Board of Visitors minutes :: September 29, 2006 :: University of Virginia Library

RESOLVED, the Board approves the granting of a permanent easement to Dominion Power to provide for the relocation of a transformer, and the installation of underground electrical lines and equipment for the benefit of the Nursing Education School on property owned by The Rector and Visitors of the University of Virginia; and

RESOLVED FURTHER that appropriate officers of the University are authorized to execute said easement.

APPROVAL OF A PERMANENT EASEMENT FOR RELOCATION OF OVERHEAD ELECTRICAL WIRES FOR OBSERVATORY HILL FIRST YEAR RESIDENCE HALL (ALDERMAN ROAD RESIDENCE AREA REPLACEMENT HOUSING PHASE 1)

(approved by the Buildings and Grounds Committee on September 11, 2006)

RESOLVED, the Board approves the granting of a permanent easement to Dominion Virginia Power to provide for the relocation of overhead lines, poles, and equipment to facilitate the construction of the Observatory Hill First Year Resident Hall on property owned by The Rector and Visitors of the University of Virginia; and

RESOLVED FURTHER that appropriate officers of the University are authorized to execute said easement.

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APPROVAL TO CHANGE THE NAME OF THE DEPARTMENT OF PSYCHIATRIC MEDICINE TO THE DEPARTMENT OF PSYCHIATRY AND NEUROBEHAVIORAL SCIENCES IN THE SCHOOL OF MEDICINE

(approved by the Educational Policy Committee on September 12, 2006)

RESOLVED, the name of the Department of Psychiatric Medicine is changed to the Department of Psychiatry and Neurobehavioral Sciences in the School of Medicine.

APPROVAL OF ADDITION TO THE CHANCELLOR'S RESIDENCE AT THE UNIVERSITY OF VIRGINIA'S COLLEGE AT WISE

(approved by the Buildings and Grounds Committee on July 27, 2006)

RESOLVED, the Board of Visitors approves the construction of an addition to the Chancellor's Residence at The University of Virginia's College at Wise. The addition is budgeted at $1.28 million, to be funded entirely by private gifts.

APPROVAL OF THE BOARD OF VISITORS REPRESENTATIVES TO THE GOVERNING BOARDS OF UNIVERSITY-RELATED FOUNDATIONS

(approved by the External Affairs Committee on September 12, 2006)

RESOLVED that the following persons are ratified or confirmed as representatives of the Board of Visitors to the governing boards of the following University-Related Foundations:

Foundation	Board of Visitors Representative	Term Ending
Alumni Association of the University of Virginia	Glynn D. Key	05/30/08
Alumni Board of Trustees of the University of Virginia Endowment Fund	J. Davis Hamlin	12/31/08
The College Foundation of the University of Virginia	Timothy B. Robertson	12/31/08

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Foundation	Board of Visitors Representative	Term Ending
The University of Virginia's College at Wise Alumni Association and Wise Foundation	Don R. Pippin	06/30/07
Curry School of Education	Georgia Willis Fauber	12/31/09
Darden School Foundation	Thomas F. Farrell, II	12/31/09
Foundation of the State Arboretum at Blandy Experimental Farm	Laura F. Hawthorne	12/31/08
Healthcare Partners, Inc.	E. Darracott Vaughan, Jr., M.D.	06/30/10
University of Virginia Health Services Foundation	E. Darracott Vaughan, Jr., M.D.	12/31/08
Jefferson Institute for Lifelong Learning (JILL)	Alexander G. Gilliam, Jr.	12/31/09
Law School Alumni Association and Law School Foundation, University of Virginia	Gordon F. Rainey, Jr.	12/31/08
McIntire School of Commerce Foundation	Georgia Willis Fauber	06/30/07
Medical School Alumni Association and Medical School Foundation, University of Virginia	Sam D. Graham, Jr., M.D.	05/31/09
Miller Center Foundation	Thomas F. Farrell, II	06/30/07
Patent Foundation, University of Virginia	Terence P. Ross	06/30/07
Rare Book School	Karin Wittenborg	12/31/09*
School of Architecture Foundation	Susan Y. Dorsey	06/30/07
University of Virginia Foundation and Subsidiaries	W. Heywood Fralin	06/30/08
University of Virginia Health Foundation	E. Darracott Vaughan, Jr., M.D.	06/30/07
University of Virginia Investment Management Corporation	John O. Wynne	06/30/08
* Denotes ratification required by the Board of Visitors

