
Changes in Status and other Personnel Actions including addendum items,
the Full and Consultative Hospital. Privileges, the Continuing Faculty Sala-
ries, the Proposed Faculty Compensation Plan, the Proposed School of Den-
tistry Private Practice Seale; adopted the Resolution Regarding Faculty
Salaries for the School of Medicine and Basic Health Sciences; approved the
Named Funds Report; accepted the Promotion and Tenure Recommendations;
approved the transfer of property from the VCU Foundation to the VCU
Real Estate Foundation; accepted the JCAHO Accreditation Report; accepted
the Report of the General Counsel; accepted the report of the Audit Commit-
tee regarding the meeting held May 20, 1994; accepted the Executive Com-
mittee Reports; approved the appointments of Joyce W. Dodd, Sue Ann
Messmer and James M. Alessio; and approved the Virginia Biotechnology
Research Park Transactions authorizing the President to negotiate, execute
and deliver the necessary legal documents so long as these transactions are
carried out in accordance with the terms presented.
Mr. Whitworth appointed the following individuals to serve on a
Special Advisory Committee for the Board of Visitors: Drs. Berenguer,
Johnson and Peay; Messrs. Weinberg and Whitworth; and Ms. Teig.
The meeting was adjourned at 12:45 p.m.
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