HUMBOLDT STATE UNIVERSITY CENTER BOARD OF DIRECTORS Meeting on Thursday, May 5, 2016 5:15 p.m. The Humboldt State University Center Board of Directors met on the above date in the University Center Banquet Room, at Humboldt State University, Arcata, California. Chair, T. Mike Kirakosyan, called the meeting to order at 5:15 p.m. Directors Present: Peg Blake, Tiana Cannon, Juan Cervantes, Gregg Foster, Dave Haller, T. Mike Kirakosyan, Steve Martin, Casey Park, Denaya Payne, Whitney Polk, Armeda Reitzel, Mark Rizzardi, Sylvia Shively Directors Absent: None Also Present: Heidi Chien, John Erickson, Roy Furshpan, Bridget Hand, Ian Ingerson, Joyce Lopes, Dave Nakamura, Linda Pereira, Jonah Platt, Ron Rudebock, Wendy Sotomayor, Candace Young MINUTES SUBJECT: Approval of Agenda MOTION: It was moved (Reitzel) and seconded (Cannon) to approve the Agenda. ACTION: The Agenda was approved. SUBJECT: Approval of Minutes MOTION: It was moved (Park) and seconded (Reitzel) to approve the Minutes of the Board Meeting on April 7, 2016. ACTION: The Minutes were approved. SUBJECT: Public Comment There was no Public Comment. SUBJECT: Chair’s Report — T. Mike Kirakosyan, reporting Student-at-large Elections Results — AS Elections took place during the third week of April. Casey Park and Ian Ingerson won the two 1-year student-at large positions, and Jeremy Niles is the 1-year term alternate. Jonah Platt was elected AS President, and Candace Young elected AS Student Affairs Vice President. All newly elected student members will be seated at the end of the Board meeting.
Transcript
HUMBOLDT STATE UNIVERSITY CENTERBOARD OF DIRECTORS
Meeting on Thursday, May 5, 20165:15 p.m.
The Humboldt State University Center Board of Directors met on the above date in theUniversity Center Banquet Room, at Humboldt State University, Arcata, California.Chair, T. Mike Kirakosyan, called the meeting to order at 5:15 p.m.
Directors Present: Peg Blake, Tiana Cannon, Juan Cervantes, Gregg Foster, Dave Haller,T. Mike Kirakosyan, Steve Martin, Casey Park, Denaya Payne,Whitney Polk, Armeda Reitzel, Mark Rizzardi, Sylvia Shively
Directors Absent: None
Also Present: Heidi Chien, John Erickson, Roy Furshpan, Bridget Hand, IanIngerson, Joyce Lopes, Dave Nakamura, Linda Pereira, Jonah Platt,Ron Rudebock, Wendy Sotomayor, Candace Young
MINUTES
SUBJECT: Approval of Agenda
MOTION: It was moved (Reitzel) and seconded (Cannon) to approve the Agenda.
ACTION: The Agenda was approved.
SUBJECT: Approval of Minutes
MOTION: It was moved (Park) and seconded (Reitzel) to approve the Minutes of theBoard Meeting on April 7, 2016.
ACTION: The Minutes were approved.
SUBJECT: Public Comment
There was no Public Comment.
SUBJECT: Chair’s Report — T. Mike Kirakosyan, reporting
Student-at-large Elections Results — AS Elections took place during the thirdweek of April. Casey Park and Ian Ingerson won the two 1-year student-atlarge positions, and Jeremy Niles is the 1-year term alternate. Jonah Platt waselected AS President, and Candace Young elected AS Student Affairs VicePresident. All newly elected student members will be seated at the end of theBoard meeting.
Introduction of Incoming Student Board Members — The newly electedstudent Board members were introduced.
Board Members’ Summer Availability — Administrative Coordinator, LindaPereira, will contact Board members on their availability in the event asummer meeting is needed.
SUBJECT: Executive Director’s Report — Dave Nakamura, reporting
Review of 20 15-16 Goals & Objectives — Board members were referred to acopy of the 20 15-16 goals review, which is an informational status report onthe objectives approved by the Board in February 2015 as part of the budgetprocess. Board members were encouraged to review the report and directquestions to Executive Director, Dave Nakamura.
Ca1PERS Public Agency Review Progress Report — There’s been no progressor report from CaIPERS to the University Center since the April Boardmeeting.
Dave added that the University Center’s annual independent financial audit iscurrently underway. The CSU Compliance Audit, which takes place everythree years, is slated to commence in June and last through mid-July.
