Board Legislation - Bylaws
Bylaws of the SIU Board of TrusteesTable of Contents for Bylaws
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Article I. Meetings of the Board
Article II. Officers
Article III. Committees
Article IV. Board and Chief Executive and Administrative Authority
Article V. Legislation
Article VI. Agenda
Article VII. Office of the Board of Trustees
Article VIII. The Seal
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Article I. Meetings of the Board
Section 1. Regular Meetings
Regular meetings of the Board shall be held at least quarterly during each calendar year on a campus of Southern Illinois University. The Board may schedule additional regular and special meetings, and such additional meetings shall be held on a campus of Southern Illinois University unless otherwise ordered by the Board or another place of meeting is indicated in the written notice for a meeting. The Executive Secretary shall give to each member of the Board, to the President of Southern Illinois University, and to the Chancellors written notice of all regular meetings and of the agenda not less than ten days prior to such meetings. The Board may, by a majority of a quorum, consider for discussion matters which are not submitted ten days in advance of a meeting; unanimous consent shall be required to bring such matters to a vote for action. In any event, the Board's ability to either consider or take action on a matter shall be subject to the Open Meetings Act. (3/13/03, 3/28/19).
Regular meetings of the Board shall be held at least quarterly during each calendar year on a campus of Southern Illinois University. The Board may schedule additional regular and special meetings, and such additional meetings shall be held on a campus of Southern Illinois University unless otherwise ordered by the Board or another place of meeting is indicated in the written notice for a meeting. The Executive Secretary shall give to each member of the Board, to the President of Southern Illinois University, and to the Chancellors written notice of all regular meetings and of the agenda not less than ten days prior to such meetings. The Board may, by a majority of a quorum, consider for discussion matters which are not submitted ten days in advance of a meeting; unanimous consent shall be required to bring such matters to a vote for action. In any event, the Board's ability to either consider or take action on a matter shall be subject to the Open Meetings Act. (3/13/03, 3/28/19).
Section 2. Special Meetings
The Chairperson (Chair) may call special meetings of the Board upon his or her own initiative. The Chair shall call a special meeting upon the request of three members. Notice of such meeting shall be given to all members of the Board, the President, and the Chancellors at least forty-eight hours prior thereto. Such notice shall designate the time, place, and agenda of the meeting and the source of the call (3/13/03).
The Chairperson (Chair) may call special meetings of the Board upon his or her own initiative. The Chair shall call a special meeting upon the request of three members. Notice of such meeting shall be given to all members of the Board, the President, and the Chancellors at least forty-eight hours prior thereto. Such notice shall designate the time, place, and agenda of the meeting and the source of the call (3/13/03).
Section 3. Executive Sessions
The policy of the Board shall be one of strict compliance with both the letter and spirit of the law in the utilization of executive sessions. Therefore, the proceedings of this Board shall be open to continuing scrutiny by the press and public in accordance with the following guidelines and procedures:
The policy of the Board shall be one of strict compliance with both the letter and spirit of the law in the utilization of executive sessions. Therefore, the proceedings of this Board shall be open to continuing scrutiny by the press and public in accordance with the following guidelines and procedures:
- Executive sessions will be held when necessary.
- A regular meeting shall not ordinarily adjourn into executive session before the Agenda has been substantially acted upon. There may be circumstances which can require an exception to be made including but not limited to executive sessions for discussion of matters upon which public action will be required in the remainder of the regular meeting, and executive sessions which cannot reasonably be scheduled for any other time because of the unavailability of invited participants.
- Any Board member or the President shall communicate to the Chair a desire to discuss a matter in executive session along with an estimate of the time needed for such discussion and the topic or topics for discussion. The President and the Chair shall jointly determine whether suggested topics are properly dealt with in executive session. The Chair or the President will communicate this determination to the person who proposed the topic. If the determination supports consideration of a topic or topics, the Chair will, at the proper time, entertain a motion to adjourn for discussion of that topic or topics only at an executive session. A roll call vote will be recorded on each such motion.
- If during the course of an executive session anyone present feels that the discussion has strayed from permissible topics, that person shall raise a point of order with the presiding officer, who will determine the question of order. Any member may then move the point of order or the presiding officer may choose to act upon it on the Chair's own motion. If the Chair submits the question to the members present, the ruling is final, but an order of the Chair may be appealed under the usual parliamentary rules.
Section 4. Quorum
- A quorum of the Board shall be present for the transaction of business when at least five voting members of the Board are physically present at a meeting except as otherwise provided by these Bylaws. Any number less than a quorum present at a meeting, duly called, shall adjourn until a quorum shall be in attendance.
- After a quorum is established in accordance with this Section, additional Board members may attend the meeting via video or audio conference if the member is unable to attend the meeting due to: (i) personal illness or disability; (ii) employment purposes or public business of the Board; or (iii) family or other emergency.
- If a member wishes to attend by video or audio conference, he/she shall notify the Secretary of the Board as soon as practicable. Upon notifying the Secretary, the member shall also indicate the reason they are unable to physically attend the meeting. The Board shall then take a vote to determine whether the member shall be permitted to attend via video or audio conference.
Section 5. Action in Regular and Special Meetings
At all regular and special meetings it shall be valid to act on any subject within the power of the Board except as provided elsewhere in these Bylaws. It shall be the policy of the Board to act only upon matters set forth in the agenda; however,subject to the Open Meetings Act and Article I Section 1 of these Bylaws, at a regular meeting, the Board may consider and/or take action on a matter not previously on the agenda. In matters involving changes in student fees and charges, when Board approval is required, it shall normally be the policy of the Board that such changes be first placed on the agenda for the information of and discussion by the Board at one meeting, and that such changes, amended as necessary in the light of Board discussion, be placed on the agenda for action at the next regularly scheduled meeting (3/13/03, 3/28/19).
