The UNC Policy Manual
The
Code
100.1
Amended 05/19/17
Technical Corrections 11/10/20
Technical Corrections 09/08/21
SECTION 200. MEMBERSHIP.
200 A. Initial Membership.
For terms specified by statute and until their successors
are chosen, the Board of Governors shall consist of representatives elected in
accordance with state law. [See G.S.
116-5(a), (b), (c), and (d)]
200 B. Subsequent Membership.
(1) Election of Members.
(a) Members of the Board of Governors shall be elected by the Senate and House of Representatives. Twelve members shall be elected at the regular legislative session in 2017, and every two years thereafter. All terms shall commence on July 1 of odd-numbered years, and all members shall serve for four-year overlapping terms. Beginning with elections held on or after January 1, 2017, no person may be elected to more than three full four-year terms. Election for a partial term to fill a vacancy as provided in G.S. 116-7 shall not count toward the three-term limitation. Members elected by the Senate and House of Representatives shall be designated as voting members. [See G.S. 116-6(a), (b), and (c)]
(b) Whenever any vacancy shall occur in the elected membership
of the Board of Governors, it shall be the duty of the secretary of the
University to inform the General Assembly of the existence of the vacancy, and
the General Assembly at its next regular session shall elect a person to fill
the unexpired term. Whenever a member
shall fail, for any reason other than ill-health or service in the interest of
the state or nation, to be present for four successive regular meetings of the Board,
the individual’s place as a member shall be deemed vacant. [See G.S. 116-7(c)]
(2) General Qualifications.
(a) [Repealed March 6, 2002]
(b) [Repealed
March 6, 2002]
(c) No member of the General Assembly or
officer or employee of the state or of any constituent institution or spouse of
any such member, officer, or employee may be a member of the Board of Governors. Any member of the Board of Governors who is
elected or appointed to the General Assembly or who becomes an officer or
employee of the state or of any constituent institution or whose spouse is
elected or appointed to the General Assembly or becomes such officer or
employee shall be deemed thereupon to resign from membership on the Board of
Governors. [See G.S. 116-7(b)]
200 C. Special Memberships.
For all purposes of The Code, the
following members shall be designated as special members:
(1) Member Ex-Officio.
During
the individual’s continuance as a student in good standing at a constituent
institution of the University of North Carolina, the person serving as
president of the University of North Carolina Association of Student
Governments (UNCASG) or designee shall serve ex-officio as a member of the
Board of Governors. This student member
shall be in addition to the 24 members elected to the Board of Governors. [See G.S. 116-6.1]
(2) Members Emeriti.
Any
person who has served at least one full term as chair of the Board of Governors
shall be a member emeritus of the Board of Governors for one four-year term
beginning at the expiration of that member's regular elected term. [See G.S. 116-6 (f)]
(3) Members Emeriti - Former Governor.
Any
person who has served at least one term as a member of the Board of Governors
after having served as governor of North Carolina shall be a member emeritus of
the Board of Governors. [See G.S.
116-6(g)]
Special
members shall have all the rights and privileges of membership except that they
shall not have a vote. In determining a
quorum or the number of votes required in specific circumstances, special
members shall not be counted. Special members may serve, by appointment from
the chair of the Board, on any standing or special committee but shall not have
a vote or be counted in determining the presence of a quorum.
SECTION 201. OFFICERS.
201
A. Chair, Vice Chair, and Secretary.
At its last regular meeting before July 1 in each
even-numbered year, the Board of Governors shall elect from its voting
membership for two-year terms commencing July 1, and serving until their
successors have been elected and qualified, a chair, a vice chair, and a
secretary. No person may stand for
election to a Board office if, having been elected by the Senate or House of
Representatives for the maximum allowable number of terms on the Board, the
person’s Board membership would expire before the end of the term of
office. No person may serve as chair for
more than four years in succession. If
for any reason an office becomes vacant before expiration of the prescribed
two-year term, the unexpired balance of the term shall be filled by an election
to be conducted at the first meeting of the Board of Governors held after the
elapse of 30 days from the date of the occurrence of the vacancy; in the event
of a vacancy in the office of chair, the vice chair shall serve as chair until
the required election is held. [See G.S.