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Foundation	Board of Visitors Representative	Term Ending
Virginia Engineering Foundation	Kenneth M. Humphries	12/31/09
Virginia Athletic Foundation	Craig K. Littlepage	12/31/09
Virginia Tax Foundation, Inc.	Joseph E. Gibson	12/31/08

APPROVAL OF ADDITION TO THE CHANCELLOR'S RESIDENCE AT THE UNIVERSITY OF VIRGINIA'S COLLEGE AT WISE

(approved by the Finance Committee on September 11, 2006)

RESOLVED, the Board of Visitors approves the construction of an addition to the Chancellor's Residence of approximately 1600 square feet at The University of Virginia's College at Wise. The addition is budgeted at $1.28 million, to be funded entirely by private gifts.

APPROVAL OF CAPITAL LEASE FOR THE MEDICAL CENTER LONG-TERM ACUTE CARE HOSPITAL PARKING

(approved by the Finance Committee on September 11, 2006)

WHEREAS, the Medical Center has determined that it is cost- effective to add 40 long-term acute care beds to a facility off- site from the University Hospital; and

WHEREAS, the Kirtley Family Holdings desires to lease 3.5 acres and improvements to the University of Virginia on a long- term basis with an eventual purchase;

RESOLVED, the Board of Visitors approves a 40-year capital lease for the property located at 2985 Ivy Road, with an initial annual cost of $240,000, to be increased at three percent annually, and a purchase price of $6 million at the end of the term contingent on successful conclusion of a due diligence period; and

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer is authorized to execute any and all contracts and documents pertaining to the capital lease of the aforementioned property.

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APPROVAL OF INTENT TO ISSUE TAX EXEMPT DEBT

(approved by the Finance Committee on September 11, 2006)

WHEREAS, the University intends to undertake the following capital projects utilizing tax-exempt debt as a funding source:

ACADEMIC DIVISION

Main Heat Plant Environmental Upgrade (supplement)

Rouss Hall Renovation (supplement)

MEDICAL CENTER

Children's Medical Center (supplement)

Hospital Expansion Project (supplement)

COLLEGE AT WISE

Student Residence III

New Dining Facility

WHEREAS, the United States Department of the Treasury has promulgated final regulations in Section l.l50-2 of the Treasury Regulations governing when the allocation of bond proceeds to reimburse expenditures previously made by a borrower shall be treated as an expenditure of the bond proceeds; and

WHEREAS, the Regulations require a declaration of official intent by a borrower to provide evidence that the borrower intended to reimburse such expenditures with proceeds of its debt; and

WHEREAS, the Board of Visitors of the University of Virginia desires to make such a declaration of official intent as required by the Regulations; and

WHEREAS, the University may be required to provide short- term financing to each project prior to issuing long-term debt in order to implement an efficient and timely construction schedule; and

WHEREAS, the University has funding mechanisms to accommodate short-term financing needs, defined as a period of less than sixty months; and

WHEREAS, the authority for the University to enter into financing arrangements exceeding sixty months in maturity for each project listed is not included in this resolution; and

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WHEREAS, if the University arranges short-term financing for a particular project, and if the project is not ultimately completed, or if the project utilizes funding sources other than debt, then the appropriate school or unit remains responsible for refunding the short-term obligation;