At all regular and special meetings it shall be valid to act on any subject within the power of the Board except as provided elsewhere in these Bylaws. It shall be the policy of the Board to act only upon matters set forth in the agenda; however,subject to the Open Meetings Act and Article I Section 1 of these Bylaws, at a regular meeting, the Board may consider and/or take action on a matter not previously on the agenda. In matters involving changes in student fees and charges, when Board approval is required, it shall normally be the policy of the Board that such changes be first placed on the agenda for the information of and discussion by the Board at one meeting, and that such changes, amended as necessary in the light of Board discussion, be placed on the agenda for action at the next regularly scheduled meeting (3/13/03, 3/28/19).
Section 6. Order of Business
The business at each regular meeting of the Board shall generally be conducted in the following order.
- Roll call of members
- Approval of minutes of last meeting
- Selection of officers
- Trustee reports
- Reports of Committees
- Permanent Committees
- Special Committees
- Executive Officer Reports
- Public Comments and Questions
- Receipt of Information and Notice Items
- Ratification of Personnel Matters
- Recommendations of the President of Southern Illinois University
At special meetings of the Board, the order of business shall be as set forth in a duly established agenda for said meeting, but, in any event, public comments shall occur prior to votes on action items.
(3/13/03, 3/28/19)
Section 7. Rules of Procedure
Board meetings shall be conducted according to Robert's Rules of Order, except as otherwise modified by these Bylaws or the Board. The ayes and nays shall be called and entered upon each vote. A roll call vote shall be taken for any omnibus motion, any motion involving the issuance of bonds, if requested by any Board member, or if required by law. Other actions may be by voice vote.
A motion by any Board member and second by any Board member are sufficient to place any matter before the Board for debate and action or to initiate any other parliamentary action which may be in order, whether the moving party is or is not counted for the purpose of ascertaining a quorum.
(4/12/07, 3/28/19)
Board meetings shall be conducted according to Robert's Rules of Order, except as otherwise modified by these Bylaws or the Board. The ayes and nays shall be called and entered upon each vote. A roll call vote shall be taken for any omnibus motion, any motion involving the issuance of bonds, if requested by any Board member, or if required by law. Other actions may be by voice vote.
A motion by any Board member and second by any Board member are sufficient to place any matter before the Board for debate and action or to initiate any other parliamentary action which may be in order, whether the moving party is or is not counted for the purpose of ascertaining a quorum.
(4/12/07, 3/28/19)
Section 8. Minutes
The Secretary shall keep minutes of the proceedings of the Board. Copies of such Minutes shall be deposited in the central library at each university following approval by the Board and retained thereafter in those locations for public information. Minutes of meetings and of actions recommended by the Committees of the Board shall be submitted to the Board for approval. They shall be deposited with the Secretary of the Board. The Office of the Board of Trustees of Southern Illinois University shall serve as a depository for all records of the Secretary or the Executive Secretary and reports and other documents upon or with relation to which the Board has acted. The Annual Report of the Board may include summary statements covering all the actions of the Board. (3/13/03)
The President of Southern Illinois University, at that officer's discretion, is authorized to make appropriate releases of information regarding Board actions or proposed actions prior to the approval of Board Minutes.
The Secretary shall keep minutes of the proceedings of the Board. Copies of such Minutes shall be deposited in the central library at each university following approval by the Board and retained thereafter in those locations for public information. Minutes of meetings and of actions recommended by the Committees of the Board shall be submitted to the Board for approval. They shall be deposited with the Secretary of the Board. The Office of the Board of Trustees of Southern Illinois University shall serve as a depository for all records of the Secretary or the Executive Secretary and reports and other documents upon or with relation to which the Board has acted. The Annual Report of the Board may include summary statements covering all the actions of the Board. (3/13/03)
The President of Southern Illinois University, at that officer's discretion, is authorized to make appropriate releases of information regarding Board actions or proposed actions prior to the approval of Board Minutes.
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Article II. Officers of the Board
Section 1. Election of Officers
The Board shall, at its first regular meeting following the third Monday in each January, elect by roll call vote from its own membership and by a majority vote of those voting members present, a Chair, a Vice-Chair, and a Secretary, who shall hold office until their successors are elected and qualified. If only one person is nominated for an office the nominee may be elected by acclamation. (3/13/03, 03/21/12)
The Board shall, at its first regular meeting following the third Monday in each January, elect by roll call vote from its own membership and by a majority vote of those voting members present, a Chair, a Vice-Chair, and a Secretary, who shall hold office until their successors are elected and qualified. If only one person is nominated for an office the nominee may be elected by acclamation. (3/13/03, 03/21/12)
Section 2. Determination of Duties
The officers of the Board shall perform the duties expressly enjoined upon them by the laws of this State and by the legislation of this Board and such other incidental duties as pertain to their respective offices.
The officers of the Board shall perform the duties expressly enjoined upon them by the laws of this State and by the legislation of this Board and such other incidental duties as pertain to their respective offices.
Section 3. Duties of the Chair and Vice-Chair of the Board
The Chair of the Board shall preside over all meetings of the Board. That officer shall, subject to the provisions of Article I, Section 2, with respect to notice, call the Board or Executive Committee into regular or special session at such times as the Chair may deem it desirable or as provided for elsewhere in these Bylaws. The Chair shall have authority to decide any disputes as to the application or meaning of the Bylaws and other legislation of the Board, but any such decision shall be referred to the next regular or special meeting of the Board for final judgment and adjudication by the Board. The Chair, in that officer's discretion, is authorized to make public information releases on behalf of the Board.
In the absence of the Chair of the Board, or in the event that that officer is unable to act as such, or in the event that the office becomes vacant, the Vice-Chair shall act as Chair of the Board and perform all the duties of the Chair. In the absence of the Chair and Vice-Chair the voting members of the Board present shall select a Chair pro tempore.