SUBJECT: Executive Committee Report — T. Mike Kirakosyan, reporting
University Center Operating Agreement Update — The Executive Committeemet on April 29, 2016. Executive Director, Dave Nakamura, was present forthis agenda item. The Operating Agreement is being updated with a newtemplate issued by the Chancellor’s Office. Staff anticipates it will be readyfor review by the September Board meeting.
Executive Director’s Annual Performance Appraisal — In closed session,committee members received a written Performance Appraisal prepared byVice President for Enrollment Management and Student Affairs, Peg Blake.The Committee came forth with three recommendations which will bediscussed in closed session during Old Business.
MOTION: It was moved (Reitzel) and seconded (Haller) to accept the ExecutiveCommittee report. The motion carried with one abstention.
Funding of Ca1PERS Retirement Liabilities — The Finance Committee met onApril 28, 2016, with Dave Nakamura; Associate Executive Director, HeidiChien; and Accounting Manager, Wendy Sotomayor. Vice President forAdministrative Affairs, Joyce Lopes, was also present at the meeting; and
actuary consultant, Geoff Kischuk, appeared via teleconference. TheCommittee discussed and reviewed the Ca1PERS Actuarial Valuation reportand lump sum payment documentation presented by staff, and considered thepros and cons of paying the University Center’s unfunded actuarial liability infull. At the conclusion of the meeting, the Committee voted to recommendpaying off the CaIPERS pension obligation in full. Further consideration ofthis item will take place during Old Business.
MOTION: It was moved (Reitzel) and seconded (Cervantes) to accept the FinanceCommittee Report. The motion carried.
SUBJECT: Old Business
Special Board Meeting/Retreat: Set New Date — During the April meeting, theBoard agreed by consensus to hold the Special Meeting/Retreat at the beginningof fall semester, and directed staff to look at Saturdays in September andOctober and come forth with a recommendation. Staff considered variousoptions and suggested holding the retreat on either September 24 or October 15.Dave Nakamura noted that he had made contact with a facilitator who isavailable on either date. Following discussion, Chair Kirakosyan called for amotion from the floor.
MOTION: It was moved (Blake) and seconded (Foster) to set the Special BoardMeeting/Retreat date on Saturday, September 24, 2016, from 9:00 a.m. to4:00 p.m., at the Humboldt Bay Aquatic Center in Eureka.
ACTION: The motion was approved with one abstention.
Campus Internal Compliance Review Report — Dave Nakamura reported thatthe internal compliance review commenced in mid-March, lasting through theend of April. A draft report has been issued by the campus and was in theprocess of being smoothed over, but since that time this item has moved in adifferent direction. VP Joyce Lopes reported that UC management staff hadconcerns about some of the recommendations contained in the draft. Due tothese concerns, President Rossbacher reached out to the Chancellor’scompliance auditor’s office to conduct a “business processes review” of theUniversity Center and provide an objective report before the campus’s internalcompliance report is shared with the Board. This review is separate from theupcoming CSU compliance audit, and will be scheduled as soon as possible.
Associated Students/University Center Administrative Services Agreement —
Dave Nakamura reported that an existing agreement between AS and UC is inplace from 2015, with a five-year term. Annually, the agreement is renewed aspart of the Associated Students’ budget process to acknowledge theorganization’s intent to continue the contract and make any adjustments to thedollar amount. The Associated Students wishes to resume the business
services agreement with UC in 20 16-17, and has issued a subsequent renewalsigned by the AS President, but Dave has been instructed by campusadministration to delay signing the document pending the results of theinternal compliance review. Ordinarily, the AS annual renewal does not comebefore the Board for approval (the main five-year agreement does comebefore the Board). Given that the internal compliance review report has beendelayed and the Associated Students’ need for business services for the nextfiscal year beginning July 1, it was thought that the Board could give theExecutive Director consent to sign the document. To that end, ChairKirakosyan called for a special Board meeting to further discuss and takeaction on this item. The meeting will take place on Friday, May 13, 2016, at2:00 p.m., location to be determined.
Funding Ca1PERS Retirement Liabilities — The University Center iscontracted with Ca1PERS to provide retirement benefits for its regular-benefited employees and as such, the UC is responsible for funding itspension obligations. In April, Ca1PERS provided a calculation based on theirmost recent annual valuation which assumes payment by June 1, 2016, thatthe unfunded liability of the UC will be reduced or eliminated by a lump sumpayment in the amount of $2.94 million. The University Center has beenanticipating this funding need and has cash reserved to meet the obligation.