RESOLVED that, pursuant to the terms of the Treasury Regulations, the University of Virginia declares its intent to reimburse expenditures in accordance with the following:

1. The University reasonably expects to reimburse expenditures from the issuance of tax-exempt debt to be issued by the University incurred for each project;

2. This resolution is a declaration of official intent under Section 1.150-2 of the Regulations;

3. The maximum principal amount of debt expected to be issued for the purpose of reimbursing expenditures relating to each project is as follows:

ACADEMIC DIVISION

Main Heat Plant Environmental Upgrade (supplement): $9,164,000
(cumulative authorization = $28.964 million)

Rouss Hall Renovation (supplement): $6,900,000
(cumulative authorization = $39.9 million)

MEDICAL CENTER

Children's Medical Center (supplement): $4 million
(cumulative authorization = $15 million)

Hospital Expansion Project (supplement): $9.6 million
(cumulative authorization = $95.2 million)

COLLEGE AT WISE

Student Residence III: $8,000,000

New Dining Facility: $7,000,000

RESOLVED FURTHER that each project is a separate enterprise independent of other projects, and that the authorization for funding relates to each individual project; and

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RESOLVED FURTHER, funds may be borrowed for each project on a short-term basis, but only if the following conditions are met:

1. The Board of Visitors approves the current resolution;

2. A comprehensive and detailed financial plan for the school/unit project is submitted;

3. Short-term financing shall not exceed sixty months in maturity; and

4. The school or unit remains responsible for any debt obligation incurred regardless of the status of the capital project or whether or not a debt issuance actually occurs.

APPROVAL TO DIVEST $2,233,000 FROM THE ATHLETICS GENERAL OPERATIONS QUASI-ENDOWMENT TO FUND COSTS OF THE ACADEMIC CENTER AND THE CLUB/MEDIA ROOM IN THE JOHN PAUL JONES MULTIPURPOSE ARENA

(approved by the Finance Committee on September 11, 2006)

WHEREAS, the Athletics department requests the divestment of $2,233,000 from the Athletics General Operations Quasi-Endowment to fund the costs of the academic center and the club/media room in the John Paul Jones Multipurpose Arena;

RESOLVED that the Board authorizes the divestment of $2,233,000 of the Athletics General Operations Quasi- Endowment to fund the cost to fit-out the academic center and the club/media room in the John Paul Jones Multipurpose Arena.

APPROVAL OF SIGNATORY AUTHORITY FOR MEDICAL CENTER PROCUREMENT OF BLOOD PRODUCTS

(approved by the Finance Committee on September 11, 2006)

RESOLVED, the Executive Vice President and Chief Operating Officer is authorized to execute a contract for the procurement of blood products, based on the recommendation of the Vice President and Chief Executive Officer of the Medical Center and in accordance with Medical Center procurement policy.

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APPROVAL OF THE REVISIONS TO THE CHARTER AND BY-LAWS OF THE REGIONAL CRIMINAL JUSTICE TRAINING ACADEMY

(approved by the Finance Committee on September 11, 2006)

WHEREAS, the University is a member of the Central Shenandoah Criminal Justice Training Academy, which provides training and education in criminal justice to the University's law enforcement personnel; and

WHEREAS, the Central Shenandoah Criminal Justice Training Academy's Charter and By-Laws, adopted in 1998, became out of date and required revision to comply with current law and operating procedures; and

WHEREAS, each member organization must approve revisions to the Charter and By-Laws of the Central Shenandoah Criminal Justice Training Academy;

RESOLVED, pursuant to Va. Code §15.2-1747, the revised Charter and By-Laws of the Central Shenandoah Criminal Justice Training Academy, a copy of which is attached to this resolution and incorporated herein by reference, is adopted; and

RESOLVED FURTHER that this resolution shall become effective upon adoption; and

RESOLVED FURTHER by its adoption of this revised Charter and By-Laws, the University evidences its commitment to the training needs of its law enforcement personnel. Notwithstanding the foregoing, it is understood that the University will assume no expense or financial obligation of the Central Shenandoah Criminal Justice Training Academy except as may be duly authorized by University officials.