The Chair of the Board shall preside over all meetings of the Board. That officer shall, subject to the provisions of Article I, Section 2, with respect to notice, call the Board or Executive Committee into regular or special session at such times as the Chair may deem it desirable or as provided for elsewhere in these Bylaws. The Chair shall have authority to decide any disputes as to the application or meaning of the Bylaws and other legislation of the Board, but any such decision shall be referred to the next regular or special meeting of the Board for final judgment and adjudication by the Board. The Chair, in that officer's discretion, is authorized to make public information releases on behalf of the Board.
In the absence of the Chair of the Board, or in the event that that officer is unable to act as such, or in the event that the office becomes vacant, the Vice-Chair shall act as Chair of the Board and perform all the duties of the Chair. In the absence of the Chair and Vice-Chair the voting members of the Board present shall select a Chair pro tempore.
Section 4. Duties of the Secretary of the Board
- The Secretary shall attend all meetings of the Board and shall keep a full and accurate record of all votes and acts of the Board.
- The Secretary shall promptly furnish a copy of the Minutes of each regular or special meeting of the Board and of the Executive Committee to all members of the Board, to the President, and to the Chancellors. Such Minutes shall report changes, amendments, or additions to Board legislation.
- The Secretary shall notify all committee members of their appointment and shall furnish to them a copy of all resolutions or orders assigning functions to such committees.
- The Secretary shall record all calls for meetings of the Board and shall notify all members of such meetings.
- The Secretary shall keep a record of the names of all members of the Board of Trustees, the dates of their appointments, and the dates of the expiration of their terms of office, and a file of all reports made by the committees of the Board.
- The Secretary shall keep a current and complete record and text of Board legislation which shall be updated on the Board's Website in a timely manner after Board approval. (3/13/03)
- The Secretary shall be custodian of the corporate seal and shall affix it to attest to the authenticity of the signature of any officer of the Board, or to the contractual authority of the President or of either Chancellor and the authenticity of the signature for the prosecution of routine activities of the office and approved programs and projects, or in other cases as provided by law or as authorized by the Board.
- The Secretary shall prepare materials in support of the agenda for each meeting of the Board.
Section 5. Appointed Officers of the Board
The Executive Secretary, Board Treasurer, and General Counsel, once appointed, shall serve at the pleasure of the Board.
The Executive Secretary, Board Treasurer, and General Counsel, once appointed, shall serve at the pleasure of the Board.
- The Executive Secretary of the Board shall perform the duties of the office of Secretary and or assist the Secretary to the Board in performing his or her duties. The Executive Secretary shall work closely with other Board officers and the President in the development and production of the agenda and materials in support of the agenda for meetings of the Board. The Executive Secretary shall serve as the chief administrative officer of the Office of the Board of Trustees. The President shall assign other duties. The salary of the Executive Secretary shall be established by the President with concurrence of the Finance Committee. (3/13/03, 09/08/11, 09/15/22)
- The Board Treasurer is the chief custodian of all funds held in the name of the Board of Trustees and is responsible for overseeing the issuance and sale of revenue bonds and other forms of financing, as allowed by statute and policy, on behalf of the Board of Trustees. Bank accounts for the University will be held in the name of the Board of Trustees, and signature authority for checks is vested in the Board Treasurer. The Board Treasurer is responsible for complying with various requirements of financing resolutions, oversight of investments and banking relationships, and coordination and development of annual financial and bondholders' reports. The Board Treasurer will recommend, as necessary, financial policies and procedures to insure compliance with Board and University policies and guidelines. The Board Treasurer has direct access to the Board and vice versa. (3/13/03)
Other responsibilities and duties of the Board Treasurer shall be specified by Board Legislation. The Board Treasurer shall be chosen from among the members of the staff of the University and shall work closely with other Board officers and the President. The President shall establish the Board Treasurer’s salary with concurrence of the Finance Committee. In the event that the Board Treasurer is unable to perform prescribed duties as determined in the sole discretion of the Board Executive Committee, the Board Executive Committee is authorized to appoint an interim Board Treasurer subject to the ratification of the Board of Trustees at its next regularly scheduled meeting. (09/15/22) - The General Counsel is the principal legal adviser to the Board of Trustees, the President, and Board-appointed officers. The General Counsel shall attend all meetings of the Board except when the Board stipulates otherwise and shall review all of its proceedings as to the legality of the Board's actions. The President shall assign other duties. The General Counsel shall work closely with other Board-appointed officers and the President. The General Counsel shall direct counsel at SIU's campuses and ensure that timely and effective legal representation is provided to Southern Illinois University. The General Counsel's salary shall be established by the President with concurrence by the Finance Committee. (3/13/03, 3/28/19)
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Print-friendly Version of Article IV | Return to topArticle III. Committees of the Board
Return to top Section 1. The Executive Committee
The Executive Committee shall consist of the Chair and of two other members of the Board elected at the first regular meeting following the third Monday in each January. The Executive Committee shall meet whenever the chair, or two members thereof, shall find it necessary for the transaction of any business which is urgent and cannot be postponed to a meeting of the full Board. If a quorum of the committee, two members, is present in the same location, the third member may participate via video or audio conference, subject to the Open Meetings Act. The committee may transact business providing a quorum is present. All trustees shall be given the same notice of the meeting that is sent to the members of the Executive Committee and any who wish may elect to participate in the meeting as nonvoting participants.
The Executive Committee functions as an instrument of the Board and shall possess all the powers of the Board when in session, provided that it shall not overrule, revise, or change the previous acts of the Board, or take from regular or special committees any business referred to them by the Board.
The Executive Committee shall consist of the Chair and of two other members of the Board elected at the first regular meeting following the third Monday in each January. The Executive Committee shall meet whenever the chair, or two members thereof, shall find it necessary for the transaction of any business which is urgent and cannot be postponed to a meeting of the full Board. If a quorum of the committee, two members, is present in the same location, the third member may participate via video or audio conference, subject to the Open Meetings Act. The committee may transact business providing a quorum is present. All trustees shall be given the same notice of the meeting that is sent to the members of the Executive Committee and any who wish may elect to participate in the meeting as nonvoting participants.