116-8]
201 B. Assistant Secretary.
The Board of Governors may elect an assistant secretary of
the Board of Governors, who shall be a member of the staff of the president of
the University. Copies of all minutes,
papers, and documents of the Board of Governors may be certified by the
assistant secretary with the same force and effect as though such certification
were made by the secretary of the Board of Governors.
SECTION 202. MEETINGS AND BYLAWS.
202
A. Meetings.
(1) Regular Meetings.
The Board of Governors
shall hold no fewer than six regular meetings a year at stated times
established by the Board. Each regular
meeting shall be held at such time and at such place as the chair may
designate, with notice concerning the time and place to be transmitted to each
member of the Board by the secretary of the University at least 20 days in
advance of the meeting date. Either by
action of the Board or upon 15 days' written notice by the chair, the date
specified herein for a regular meeting may be changed to another date. Whenever the chair deems the business of the Board
not to require a regular meeting, the chair may cancel such meeting on five
days’ written notice. Subject to the
provisions of Section 202 C(5), any matter of business relating to the
University of North Carolina may be considered at any regular meeting of the
Board of Governors. [See G.S. 116-9]
(2) Special
Meetings.
Special
meetings of the Board of Governors may be called by the chair, at the chair’s
discretion, and shall be called by the secretary of the University upon the
written request of not fewer than ten voting members of the Board. A special meeting called by the secretary of
the University shall be held within 20 days of receipt by the secretary of the
tenth written request for such special meeting.
A notice specifying the time and place of a special meeting of the Board
of Governors shall be mailed or otherwise delivered by the secretary of the
University to each member of the Board in order that it would reasonably be
expected to be received by the member at least 48 hours before the
meeting. Subject to the provisions of
Section 202 C(5), any matter of business relating to the University of North
Carolina may be considered at a special meeting of the board.
(3) Emergency
Meetings.
Emergency
meetings of the Board of Governors may be called by the chair when generally
unexpected circumstances require immediate consideration by the board. A notice specifying the time and place of an
emergency meeting of the Board of Governors may be given by telephone,
telegraph, or other method in sufficient time for a majority of the board to
reasonably be expected to be able to attend the meeting. Only business connected with the emergency
may be considered at an emergency meeting in which less than 48 hours’ notice
is given.
202 B. Agenda.
(1) A copy of the agenda for each regular meeting of the Board
of Governors, including notice of all expiring terms on or vacancies in
membership of board committees and, insofar as is practicable, copies of all
reports and other materials to be presented to the regular meeting as a part of
the agenda, shall be mailed by the secretary of the University to each member
of the board at least five days in advance of the regular meeting. If practicable, a copy of the agenda for each
special meeting of the Board of Governors, with reports and other materials to
be presented, shall be mailed to each member of the board at least five days in
advance of the special meeting. When
matters are to be considered by a committee between the time of the mailing of
the agenda and the time of any regular or special meeting of the board and are
expected then to be presented to the board for action at the meeting, all
members of the board shall be mailed such materials as a committee may
prescribe by standing rule or as the chair of a committee may designate, in
order to inform the board, insofar as may be feasible, of the nature of the
action that might be asked of it.
(2) The agenda for a regular or special meeting of the Board of
Governors shall be prepared by the president with the approval of the
chair. All requests for inclusion of a
given item on the agenda of a particular meeting shall be filed, with any
supporting documents, with the secretary of the University. Any such requests from faculty, students,
staff members, or other members of a constituent institution of the University
must be in writing and must be filed first with the chancellor of the
institution concerned in sufficient time to be reported to and filed with the
president by the chancellor, prior to the regular or special meeting in
question.
