BYLAW 14. Meetings of The Board
14.1 Regular Meetings of the
A regular meeting of the Board
shall be held once each month, unless dispensed with
by the Board, at such time and place as the Board
by resolution from time to time may direct.
At least ten days in advance
of regular meetings, the Secretary and Chief of Staff
shall give notice of such meetings to any person who
has requested such notice in writing.
Special Meetings of the Board.
Special meetings of the Board
shall be called by the Secretary and Chief of Staff
at the direction of the President or Chairman of the
Board, or any four members thereof. Such meetings
may be called at any time, and notice of the time,
place, and agenda thereof shall be given by telephone,
or by letter or telegram addressed to each Regent
at the last known place of business or residence in
time to reach the Regent at least 72 hours before
the time appointed for such meeting. In addition,
public notice shall be given for such meetings. Such
notice shall be given by notifying any newspaper of
general circulation or any television or radio station
and shall be delivered personally or by mail so that
the notice may be published or broadcast at least
72 hours before the time of such meeting. No business
other than that included in the agenda of the meeting
shall be considered. A record of the service of notice
required to be given as aforesaid shall be entered
upon the minutes of the Board, and the said minutes
when read and approved at the subsequent meeting of
the Board shall be conclusive of the fact that notice
was given as required.
Meetings of Committees and Subcommittees.
Meetings of Committees and Subcommittees shall be called
by the Secretary and Chief of Staff at the direction of
the Chairman of the Board, the Chairman of the particular
Committee or Subcommittee concerned, the President of
the University, or any three members of the Committee
or Subcommittee of which a meeting is to be called.
Meetings of Committees and Subcommittees held in conjunction
with meetings of the Board shall be regarded as regular
meetings unless specifically called as special or emergency
Notice and agenda requirements are as set forth in
Bylaws 14.1 and 14.5
for regular meetings, Bylaw 14.2
for special meetings, and Bylaw 14.4
for emergency meetings.
Emergency meetings of the Board or Committees shall
be called by the Secretary and Chief of Staff at the
direction of the President or Chairman of the Board,
or the President of the University, at any time, and
notice of the time, place, and purpose thereof shall
be given by letter or telegram addressed to each Regent
at the last known place of business or residence. Emergency
meetings may be held only in the event of or to consider:
(a) work stoppage or other activity which severely impairs
public health, safety, or both; (b) crippling disaster
which severely impairs public health, safety, or both;
(c) administrative disciplinary matters, including,
but not limited to, consideration of proposed stipulations,
and pending litigation, which require immediate attention.
Newspapers of general circulation and radio or television
stations which have requested notice of Board or Committee
meetings shall be notified by the President or Chairman
of the Board, or the President of the University or
a designee thereof, one hour prior to the emergency
meeting by telephone. In the event that telephone services
are not functioning, notice requirements shall be deemed
waived, and the President or Chairman of the Board,
or the President of the University, or a designee thereof,
shall, as soon after the meeting as possible, notify
such newspapers, radio stations or television stations
of the fact of the holding of the emergency meeting,
the purpose of the meeting, and any actions at the meeting
which are subject to announcement.
As soon after the meeting as possible, the Secretary
and Chief of Staff shall post for a minimum of ten days
in a public place a list of persons notified or attempted
to be notified, and as to actions which are subject
to announcement, the minutes of the emergency meeting,
including roll call votes and actions taken.
Agenda and Agenda Materials for Regular Meetings of
the Board, Committees, and Subcommittees.
At least ten days prior to each regular meeting of
the Board, Committees and Subcommittees, the Secretary
and Chief of Staff shall mail to each member of the
Board an agenda setting forth all business to be transacted
or discussed at the meeting. No business other than
that included in the agenda for the meeting shall be
considered. At regular meetings of the Board there may
be considered any item on the agenda of a regular Committee
or Subcommittee meeting held in conjunction with the
meeting of the Board.
Seven days prior to each regular meeting of the Board,
Committees and Subcommittees, or as soon thereafter
as practicable, the Secretary and Chief of Staff shall
mail to each member of the Board materials relating
to items on the session agenda. The materials shall
set forth the name of any officer of the Corporation
or of the University whose appointment or dismissal
is to be requested at the meeting.