The Executive Committee functions as an instrument of the Board and shall possess all the powers of the Board when in session, provided that it shall not overrule, revise, or change the previous acts of the Board, or take from regular or special committees any business referred to them by the Board.
The Executive Committee shall make a written record of all its transactions and submit it to the Board at its next regular meeting, signed by all the members of the Executive Committee agreeing thereto. Such record shall thereupon be incorporated in the minutes of the Board as an integral part thereof.
Source: Article IV Bylaws of the University of Illinois Board of Trustees, July 21, 2011.
(12/08/11, 3/28/19)
Section 2. Architecture and Design Committee
- The Architecture and Design Committee shall consist of not less than three members of the Board appointed by the Board Chair, who shall also designate one member as the Committee Chair. Members shall be appointed annually at the meeting when Board officers are elected, with vacancies to be filled by appointment by the Board Chair as they occur. The Committee shall be staffed through the Office of the President. The Chair of the Committee will call meetings as appropriate, with the Executive Secretary handling the scheduling and appropriate notices. (11/13/13)
- The Committee shall be concerned with capital projects as they affect the function and appearance of the campuses. Phases of capital projects requiring Board approval shall be reviewed by the Committee at each appropriate stage of planning and prior to presentation to the Board. Review shall include but not be limited to
- "Master planning" considerations related to campus function and appearance, such as project location, traffic, and similar factors;
- Processes and procedures for architect selection;
- External appearance of projects as conceived in renderings or schematics.
- Review and recommend to the Board guidelines for capital budgets. (3/13/03)
- As appropriate, the Committee shall offer comment in relation to its responsibilities during project development stages and when capital project items are presented to the Board.
Section 3. Finance Committee
Purpose: The committee shall be concerned with investments; financial reports submitted to and issued by the Board; external financing; and the planning and development of major policies related to operating budgets.
Authority: The Committee shall:
(11/08/07, 03/22/12, 3/24/16, 12/13/18, 3/28/19, 9/12/19, 2/10/22, 04/28/22)
Purpose: The committee shall be concerned with investments; financial reports submitted to and issued by the Board; external financing; and the planning and development of major policies related to operating budgets.
Authority: The Committee shall:
- Approve general philosophies and strategies for investment practices;
- Review investment reports;
- Suggest improvements in financial reporting to the Board;
- Represent the Board in preliminary discussions of and planning for issuance of revenue bonds and other external financing;
- Review and recommend to the Board the annual operating budgets, guidelines for salary administration, tuition increases, general student fees increases, and other policies related to major financial decisions; and
- Review and approve the initial appointment and any subsequent salary changes, except for raises from salary pools established during budget development, for all Board-appointed officers, all Administrative and Professional Staff Employees in the Office of the President, the Vice Chancellors at SIUC and SIUE, and the Dean and Provost of the SIU School of Medicine.
(11/08/07, 03/22/12, 3/24/16, 12/13/18, 3/28/19, 9/12/19, 2/10/22, 04/28/22)
Section 4. Academic Matters Committee
- The Academic Matters Committee shall consist of not less than three members of the Board appointed by the Board Chair, who shall also designate one member as the Committee Chair. Members shall be appointed annually at the meeting when Board officers are elected, with vacancies to be filled by appointment by the Board Chair as they occur. The Committee shall be staffed by the Office of the President. The Chair of the Committee will call meetings as appropriate, with the Executive Secretary handling the scheduling and appropriate notices. (11/13/13)
- The Committee will be responsible for reviewing and recommending to the Board on the following matters:
- proposals for the establishment, allocation, and abolition of all educational units, and of curricula and degrees, except as authority for action on such proposals has been expressly delegated to the President;
- the annual RAMP Planning Documents, consisting of planning statements, a five-year program development schedule, reports on program reviews completed in the preceding year, and new program requests, program priorities requests, and other special requests;
- responses to the annual IBHE report on program reviews at public universities;
- proposals for honorary degrees and distinguished service awards.
- The Committee may also review other matters central to general academic concerns. (3/13/03)
Section 5. Special Committees
The Chair with Board approval may appoint special committees as needed. Each committee shall be automatically discharged at the end of the first regular meeting following the third Monday in each January unless the Board takes specific action to extend its life beyond that time. The Chair of the Board shall serve as an ex-officio member of all special Board committees. (3/13/03)
The Chair with Board approval may appoint special committees as needed. Each committee shall be automatically discharged at the end of the first regular meeting following the third Monday in each January unless the Board takes specific action to extend its life beyond that time. The Chair of the Board shall serve as an ex-officio member of all special Board committees. (3/13/03)
Section 6. Audit Committee
Purpose: The Audit Committee is responsible for assisting the Board of Trustees in fulfilling its responsibility for the safeguarding of assets and for the oversight of the quality and integrity of the accounting, reporting, and internal control practices of the University; the independent audit process; and the effectiveness of the University's procedures for monitoring compliance with appropriate laws and regulations, its code or codes of conduct, conflict of interest policies and its complaint reporting procedures. A copy of the Audit Committee Charter, which details the roles and responsibilities of the Audit Committee, is on file with the Executive Secretary of the Board.
Authority: The Committee shall:
(11/08/07, 9/11/08)
Purpose: The Audit Committee is responsible for assisting the Board of Trustees in fulfilling its responsibility for the safeguarding of assets and for the oversight of the quality and integrity of the accounting, reporting, and internal control practices of the University; the independent audit process; and the effectiveness of the University's procedures for monitoring compliance with appropriate laws and regulations, its code or codes of conduct, conflict of interest policies and its complaint reporting procedures. A copy of the Audit Committee Charter, which details the roles and responsibilities of the Audit Committee, is on file with the Executive Secretary of the Board.
Authority: The Committee shall:
- Consider the quality of the annual financial report, review footnote disclosure, and review the results of on audit reports and findings.