(3) The provisions of this Section 202 B shall not be construed
to prohibit any committee or member of the Board of Governors from requesting
consideration by the board, at any regular or special meeting, of any item not
on the agenda of a regular or special meeting of the board. However, such an item shall not be so
considered without the approval of two-thirds of the voting members of the
board present at such meeting.
202 C. Conduct of
Business.
(1) Quorum.
A
quorum for the conduct of business of the Board of Governors shall consist of a
majority of the voting membership of the board then in office. Any voting member who is present at a meeting
of the board or of a committee, or who attends a special or emergency meeting
of the board or of any meeting of a committee by telephone, video conference,
or other electronic means that allows for two-way voice interaction, will be
counted as present for purposes of determining a quorum.
(2) Presiding Officer.
The
chair shall preside at all regular and special meetings of the Board of
Governors. In the absence of the chair,
the vice chair shall preside and in the absence of both, the secretary shall
preside. In the absence of an elected
officer, a presiding officer shall be elected by and from the voting membership
of the Board of Governors.
(3) Power to
Vote.
All
members of the Board of Governors except special members may vote on all
matters coming before the board for consideration. Any voting member of the Board
or of a Board committee who attends a special or emergency meeting of the Board
or of any meeting of a committee by telephone, video conference, or other
electronic means that allows for two-way voice interaction may cast the
member’s vote by that electronic means. No vote concerning any matter under
consideration by the Board or by a committee of the Board may be cast in
absentia by mail, facsimile, or electronic mail.
(4) Rules of
Order.
Except
as modified by specific rules and regulations enacted by the Board of
Governors, Robert's Rules of Order (latest edition) shall constitute the rules
of parliamentary procedure applicable to all meetings of the Board of Governors
and its several committees.
(5) Reference
to Committees.
All
matters presented to the Board of Governors, except matters of routine
business, which come within the sphere of interest or activity of any standing
committee of the Board, shall be submitted by the Board to the appropriate
standing committee for investigation and report. All matters of other than routine business,
which do not come within the sphere of interest or activity of any standing
committee of the Board, may be submitted by the Board to a special committee
for investigation and report in advance of any action thereon by the Board. The Board may proceed to consider any matter
without referring it to a standing or special committee if, by two-thirds vote,
immediate consideration by the Board is ordered. The reports and recommendations of standing
and special committees shall be submitted to the Board in writing consistent
with the instructions of the Board.
202 D. Minutes.
(1) The secretary of the University shall keep minutes of all
meetings of the Board of Governors; shall file, index, and preserve all
minutes, papers, and documents pertaining to the business and proceedings of
the Board; shall be custodian of the University seal and of all records of the Board;
and shall attest the execution by the chair of all legal documents and
instruments of the University of North Carolina.
(2) Within 20 days after each meeting of the Board of
Governors, the secretary of the University shall transcribe the minutes of the
meeting and mail a copy to each member of the Board.
202 E. Closed
Sessions.
All meetings of the Board of
Governors shall be open to the public unless, consistent with the requirements
of state law, a meeting is closed to the public by a motion duly made and
adopted by the Board in an open meeting.
202 F. Amendments
and Suspensions of The Code Provisions.
(1) Any provision of The Code (except those
required or governed by statutory or constitutional provisions) may be amended
by a vote of two-thirds of the voting membership of the Board then in office;
provided that no amendment may be adopted unless its substance first has been
introduced at a preceding regular or special meeting of the Board.
(2) Any Code provision, except that contained in Section
202 F(1) (and those required or governed by statutory or constitutional
provisions), may be suspended at any regular or special meeting of the Board of
Governors for that meeting by affirmative vote of two-thirds of the voting
membership of the Board present.
SECTION
203. POWERS AND DUTIES.
203 A. Statutory
Powers and Duties.[1]
(1) The Board of Governors shall plan and develop a coordinated
system of higher education in North Carolina.
To this end it shall govern the constituent institutions, subject to
such powers and responsibilities as may be conferred by statute on or delegated
by the Board of Governors to the boards of trustees of the constituent
institutions, and to this end it shall maintain close liaison with the State
Board of Education, the State Board of Community Colleges, and the private
colleges and universities of the state.