Public Meetings; Closed Sessions.
Meetings of the Board, its standing
and special Committees or Subcommittees, shall be held
in accordance with Sections 92030-92032 of the California
Education Code which provides in relevant part that:
All meetings of The Regents of the University of California
shall, except as otherwise provided in this article,
be subject to Article 9 (commencing with Section 11120)
of Chapter 1 of Part 1 of Division 3 of Title 2 of the
"Regents of the University of California" means the
Board of Regents of the University of California and
its standing and special committees or subcommittees,
other than groups of not more than three regents appointed
to advise and assist the President in contract negotiations.
The Regents of the University of California may conduct
closed sessions when it meets to consider or discuss:
(1) Matters affecting the national security. (2) The
conferring of honorary degrees or other honors or commemorations.
(3) Matters involving gifts, devises, and bequests.
(4) Matters involving the purchase or sale of investments
for endowment and pension funds. (5) Matters involving
litigation, when discussion in open session concerning
those matters would adversely affect, or be detrimental
to, the public interest. (6) The acquisition or disposition
of property, if discussion of these matters in open
session could adversely affect the regents' ability
to acquire or dispose of the property on the terms and
conditions it deems to be in the best public interest.
(7) Matters concerning the appointment, employment,
performance, compensation, or dismissal of university
officers or employees, excluding individual regents
other than the president of the university. Consideration
of compensation for the Principal Officers of The Regents,
President of the University, Vice Presidents, Chancellors,
and Associate Treasurer of The Regents shall not include
action by The Regents on compensation proposals for
such officers. Action by The Regents on compensation
proposals for such officers shall be taken only in open
session. Compensation for such officers shall include
salary, benefits, perquisites, severance payments (except
those made in connection with a dismissal or a litigation
settlement), retirement benefits, or any other form
of compensation. (8) Matters relating to complaints
or charges brought against university officers or employees,
excluding individual regents other than the president
of the university, unless the officer or employee requests
a public hearing.
While a witness is being examined during any open or
closed session, any or all other witnesses in the investigation
may be excluded from the proceedings by the regents.
Committees of The Regents may conduct closed sessions
on Medi-Cal contract negotiations.
The nominating committee of The Regents may conduct
closed sessions held for the purpose of proposing officers
of the Board and members of the Board's various committees.
Committees of The Regents may conduct closed sessions
held for the purpose of proposing a student regent.
The Regents shall not be required to give public notice
of meetings of special search or selection committees
held for the purpose of conducting interviews for
university officer positions.
The Regents may also hold closed sessions with respect
to matters within Government Code section 3596, a
part of the Higher Education Employer-Employee Relations
Act, including consideration or discussion of the
University's position respecting meeting and conferring
or regarding any matter within the scope of representation
or instructing the University's designated representatives.
Release of Information--Closed Sessions.
- The confidentiality of closed
sessions of the Board and its Committees shall be
maintained, subject to the provisions of this Bylaw.
- Actions taken in closed session
normally shall be released to the public following
final action by the Board or a Committee of the
Board empowered to act. Actions may be withheld
from release or release may be delayed if disclosure
would constitute an invasion of privacy of individuals
or would adversely affect the interests of the University.
Actions taken in closed sessions to appoint, employ,
or dismiss University employees and any roll call
votes thereon shall be reported at subsequent public
meetings of the Board.
- Release of actions shall be determined
by the President of the University and by the Secretary
and Chief of Staff, the Chief Investment Officer,
and the General Counsel of The Regents in their respective
areas of responsibility and in accordance with procedures
established by the Board.
- Information from closed sessions
other than final actions may be released only as
- The President of the University,
the Secretary and Chief of Staff , the Chief Investment
Officer, and the General Counsel of The Regents
in their respective areas of responsibility may
release from closed session background information
as required for the conduct of ordinary business
of the University.
- The President, in consultation
as appropriate with the Chairman of the Board
and General Counsel of The Regents, may release
information for scholarly purposes when the
substance would not presently be considered
in closed session, would be scheduled for release
to the public subsequent to the closed session,
or when the information is twenty-five years
or more old.
Includes amendments through January
BYLAW 14. Meetings of The Board and Committees - Regents of the University of California
University of California