- Monitor management's handling of internal controls, including those established for financial information systems.
- Oversee the effectiveness of systems for monitoring compliance with legal and regulatory requirements, review quarterly compliance reports, and report significant noncompliance to the Board’s attention.
- Monitor the Board's and Management's adherence to the institution's conflict-of-interest policy.
- Evaluate the effectiveness of the internal audit function, review internal audit plans and quarterly audit progress reports.
- Arrange special audits in exigent circumstances and with the written concurrence of at least two other board members.
(11/08/07, 9/11/08)
Article IV. Chief Executive and Administrative Authority
Section 1. The President
The President shall be the chief executive and administrative authority of Southern Illinois University System and shall be selected by the Board. An affirmative vote of at least five (5) voting members of the Board shall be required for the initial selection of the President or the termination of the President's services. The Board shall set that officer's compensation. The President shall serve at the pleasure of the Board. (3/13/03, 3/28/19)
The President shall be the chief executive and administrative authority of Southern Illinois University System and shall be selected by the Board. An affirmative vote of at least five (5) voting members of the Board shall be required for the initial selection of the President or the termination of the President's services. The Board shall set that officer's compensation. The President shall serve at the pleasure of the Board. (3/13/03, 3/28/19)
Section 2. The Chancellors
The Chancellors, reporting to the President and through that officer to the Board, shall be the chief executive officers of Southern Illinois University Carbondale and Southern Illinois University Edwardsville, respectively, and shall be selected by the Board upon recommendation of the President. An affirmative vote of at least five (5) voting members of the Board shall be required for the initial selection of each Chancellor or the termination of a Chancellor's services. The Board after receiving the recommendation of the President shall set the compensation of the Chancellors. The Chancellors shall serve at the pleasure of the President and Board. (3/13/03, 3/24/16, 3/28/19)
The Chancellors, reporting to the President and through that officer to the Board, shall be the chief executive officers of Southern Illinois University Carbondale and Southern Illinois University Edwardsville, respectively, and shall be selected by the Board upon recommendation of the President. An affirmative vote of at least five (5) voting members of the Board shall be required for the initial selection of each Chancellor or the termination of a Chancellor's services. The Board after receiving the recommendation of the President shall set the compensation of the Chancellors. The Chancellors shall serve at the pleasure of the President and Board. (3/13/03, 3/24/16, 3/28/19)
Section 3. Board Meetings
The President and the Chancellors shall attend all Board meetings unless instructed to the contrary by the Board, and shall inform and advise the Board with respect to the operations of the University.
The President and the Chancellors shall attend all Board meetings unless instructed to the contrary by the Board, and shall inform and advise the Board with respect to the operations of the University.
Section 4. Board Communications
The President shall serve as the channel of communication between the Board and all subordinate administrative officers and personnel of the respective sectors of the organization; and, in this connection, the President shall have direct access to the Board, consistent with such procedures as the Board shall declare. This does not preclude members of the Board from communicating with designated University administrators and staff as may be required to discharge their Board committee duties. (3/13/03, 3/28/19)
The President shall serve as the channel of communication between the Board and all subordinate administrative officers and personnel of the respective sectors of the organization; and, in this connection, the President shall have direct access to the Board, consistent with such procedures as the Board shall declare. This does not preclude members of the Board from communicating with designated University administrators and staff as may be required to discharge their Board committee duties. (3/13/03, 3/28/19)
Section 5. Emergency Powers
In emergencies involving situations beyond the normal conditions of the University, the President shall, within the limits of available funds or unappropriated surplus, have the power to act with dispatch in matters involving the respective sectors of the organization. Any such actions, together with reasons therefore, shall be reported promptly to the Board.
In emergencies involving situations beyond the normal conditions of the University, the President shall, within the limits of available funds or unappropriated surplus, have the power to act with dispatch in matters involving the respective sectors of the organization. Any such actions, together with reasons therefore, shall be reported promptly to the Board.
Section 6. Employment
The President shall recommend to the Board, in accordance with Board policy, suitable persons for employment or appointment to administrative, instructional, research, and service positions within the sectors of the University and shall recommend to the Board the appointment of the persons selected. (3/13/03)
The President shall recommend to the Board, in accordance with Board policy, suitable persons for employment or appointment to administrative, instructional, research, and service positions within the sectors of the University and shall recommend to the Board the appointment of the persons selected. (3/13/03)
Article V: Board Legislation
Section 1. Classification of Board Legislation
Legislation by the Board shall be classified as 1) Bylaws, 2) Statutes, 3) Policies, 4) other procedures by which the Board operates. (3/13/03, 3/28/18)
Legislation by the Board shall be classified as 1) Bylaws, 2) Statutes, 3) Policies, 4) other procedures by which the Board operates. (3/13/03, 3/28/18)
Section 2. Bylaws of the Board
Legislation concerning the organization, procedures, and functions of the Board of Trustees itself shall be classified as Bylaws of the Board.
Legislation concerning the organization, procedures, and functions of the Board of Trustees itself shall be classified as Bylaws of the Board.
Section 3. Statutes of the Board
Legislation concerning the broad administrative structure and purposes of the internal organization of the University shall be classified as Statutes of the Board.
Legislation concerning the broad administrative structure and purposes of the internal organization of the University shall be classified as Statutes of the Board.