The cash-fund reserves currently reside in a Local Agency Investment Fund(LAW) account earning about .3% to .5% in interest, while Ca1PERS is usinga discount rate of 7.5%. The differential in rates can bring about substantialsavings in the long run. The Finance Committee had a thorough discussionwith the assistance of Geoff Kischuk, an actuary consultant currently workingwith the UC on the post-retirement benefit projections, and concurred that topay off the Unfunded Accrued Liability (UAL) in one lump sum is financiallybeneficial for the University Center.
During the ensuing discussion, it was noted that many cities and countygovernments are struggling with how to meet their UAL obligations. It is aprivilege that as an organization with a Ca1PERS pension liability, theUniversity Center has the means to pay off the amount. The Board consideredthe timing involved with transferring the funds — whether to pay it soon orhold off a few months and take up this item again when it convenes inSeptember. It was agreed by consensus to allow management staff todetermine the most prudent timing involved.
MOTION: It was moved (Foster) and seconded (Cervantes) to approve paying theactuarial liability to CaIPERS, and that the Board receives a report at theSeptember meeting on whether or not it has occurred, or whether or not itneeds to be extended.
ACTION: The motion was approved by unanimous vote.
Executive Director’s Annual Performance Appraisal — Chair Kirakosyancalled for a motion to move into closed session to confer on a performanceevaluation. [Calif. Ed. Code, Section 89923, Evaluation of Performance]
MOTION: It was moved (Blake) and seconded (Reitzel) to go into closed session. Themotion carried.
At this point in the proceedings, all non-Board members exited the meetingroom. The closed session commenced at 6:50 p.m. The Board moved out ofclosed session at 7:05 p.m.
MOTION: It was moved (Park) and seconded (Polk) to end closed session. The motioncarried.
MOTION: It was moved (Martin) and seconded (Reitzel) to accept the performanceappraisal report as presented. The motion carried.
SUBJECT: New Business
University Center Operating Agreement — Dave Nakamura reported that theprocess to update the contract commenced in April. The operating agreementbetween HSU and the University Center outlines the functions, parameters,and facilities that the UC is permitted to manage on and off campus. TheChancellor’s Office has issued a new template for all auxiliary operatingagreements with boilerplate legal language and various areas that need to befilled in. One of the most significant areas is facilities because the UniversityCenter has a number of them listed in the operating agreement. Staff from UCand campus administration have met to work on updating items such as howthe facilities are listed, and clarifying who’s responsible in terms of operationsand maintenance. This process will be ongoing throughout summer, and adraft document may be taken up by the Executive Committee forconsideration before the September Board meeting. The intent is to have itfinalized for approval in the fall. Meanwhile, the University Center’s existingoperating agreement with the campus remains in effect through 2018.
20 16-17 Proposed Board Meeting Calendar — Board members were referred toa copy of the proposed meeting calendar for the 20 16-17 academic year. Inprior years, the Board has voted to approve the September meeting date andthe rest of the dates during that meeting in the event changes needed to bemade to the schedule. In general, Board meetings are held on the secondThursday of the month at 5:15 p.m., during the academic year.
MOTION: It was moved (Park) and seconded (Cannon) to hold the first Board meeting ofthe 2016-17 academic year on September 8, 2016, at 5:15 p.m.
ACTION: The motion was approved.
SUBJECT: General Board Comments
Juan Cervantes expressed his appreciation to the UC Board and to DaveNakamura and UC staff for a job well done. Whitney Polk recognized theaccounting staff for their hard work this year.
SUBJECT: Announcements
Center Activities Manager, Bridget Hand, announced that HSU is registeredfor the Outdoor Nation’s Campus Challenge for “Most Outdoorsy” campus inthe nation. Events will be open to all campus and community members. Thecompetition takes place September 4 — lOw.
SUBJECT: Seating of Newly Elected Student Board Members
Chair Kirakosyan called for a motion to seat the following newly electedstudent Board members:
Ian Ingerson, Student-at-large, 1-year termCasey Park, Student-at-large, 1-year termJonah Platt, AS President, Ex-officioCandace Young, AS Student Affairs VP, Ex-officio
MOTION: It was moved (Martin) and seconded (Reitzel) to seat the newly electedstudent Board members.
ACTION: The motion carried.
SUBJECT: Adjournment
The meeting adjourned at 7:10 p.m.
Submitted by:Linda PereiraRecording Secretary/Assistant to Executive Director