The Board, in consultation with representatives of the State Board of
Education and of the private colleges and universities, shall prepare and from
time to time revise a long-range plan for a coordinated system of higher
education, supplying copies thereof to the governor, members of the General
Assembly, the Advisory Budget Commission, and the constituent
institutions. State-wide federal or
state programs that provide aid to institutions or students of post-secondary
education through a state agency, except those related exclusively to the
community college system, shall be administered by the Board pursuant to any
requirement of state or federal statute in order to ensure that all activities
are consonant with the state's long-range plan for higher education. [See G.S. 116-11(1)]
(2) The Board of Governors shall be responsible for the general
determination, control, supervision, management, and governance of all affairs
of the constituent institutions. For
this purpose the Board may adopt such policies and regulations as it may deem
wise.[2] [See G.S. 116-11(2)]
(3) The Board of Governors shall determine the functions,
educational activities, and academic programs of the constituent
institutions. The Board shall also
determine the type of degrees to be awarded by each constituent
institution. The powers of the Board as
established by law are not restricted by any other provision of law assigning
specific functions or responsibilities to designated institutions, the powers
of the Board superseding any such provisions of law.[3]
The Board, after giving adequate notice
to the affected institutional board of trustees and affording it an opportunity
to be heard, shall have authority to withdraw approval of any existing program
if it appears that the program is unproductive, excessively costly, or
unnecessarily duplicative. [See G.S.
116-11(3)]
(4) The Board
of Governors shall approve the establishment of any new publicly supported
institution above the community college level.
[See G.S. 116-11(6)]
(5) The Board of Governors shall set enrollment levels of the
constituent institutions. [See G.S.
116-11(8)]
(6) The Board of Governors shall collect and disseminate data
concerning higher education in the state.
To this end it shall work cooperatively with the North Carolina System
of Community Colleges and shall seek the assistance of the private colleges and
universities. It may prescribe for the
constituent institutions such uniform reporting practices and policies as it
may deem desirable. [See G.S. 116-11(10)]
(7) The Board of Governors, with the cooperation of other
concerned organizations, shall establish, as a function of the Board, an
Educational Opportunities Information Center to provide information and
assistance to prospective college and university students and to the several
institutions, both public and private, on matters regarding student admissions,
transfers, and enrollments. The public
institutions shall cooperate with the center by furnishing such nonconfidential
information as may assist the center in the performance of its duties. Similar cooperation shall be requested of the
private institutions in the state. An
applicant for admission to an institution who is not offered admission may
request that the institution send to the center appropriate nonconfidential
information concerning the application.
The center may, at its discretion and with permission of the applicant,
direct the attention of the applicant to other institutions and the attention
of other institutions to the applicant.
The center is authorized to conduct such studies and analyses of
admissions, transfers, and enrollments as may be deemed appropriate. [See G.S. 116-18]
(8) The Board of Governors shall give advice and
recommendations concerning higher education to the governor, the General
Assembly, the Advisory Budget Commission, and the boards of trustees of the
constituent institutions. [See G.S.
116-11(12)]
(9) The Board of Governors may delegate any part of its
authority over the affairs of any constituent institution to the board of
trustees or, through the president of the University, to the chancellor of the
institution in any case where such delegation appears necessary or prudent to
enable the institution to function in a proper and expeditious manner. Any delegation of authority may be rescinded
by the Board at any time in whole or in part.
[See G.S. 116-11(13)]
203 B. Other Powers
and Duties.
(1) Whenever the Board of Governors finds that there may be a
need for the creation of a new campus of the University, the Board shall direct
that a study be made of the relevant educational needs of the state, such study
to take particular account of the relevant educational needs of the area or
areas of the state designated by the Board of Governors. The Board shall give careful consideration to
the report of the aforementioned study of educational needs, and if the Board
finds:
(a) That
sufficient educational needs exist to justify the establishment of an additional
campus of the University; and
(b) That it appears probable that
sufficient additional funds can be made available to establish and maintain
such additional campus without impairing the quality and extent of the
instructional and research programs at the existing campuses of the University,
the Board of Governors may recommend to the General Assembly that appropriate
legislation creating or adding such campus be enacted.
