Approved
NORTHERN MICHIGAN UNIVERSITY
BOARD OF TRUSTEES
Minutes of the Special Formal Session
of
A special formal session of the Board of Trustees of Northern Michigan University was held on Thursday, November 3, 2022, via Zoom video conference. The meeting was convened at 9:03 a.m. by Chair Stephen E. Young.
Trustees present included:
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Mr. Stephen E. Young, Chair |
Mr. Jason T. Morgan |
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Ms. Lisa I. Fittante |
Ms. Tami M. Seavoy |
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Ms. Alexis M. Hart, Vice Chair |
Mr. Gregory J. Seppanen |
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Ms. Melissa A. Holmquist |
Dr. Kerri D. Schuiling, ex officio |
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Mr. Robert E. Mahaney |
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Senior Staff and Counsel present included:
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Mr. Brad Canale, Chief Executive Officer – NMU Foundation |
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Dr. Dale P. Kapla, Interim Provost and Vice President for Academic Affairs |
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Mr. R. Gavin Leach, Vice President for Finance and Administration and Treasurer of the Board of Trustees |
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Ms. Cathy A. Andrew, Secretary of the Board of Trustees |
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Mr. Jamie R. Beauchamp, Controller |
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Mr. Matt Franti, Director – Budget and Finance |
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Ms. Rebecca J. Schneiderhan, Assistant Controller |
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Mr. Kurt McCamman, Legal Counsel |
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Mr. Carrick Craig, Legal Counsel |
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Ms. Ashley Higginson, Legal Counsel |
Guests present included:
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Mr. Steve Peacock, Principal – Rehmann Robson |
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Mr. Joshua Sullivan, Principal – Rehmann Robson |
The meeting was live-streamed on YouTube at https://tinyurl.com/NMUAVStreaming
ROLL CALL
Secretary Andrew took roll call of the Trustees and noted that a quorum was met with all Trustees present.
INDIVIDUAL REQUEST TO ADDRESS THE BOARD
Chair Young noted that Mr. Gallant had requested and received an additional two minutes (for a total of five minutes) to address the Board. Mr. James Gallant addressed the Board regarding the public comment rules for special meetings that are not currently part of Board bylaws and asked the Board to revisit an issue from the past related to the appropriate level of comprehensive mental health services costs contained within the financial audit.
AUDITED FINANCIAL STATEMENTS – YEAR ENDED JUNE 30, 2022 (Addendum #1)
Trustee Mahaney stated that the Finance Committee met with Vice President Leach, the finance staff, and representatives from Rehmann Robson, NMU’s external auditors to review the draft of the audited financial report.
Vice President Leach introduced Mr. Steve Peacock and Mr. Joshua Sullivan from Rehmann Robson who provided an overview of the audited financial statements for fiscal year 2021-2022. Mr. Peacock and Mr. Sullivan stated they are issuing a clean unmodified opinion which is the highest level of assurance that can be placed on financial statements.
Trustee Mahaney thanked Mr. Peacock and Mr. Sullivan and said he appreciates the good work and high-quality professionalism they bring to NMU’s audit.
The following action was taken:
It was moved by Trustee Mahaney, seconded by Trustee Seppanen, that the Northern Michigan University Board of Trustees accept the audited financial statements for fiscal year ending June 30, 2022.
Discussion followed:
Mr. Mahaney said when reading the audited financial statements, they clearly demonstrate the strong fiscal stewardship that has been deployed at Northern over the years. He credited everyone in leadership especially Vice President Leach and President Schuiling noting NMU is very fortunate to have such a strong balance sheet which creates wonderful opportunities for the university going forwards.
Chair Young stated he agrees with Trustee Mahaney’s statements. The gold star rating, which NMU has heard consistently with its audits, is something that shouldn’t be taken for granted. He said he’s very appreciative of the very hard work Vice President Leach and his team has done with the financials of the University.
Being no further discussion, Chair Young called the question.