Section 4. Policies of the Board
Legislation which provides governing or guiding principles concerning the internal operations of the university and administrative actions shall be classified as Policies of the Board. (3/13/03)
Legislation which provides governing or guiding principles concerning the internal operations of the university and administrative actions shall be classified as Policies of the Board. (3/13/03)
Section 5. Procedures of the Board
A series of interrelated steps, written or otherwise that are taken to assist in implementing the Board's operational policy. (3/13/03, 3/28/18)
A series of interrelated steps, written or otherwise that are taken to assist in implementing the Board's operational policy. (3/13/03, 3/28/18)
Section 6. Amendment of Board Legislation
The Bylaws, Statutes, and Policies and accompanying procedures of the Board may be amended, deleted or newly proposed and the Bylaws, Statutes, and Policies may be adopted at any regular or special meeting of the Board. A notice of intent for any amendment, deletion or addition to the Bylaws, Statutes, and Policies shall be postmarked or sent via other means not less than ten calendar days prior to a meeting to the members of the Board of Trustees, except as otherwise permitted by these Bylaws and subject to the Open Meetings Act. Notice may be included in the call for the meeting and shall be in writing and include the exact wording of the proposed legislation. (3/13/03, 3/28/19)
The Bylaws, Statutes, and Policies and accompanying procedures of the Board may be amended, deleted or newly proposed and the Bylaws, Statutes, and Policies may be adopted at any regular or special meeting of the Board. A notice of intent for any amendment, deletion or addition to the Bylaws, Statutes, and Policies shall be postmarked or sent via other means not less than ten calendar days prior to a meeting to the members of the Board of Trustees, except as otherwise permitted by these Bylaws and subject to the Open Meetings Act. Notice may be included in the call for the meeting and shall be in writing and include the exact wording of the proposed legislation. (3/13/03, 3/28/19)
Section 7. Policy Concerning Consultation
The Board, in general and whenever required shall send to appropriate University authority for comment and recommendation, any proposed Statutes and Policies of the Board with respect to the internal organization and operation of the University. This transmittal shall occur prior to final action by the Board. The Board, with respect to these matters, shall not be required to follow the recommendations. (3/13/03)
The Board shall require that the matters involving constituency interests in relevant campus matters include a report of constituency involvement for Board consideration. (3/13/03)
The Board, in general and whenever required shall send to appropriate University authority for comment and recommendation, any proposed Statutes and Policies of the Board with respect to the internal organization and operation of the University. This transmittal shall occur prior to final action by the Board. The Board, with respect to these matters, shall not be required to follow the recommendations. (3/13/03)
The Board shall require that the matters involving constituency interests in relevant campus matters include a report of constituency involvement for Board consideration. (3/13/03)
Section 8. Judicial Authority
The Board retains final judicial authority with respect to the interpretation and enforcement of the Bylaws, Statutes, and Policies of the Board and with respect to any controversy that may arise thereunder. It also may refuse jurisdiction when, in its opinion, the judgment of subordinate authority should be determinative. The Board may also withdraw any specific case from the jurisdiction of the President or of any other agency of the University when, in the opinion of the Board, such action will best serve the purposes of justice. (3/13/03)
The Board retains final judicial authority with respect to the interpretation and enforcement of the Bylaws, Statutes, and Policies of the Board and with respect to any controversy that may arise thereunder. It also may refuse jurisdiction when, in its opinion, the judgment of subordinate authority should be determinative. The Board may also withdraw any specific case from the jurisdiction of the President or of any other agency of the University when, in the opinion of the Board, such action will best serve the purposes of justice. (3/13/03)
Section 9. Intention of the Statutes and Policies
It is the intention of the Statutes and Policies to provide the broad governing principles and policies of the organization and operations of the University. (3/13/03)
The President is authorized in the Statutes and Policies to approve guidelines, regulations, and other statements which further implement the Board's Statutes and Policies. The President, as required by Board policy, will approve such guidelines, regulations, and statements developed under the authority of the Chancellors. (3/13/03, 3/28/18)
It is the intention of the Statutes and Policies to provide the broad governing principles and policies of the organization and operations of the University. (3/13/03)
The President is authorized in the Statutes and Policies to approve guidelines, regulations, and other statements which further implement the Board's Statutes and Policies. The President, as required by Board policy, will approve such guidelines, regulations, and statements developed under the authority of the Chancellors. (3/13/03, 3/28/18)
Article VI: Board Agenda Policy and Procedures
Section 1. Presentations by the President and Chancellors of Southern Illinois University
- The Board Chair, in consultation with the President of Southern Illinois University, shall establish the agenda for each meeting of the Board. Trustees may provide recommendations of items to be included on the agenda for the Board Chair's consideration. (7/18/19)
- The Executive Secretary shall establish and publish deadlines for items for the Board agenda. (3/13/03)
Section 2. Appeals of Administrative Actions
The Board of Trustees is responsible to the people of the State of Illinois for the orderly functioning of the administrative units under its jurisdiction. Authority for the operation of these units is delegated, in large part, to administrative officers reporting either directly or indirectly to the Board. While any action of an administrative officer is reviewable by the Board on its own motion, procedures which guide Board involvement in the review of administrative actions are necessary.
The following policies and procedures on the review of administrative actions shall guide the Board and those persons seeking Board review of grievances:
The Board of Trustees is responsible to the people of the State of Illinois for the orderly functioning of the administrative units under its jurisdiction. Authority for the operation of these units is delegated, in large part, to administrative officers reporting either directly or indirectly to the Board. While any action of an administrative officer is reviewable by the Board on its own motion, procedures which guide Board involvement in the review of administrative actions are necessary.
The following policies and procedures on the review of administrative actions shall guide the Board and those persons seeking Board review of grievances:
- General policy: A grievance, for the purposes of this policy, is defined as a formalized disagreement between a faculty or staff member and a University officer or officers regarding a decision of such officer(s) which affects the faculty member or staff member individually. It is the policy of the Board of Trustees to review only those administrative decisions resulting in grievances which do not involve questions of expert academic judgment or discretionary managerial judgment but which do involve important policy issues, or which raise serious questions regarding the integrity of the decision-making process. (7/97, 4/01)
- Preliminary Review: With regard to grievance appeals the President shall have two major responsibilities: to review each application for appeal filed with the Executive Secretary of the Board, in accordance with the procedures enumerated below; and, after a review of applications for appeal, case summaries, and written arguments, to identify those grievances which are appropriate for review of the full Board.
