Regents Policy 7307: Policy on Independent Reporting to the Board by Officers of the Regents with Dual Reporting Obligations to the Board and to the President of the University

Approved January 25, 2018

POLICY SUMMARY/BACKGROUND
In response to the independent fact-finding review of the Office of the President’s handling of campus survey responses to the State Auditor, the Regents reviewed their governing documents
and hereby adopt revisions that are intended to clarify and strengthen the independence of Principal Officers with a dual reporting relationship to the Board of Regents and to the President of the University.

POLICY TEXT

A. Chief Compliance and Audit Officer Meetings with Chair of Compliance and Audit Committee and Chair of the Board
To facilitate an effective working relationship between the Chief Compliance and Audit Officer (CCAO) and the Regents and to enhance independent oversight by the Regents, to whom the CCAO owes a direct reporting obligation, the Chair of the Compliance and Audit Committee and the Chair of the Board shall confer with the CCAO alone on a regular basis and shall meet with him or her alone not less than twice a year.

B. Systemwide Deputy Audit Officer Meetings with and Access to Compliance and Audit Committee
The principal avenue for the Systemwide Deputy Audit Officer to communicate with the Compliance and Audit Committee shall be through the Chief Compliance and Audit Officer (CCAO). Notwithstanding the foregoing, the Systemwide Deputy Audit Officer shall have the authority to bring the following matters to the attention of the Chair of the Compliance and Audit Committee, after advising the CCAO of such matters: (1) failure by a senior University official or officials to investigate and/or resolve allegations of improper governmental activities in accordance with law and University policies; (2) violations of law or policy by a senior University official that could result in substantial financial, reputational, or other harm to the University; and (3) obstruction or interference with an audit initiated by the California State Auditor or by the University’s independent
financial accountants. Additionally, the Systemwide Deputy Audit Officer shall have the opportunity to meet annually with the Chair of the Compliance and Audit Committee outside the presence of other University officials.

C. General Counsel Meetings with Board Chair
To facilitate an effective working relationship between the General Counsel and the Regents and to enhance independent oversight by the Regents, to whom the General Counsel owes a direct reporting obligation, the Chair of the Board shall confer with the General Counsel alone on a regular basis and shall meet with him or her alone not less than twice a year.

D. Chief Investment Officer Meetings with Chair of Investments Subcommittee and Chair of the Board
To facilitate an effective working relationship between the Chief Investment Officer and the Regents and to enhance independent oversight by the Regents, to whom the Chief Investment Officer owes a direct reporting obligation, the Chair of the Investments Subcommittee and the Chair of the Board shall confer with the Chief Investment Officer alone on a regular basis and shall meet with him or her alone not less than twice a year.