On a roll-call vote, the Board voted as follows:
Aye Nay
Lisa I. Fittante
Alexis M. Hart
Melissa A. Holmquist
Robert E. Mahaney
Jason T. Morgan
Tami M. Seavoy
Gregory J. Seppanen
Stephen E. Young
STATE BUILDING AUTHORITY RESOLUTION (Addendum #2)
Vice President Leach provided the following background noting this is standard procedure and required for these types of projects:
When there is a State Building Authority (SBA) project funded by the State, there are some required filings that need to be done with State of Michigan (SOM), part of which is approving a resolution for construction and completion assurance agreement, a conveyance of property, and, if necessary, a lease and easement agreement. As the SBA issues bonds, it enables them to have an interest in the property and the SOM, through its appropriation, issues payments back to the SBA until the project is paid off on the state bond side. Following that completion, everything is conveyed back to the University.
The following action was taken:
It was moved by Trustee Mahaney, seconded by Trustee Seavoy, that the Northern Michigan University Board of Trustees approve the State Building Authority Resolution approving a Construction and Completion Assurance Agreement, a Conveyance of Property, a Lease and Easement Agreement, if necessary, for the Northern Michigan University Career Tech and Engineering Technology Facility.
Being no discussion, Chair Young called the question.
On a roll-call vote, the Board voted as follows:
Aye Nay
Lisa I. Fittante
Alexis M. Hart
Melissa A. Holmquist
Robert E. Mahaney
Jason T. Morgan
Tami M. Seavoy
Gregory J. Seppanen
Stephen E. Young
RECOMMENDATIONS FOR TRUSTEE EMERITUS STATUS
Chair Young noted that the Executive Committee may make recommendations to the full Board related to emeritus status for former trustees who have met certain criteria. The Executive Committee met recently to discuss this topic.
Vice Chair Hart made the following comments:
· Serving as a Trustee is one of the highest forms of public service in the state and they serve without remuneration while devoting their time and expertise to the institution they serve. For those board members who have served with dedication and distinction there is a special designation of “Trustee Emeritus.” After due consideration, the Executive Committee makes the following recommendations of Emeritus status for Steven M. Mitchell and James K. Haveman.
§ Former Trustee Mitchell served with distinction on the Board from 2013 to 2020, serving as the Chair of the Academic Affairs Committee and Vice Chair of the Board of Trustees, as well as the Chairman of the Board of Trustees in 2020 during the unique and demanding year with the onset of COVID. His commitment to the university is marked with his dogged focus on the university’s enrollment, efforts toward student success, as well as many others.
§ Former Trustee James K. Haveman served as a distinguished member of the Board of Trustees from 2017 to 2020. He served twice as the Chairman of the finance committee and was a champion for students, rural health, and mental health. He has remained dedicated to the university even after his tenure on the board with his efforts around mental health on campus. He is also a long-time donor to the university.
The following action was taken:
It was moved by Trustee Hart, seconded by Trustee Fittante, that the Board of Trustees grant former Trustees Steven M. Mitchell and James K. Haveman the title of Trustees Emeritus with all the rights, privileges, and honors associated with that designation.
Discussion followed:
Chair Young thanked Trustee Hart for the background she provided and the highlights associated with their terms on the Board.
Trustee Seavoy said she had the privilege of serving with both Steve and Jim. They were both very dedicated to NMU, and put a lot of thought, concern, time, and care into their services on behalf of NMU. She said she is happy to support this action.
Being no further discussion, Chair Young called the question.
On a roll-call vote, the Board voted as follows:
Aye Nay
Lisa I. Fittante
Alexis M. Hart
Melissa A. Holmquist
Robert E. Mahaney
Jason T. Morgan
Tami M. Seavoy
Gregory J. Seppanen
Stephen E. Young
Chair Young congratulated both Trustee Emeritus Mitchell and Haveman. He asked Secretary Andrew to follow up with both to invite them to a future Board meeting where they will be recognized in person.
Chair Young adjourned the meeting at 9:33 a.m.
Respectfully submitted,
/signed/Cathy A. Andrew
Secretary of the Board of Trustees