APPROVAL OF THE 2007 AMENDMENTS TO THE 2006-2008 BIENNIAL BUDGET FOR THE ACADEMIC DIVISION AND THE UNIVERSITY OF VIRGINIA'S COLLEGE AT WISE

WHEREAS, the 2007 operating and capital budget amendments have been carefully reviewed; and

WHEREAS, the amendments represent the highest priority initiatives and are aligned with the mission of the institution;

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RESOLVED that the Board of Visitors of the University of Virginia endorses and supports the proposed amendments to the 2006-2008 biennial budget; and

RESOLVED FURTHER that the Board of Visitors understands that to the extent these initiatives are not included in the Governor's revised 2006-2008 biennial budget, the Academic Division and The University of Virginia's College at Wise may want to pursue similar requests to the legislature; and

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer is authorized to transmit to the General Assembly any request not funded by the Governor as long as there are no material differences from the items already endorsed by the Board of Visitors.

APPOINTMENT TO THE BOARD OF THE UNIVERSITY OF VIRGINIA'S COLLEGE AT WISE

(approved by the Committee on The University of Virginia's College at Wise on September 11, 2006)

RESOLVED that Charlie R. Jessee is appointed to The University of Virginia's College at Wise Board for a four-year term ending June 30, 2010, in accordance with the terms of the Board's Bylaws.

APPROVAL OF SUMMARY OF AUDIT FINDINGS

(approved by the Audit and Compliance Committee on September 11, 2006)

RESOLVED that the Summary of Audit Findings for the period May 1, 2006, through July 31, 2006, as presented by the Director of Audits, is approved as recommended by the Audit and Compliance Committee.

RESOLUTION AUTHORIZING PROPERTY ACQUISITION AND SWAP

WHEREAS, the University intends to expand its medical facilities to accommodate the need for additional office and laboratory space and parking; and

WHEREAS, an opportunity has arisen to swap properties in order to acquire the necessary land adjacent to the Health System facilities;

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RESOLVED that the Executive Vice President and Chief Operating Officer is authorized to negotiate, or work with the University of Virginia Foundation to negotiate, with the review and concurrence of the Chair of the Finance Committee, the purchase of suitable property to use as a swap for properties in the vicinity of the Health System, and to engage in a swap, or work with the University of Virginia Foundation to swap, properties in order to acquire properties within the vicinity of Health System facilities; and

RESOLVED FURTHER, that the Executive Vice President and Chief Operating officer is authorized to execute any and all documents necessary to effect a purchase of property for swap purposes, and to effect the swap transaction.

ACQUISITION OF 500 VALLEY ROAD, CHARLOTTESVILLE

WHEREAS, to accomplish the University's plans for development of the South Lawn it is necessary to acquire 500 Valley Road, a 8,316 foot lot in Charlottesville containing a 11⁄2 story house; and

WHEREAS, the owner of 500 Valley Road is interested in swapping the property for a property of equivalent value; and

WHEREAS, the University owns property at 1308 Wertland Street in Charlottesville, which is of substantially equivalent value to the property at 500 Valley Road; and

WHEREAS, the owner of 500 Valley Road has agreed to a swap of 500 Valley Road for the property at 1308 Wertland Street;

RESOLVED that the acquisition of 500 Valley Road is authorized; and

RESOLVED FURTHER, the disposition of 1308 Wertland Street is authorized as a swap for the benefit of the South Lawn project; and

RESOLVED FURTHER that the swap transaction may be accomplished through the University of Virginia Foundation; and

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RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer, with the concurrence of the Chair of the Finance Committee, is authorized to take any actions and to execute any and all documents necessary to accomplish the acquisition of 500 Valley Road, including the disposition of 1308 Wertland Street as a swap transaction.