(2) Whenever the Board of Governors finds that there may be a
need for the creation of a branch campus by a constituent institution, the Board
shall direct that a study be made of the relevant educational needs of the
state, such study to take particular account of the relevant educational needs
of the area or areas of the state designated by the Board of Governors. The Board shall give careful consideration to
the report of the aforementioned study of educational needs, and if the Board
finds:
(a) That sufficient educational needs exist to justify the
establishment of a branch campus by a constituent institution; and
(b) That
it appears probable that sufficient additional funds can be made available to
establish and maintain such branch campus without impairing the quality and
extent of the instructional and research programs at the constituent
institution or at other constituent institutions, the Board of Governors may
approve the creation of a branch campus.
(3) The University will use as its definition of a branch
campus the one adopted by the Commission on Colleges of the Southern
Association of Colleges and Schools: A
branch campus is defined as a location of
an institution that is geographically apart and independent of the main campus
of the institution. A location is
independent of the main campus if the location is (1) permanent in nature, (2)
offers courses in educational programs leading to a degree, certificate, or
other recognized educational credential, (3) has its own faculty and
administrative or supervisory organization, and (4) has its own budgetary and
hiring authority.
(4) Apart from new or branch campuses, the president is
authorized to initiate other facilities arrangements for delivery of off-site
programs such as use of community college space, multiple-use facilities among
campuses, joint use facilities with community colleges, and rental space,
following general university academic and budgetary procedures for relevant
Board approval or reporting to the Board.
(5) The
North Carolina Community College System shall be consulted in the process of
assessing the need for a new campus, a branch campus or other facilities for
off-site educational delivery.
(6) The Board of Governors shall have such
other powers and duties as may be prescribed by law or as may be set forth
elsewhere in The Code.
203 C. Reservation of
Powers.
The Board of Governors shall possess all powers not
specifically given to institutional boards of trustees. [See G.S. 116-11(14)]
SECTION 204. ETHICS AND CONFLICT OF
INTERESTS
It is of critical importance that decisions made on behalf
of the University by its governors be in the best interest of the University
and not be influenced by any potential financial gain to the decision-makers.
Furthermore, to assure public confidence in the integrity of the University, it
is important that the University not appear to be influenced by the personal
financial interests of those in decision-making positions. In order to assure public confidence in the
integrity of the University, members of the Board of Governors of the
University should not use their positions, or appear to use their positions, to
influence the decisions of the University for their personal financial gain. At the same time, the University should be
able to take advantage of contracts that are advantageous to the citizens of
North Carolina and to the University and should avoid having service to the
University be so restrictive that persons with substantial financial interests
will be reluctant to serve. In order to
accomplish these goals, the Board of Governors shall adopt and enforce a policy
governing conflicts of interest of its members. Each member of the Board of
Governors shall comply with this policy.
SECTION 205. DELIVERY OF NOTICES.
All
notices, documents, or materials required by The Code to be
mailed to members of the Board of Governors may be delivered by electronic
mail, facsimile transmission, or other reliable means that is available for
notifying that member of the Board.
[1]Other
statutory powers and duties are set forth in Chapters I, IV, V, VII, VIII, and
IX of The Code.
[2]All
policies, rules, and regulations adopted and actions taken prior to July 1,
1972, by the former boards of trustees of the constituent institutions shall be
effective on and after July 1, 1972, as to the respective institutions, except
as modified by The Code or by
other action of the Board of Governors or by the institutional boards of
trustees. [Session Laws 1972, Ch. 124,
Sec. 18]
[3]See
G.S. 116-40.4. See also G.S. 116-63
through 69.