- Initiation of the Appeal Process: A grievant must file an application for appeal, a case summary, and arguments with the Executive Secretary of the Board within 30 calendar days after the grievant has received notice of the final administrative action which is the subject of the appeal. Failure to file within the 30-day period may cause an immediate dismissal of the application by the President. (3/13/03)
- The application for appeal shall state:
- the name, address, and telephone number of the grievant and the applicant's attorney, if any;
- the decision sought to be appealed and its date;
- a showing that all appropriate administrative channels below the level of the President have been utilized and that the decision sought to be appealed is the final decision of the highest University officer authorized to make that decision. (3/13/03)
- Each case summary submitted shall contain a concise statement of facts (as perceived by the party) relevant to the grievance, a listing of issues which the party believes the Board should consider, and a statement regarding the remedy or remedies sought by the party. Such case summaries shall not exceed the equivalent of five single-spaced typewritten pages in length.
- Written arguments submitted by each party shall address the issue of whether the grievance is one appropriate for review by the Board and the merits of the underlying grievance. Written arguments of each party shall not exceed eight single-spaced typewritten pages. (3/13/03)
- Written documents which support the contentions of the parties may be submitted along with the case summaries and arguments. Such additional material shall be clearly labeled and bound separately from the case summaries and written arguments.
- Upon the receipt of the application for appeal, case summary, and arguments of the grievant, the Executive Secretary shall acknowledge receipt and transmit copies of these materials to the appropriate University officer(s).
- The application for appeal shall state:
- University Answer: Within 30 calendar days of the transmission of the grievant's application for appeal, a case summary, and written arguments, the University officer(s) involved shall submit to the Executive Secretary a case summary and written arguments, as described in paragraphs C-2 and 3 above, and a copy of the transcript of testimony, if one exists. Supporting written materials, as described in C-4 above, shall be submitted at the same time. The Executive Secretary shall acknowledge receipt of these materials and shall transmit a copy to the grievant.
- Consideration by the President: The Executive Secretary, upon the timely receipt of the materials described in paragraphs C and D above, shall transmit copies of such materials to the President, who shall review the application for appeal, the case summaries, and the written arguments. The President may, in that officer's discretion, ask that the grievant submit a reply to the University's answer. A copy of such reply shall be transmitted to the University upon receipt. The President may also request any additional information which is deemed necessary.
- The President shall consider whether the grievant has exhausted all appropriate avenues for resolution of the grievance within the administrative unit involved and whether the matter involves a grievance as defined above; and shall also consider any of the following as appropriate in the President's judgment:
- important policy issues - to be determined by the Board of Trustees;
- questions regarding the integrity of the decision-making process - involves questions about the fairness of the procedures followed in arriving at a decision, the proper exercise of authority by individuals, and the proper delegation of authority;
- termination of employment - means the involuntary severance of an employment relationship by the University including termination of a tenured faculty member, the award of a terminal contract to a continuing appointee, the termination of a term or continuing appointee before the end of a previously agreed to appointment period. (3/13/03)
The phrase "termination of employment" does not include expiration of a term appointment, the non-renewal of a term appointment, the termination of a probationary Civil Service employee, or the termination of a conditional appointment if the stated conditions have not been met; - involuntary separation of a student from one of the Universities for non-academic reasons - includes those sanctions specified in the Student Conduct Code, SIUC and specified in the Student Rights and Conduct Code, SIUE. The phrase does not include those sanctions imposed by reason of failure to meet established academic conduct or performance standards of a school, college, or other academic area of the University.
- The President shall, in addition, consider whether the grievance is based on either or both of the following:
- questions of expert academic judgment - questions, the answers to which can only be legitimately provided by experts within a particular academic discipline. Although questions of qualification for promotion and tenure often involve "questions of expert academic judgment" and would, therefore, be excluded from Board review on that basis, the question of whether or not to award tenure often involves termination as described in 1-c above and might be appropriate for Board review under that section of the policy.
- questions of discretionary managerial judgment - these questions, the answers to which are reserved to the Chancellors by Board of Trustees policy.
- However, the presence or absence of any of these criteria shall not be determinative of the President's recommendation. Within 30 calendar days of the President's receipt of the case summaries and arguments of both parties and any other information requested, the President shall recommend that the Board grant or refuse the application for appeal. The President's recommendation shall be embodied in a written report which shall include a summary of the major elements of the case and a statement of the reasons for the President's recommendation. The Executive Secretary shall cause the parties to be provided a copy of this report.
- A recommendation by the President that the application for appeal be granted and that the matter be considered by the Board of Trustees implies neither agreement nor disagreement with either party's position, but instead is an indication that the President views the matter as appropriate for consideration by the full Board.
- The President shall consider whether the grievant has exhausted all appropriate avenues for resolution of the grievance within the administrative unit involved and whether the matter involves a grievance as defined above; and shall also consider any of the following as appropriate in the President's judgment:
- Review of the Application for Appeal by the Board: The report of the President recommending refusal of an application for appeal shall be transmitted to the Board by the Executive Secretary. Unless the Board, at its first regularly scheduled meeting at least 10 days after the report is received, chooses by a majority vote to grant the application, in spite of the absence of a positive recommendation by the President, the application for appeal shall be deemed to have been denied, and the action which is the subject of the grievance shall stand.
- In those cases in which the President has recommended that the matter be considered by the full Board, the application for appeal shall be scheduled for the Board's consideration. Those materials reviewed by the President shall be appended to the president's report and transmitted by the Executive Secretary to the Board for its review at least 10 calendar days in advance of the meeting at which the application for appeal is to be considered. Based upon the written materials submitted to the Board by the parties, the Board shall, by a majority vote, either grant or deny the application for appeal. If the application is denied, the administrative action which is the subject of the grievance shall stand and the Executive Secretary shall so inform the parties.