DIVESTMENT OF FUNDS IN COMPANIES THAT DO BUSINESS WITH THE GOVERNMENT OF SUDAN

WHEREAS, the Board has a fiduciary obligation to invest the University's endowment prudently and for the benefit of the University; and

WHEREAS, the threshold for divestment based on factors other than business reasons must be very high and should not be taken lightly. The corporate action about which the complaint is made must be gravely offensive and cause much social injury, and the Board finds that the situation in Sudan exceeds this threshold; and

WHEREAS, there is clear and mounting evidence that the government of Sudan is committing genocide against the people of its Darfur region; and

WHEREAS, approximately 400,000 people have been tortured and killed, and some 2.5 million displaced in and around Darfur; and

WHEREAS, on July 22, 2004, the U.S. Senate and House of Representatives unanimously adopted a joint resolution declaring the atrocities in Darfur to be genocide; on September 9, 2004, Secretary of State Colin Powell declared that genocide had been committed, and quite possibly still was being committed, in Darfur; on June 1, 2005, President Bush reiterated that the U.S. government believes genocide is taking place in Darfur; and a January 2005 report by the United Nations condemned the Sudanese government and the Janjaweed militias for committing "serious violations of international human rights and humanitarian law", and Sudanese government officials may have committed genocidal acts; and

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WHEREAS, the Finance Committee has determined that divestment of investments in multinational companies that directly support the activities of the Sudanese government is an appropriate response to the situation in Darfur because a number of multinational companies, particularly in the energy and telecommunications fields, provide the government of Sudan with substantial financial resources and the infrastructure to continue the sponsorship of genocidal actions in Darfur; and

WHEREAS, although the University does not currently have direct investments in such companies, the Board's action shall preclude future direct investment in these companies; and

WHEREAS, this targeted divestment strategy is intended to indicate disapproval of the actions of the Sudanese government without causing harm to innocent Sudanese citizens.

RESOLVED, that the Board requests that the University of Virginia Investment Management Company (UVIMCO) divest any and all direct investments managed by UVIMCO, in multinational companies identified as having direct business ties to the Sudanese government or companies whose business activities are in direct support of these companies and the activities of the government. The following are the specific criteria for companies targeted for divestment:

1. Provide revenues to the Sudanese government through business with the government, government-owned companies or government-controlled consortiums;

2. Offer little substantive benefit to those outside of the Sudanese government or its affiliated supporters in Khartoum, Northern Sudan and the Nile River Valley-this "outside" population specifically includes the country's disaffected Eastern, Southern, and Western regions; and

3. Have demonstrated complicity in the Darfur genocide; and

RESOLVED FURTHER, that the above resolution shall expire September 29, 2011, unless renewed by the Board.

RESOLUTION COMMENDING THE CAMPAIGN EXECUTIVE COMMITTEE AND CAMPAIGN WORKERS

WHEREAS, the Board of Visitors and the University are preparing to launch The Campaign for the University of Virginia, an extraordinary undertaking to begin this day; and

WHEREAS, active preparation for the Campaign had been underway for three years under the direction of the Campaign Executive Committee, an able and dedicated group of volunteers whose work has been an expression of their devotion to the University; and

WHEREAS, the Campaign Executive Committee is being assisted by some five hundred volunteers and the two hundred fifty members of the Development community at the University; and

WHEREAS, among the five hundred alumni and friends who are volunteers is the committee which has been at work for two years to plan the Gala set for September 30th, the centerpiece and culmination of this weekend in celebration of the launching of the Campaign; and

WHEREAS, the weekend and the Gala show every promise of great success, and of being an occasion never to be forgotten in the annals of the University;

RESOLVED, the Board of Visitors thanks the Campaign Executive Committee and all of the volunteers and the members of the Development community at the University for their dedication, unselfish service, and hard work, and congratulates them for this most auspicious beginning of The Campaign for the University of Virginia.