- If the application for appeal is granted, the Board may then proceed to consider the appeal or defer consideration until the next regularly scheduled meeting of the Board. Oral presentations will not be made by the parties unless requested by the Board; however, the parties may respond to the questions of individual Board members.
- President or Board Staff: Appeals by Administrative/Professional Staff of the Board or the President shall follow the procedures set forth in subsections C and D as nearly as may be, but they are not subject to preliminary review. The full record shall be transmitted to the Board with the first regular 10-day agenda mailing after the record is complete. Any Board member may request that further information be furnished by mail or provided at the subsequent meeting. The full Board shall decide such appeals using such procedures as it shall deem just in the particular circumstances. Appeals by Civil Service Staff of the Board or President shall follow local civil service grievance procedures before proceeding in the same manner set forth above.
- Dispositions by the Board: The Board may take any one of the following actions in regard to an appeal:
- reverse the administrative action;
- affirm the administrative action;
- modify the administrative action;
- remand the matter to the University or administrative unit involved for additional proceedings as directed by the Board.
The Executive Secretary, upon advice of General Counsel, following the Board's action, shall promptly draft a memorandum sufficient to effect the Board's action and send this memorandum to the appellant and to University officer(s) with an interest in the disposition. (3/13/03)
Section 3. Other Presentations
Public Comment and Questions:
Public Comment and Questions:
- Regular Board Meetings
- At regular Board meetings, thirty (30) minutes will be reserved to receive comments or questions from members of the public and employees of the University. This will occur after reports from the Committee, the President, and the Chancellors have been received and before voting on the matters on the agenda. The Chair may establish the time to be allotted for each speaker. In any event, each individual's comments shall not exceed five (5) minutes unless otherwise permitted by the Chair. (3/28/19)
- Persons making requests to speak pursuant to VI Bylaws 3,1.c shall be given priority. Comments or questions submitted in writing are encouraged. Priority will be given to the earliest requests. The Executive Secretary of the Board may, in his or her discretion, decline to schedule frequent or repetitive speakers in order to give others an opportunity to speak. (3/28/19)
- At the Board meeting, persons wishing to speak shall contact the Executive Secretary of the Board. The Executive Secretary of the Board shall maintain a roster of those seeking to speak and shall call the speakers in order.
- Per the statute's direction, comments and questions are to be directed only to the Board. Comments and questions to University personnel may be directed to them at any time during normal working hours.
- Special Board Meetings
- At the beginning of the meeting, the Board Chair will announce the duration of the comment/question segment and when in the meeting it will occur.
- Persons wishing to speak shall contact the Executive Secretary of the Board at the beginning of the meeting.
- The Board Chair may recognize public officials or their representatives to comment or question at any time.
- The Chair may permit persons or spokespersons of advisory or other groups to address the Board, without prior arrangement, at any time during regular or special Board meetings.
- The Board Chair may decline to allow persons who violate this Bylaw or ignore standards of civility to speak. The Board, or the Board Chair, may alter these procedures provided any change complies with the statutory requirements. (12/14/00, 3/13/03)
- Procedures for application to be on agenda
- A fully completed written application to have an item placed on the Board's agenda for a particular meeting must be filed with the President of Southern Illinois University at least 14 days before the meeting.
- For organizations of faculty, staff, and students, the application will contain
- the name of the group;
- if it is not a group provided for in University regulations, a description of the composition of the group, the number of its membership, the names and addresses of its officers, and a brief statement of its purpose;
- a statement of the efforts of the group to present the matters to appropriate administrative authorities internal to the University and the result of these efforts;
- a summary of the matter to be presented to the Board;
- any supporting information the applicant desires the Board to have for study;
- whether or not oral presentation is desired and, if so, by whom and how much time is requested therefore; (3/28/19)
- the name, address, and telephone number of the contact person for the group;
- the signature of a responsible officer of the group and that officer's name, address, and telephone number;
- the date of the meeting at which the applicant desires to present the matter and, if possible, an alternate date.
- For individuals or unorganized groups of persons from either the University community or the general public the application will contain:
- the name of the individual or of each member of the group;
- the address and telephone number of the applicant;
- a statement of the efforts of the individual to present the matters to appropriate administrative authorities internal to the University and the result of these efforts;
- a summary of the matter to be presented to the Board;
- any supporting information the applicant desires the Board to have for study;
- whether or not oral presentation is desired, and how much time is requested therefore. (If the item is an application of several individuals, the name of the spokesperson should be indicated.);(3/28/19)
- the signature of the individual or individuals, or spokesperson;
- the date of the meeting at which the applicant desires to present the matter and, if possible, an alternate date.
- several individuals may join in one application, if they desire.
- The President may take one or more of the following actions:
- grant the application and place the item on the agenda;
- deny the application;
- defer action on the application in favor of a future meeting or for further study or information. This may include referral of the application to an appropriate internal agency or officer of the University for consideration when these channels have not been used prior to application or when the President believes this action would be effective; (3/13/03)
- grant or deny the request for oral submission with or without a time limit.
- Notice, Appeal, and Reapplication
- Notice: The President shall give notice mailed within ten business days after receipt of the application of that officer's action on the application. The notice shall be mailed to the person named in the application as the contact person or spokesperson. (3/13/03, 3/28/19)
- Appeal:
- the applicant may appeal the decision of the President to the Chair of the Board (or Vice Chair, in the Chair's absence) by an application in writing stating the reasons for the appeal. Such appeal must be received by the Executive Secretary within seven days of applicant's receipt of the President's notice. (3/28/19)
- the Chair may take any action the President could have taken or may refer the matter to the Board for decision;
- notice of the action by the Chair may be given by that officer or, at the Chair's request, by the President.
- Reapplication: Applicant may reapply without prejudice from former action.
Article VII. Office of the Board of Trustees
The Office of the Board of Trustees is established, and is administered by the Executive Secretary of the Board of Trustees. The Office of the Board of Trustees shall be the official repository for all records of the Board of Trustees which document its actions and activities.
