Board of Visitors of the University of Virginia

Agenda and Item Summary

Docket
Board of Visitors
June 17, 2000

I. CONSENT ITEMS

a. APPROVAL OF PRATT FUND DISTRIBUTION FOR

2000-2001

The President will propose the adoption of the following resolution:

RESOLVED that the budget for the expenditure of funds from the Estate of John Lee Pratt be approved to supplement appropriations made by the Commonwealth of Virginia for the School of Medicine and Departments of Biology, Chemistry, Mathematics and Physics in the College of Arts and Sciences. The normal allocations, which are not to exceed $2.6 million for 2000-01, are suggested by the department chairs and recommended by the dean of each school. The special distributions are not to exceed $3.5 million for 2000-01. To the extent the annual income from the endowment is not adequate to meet the recommended distribution, the principal of the endowment will be disinvested to provide funds for the approved budgets.

APPROVAL OF THE APPOINTMENT OF A PUBLIC MEMBER TO THE BOARD OF THE UNIVERSITY OF VIRGINIA INVESTMENT MANAGEMENT COMPANY

The President will propose the adoption of the following resolution:

RESOLVED that Christine P. Gustafson is hereby appointed to serve as a public member of the Board of the University of Virginia Investment Management Company, for a term of four years, beginning July 1, 2000.

Items 1.c. and 1.d. 2.

c. APPROVAL OF THE BLUE RIDGE HOSPITAL PROPERTY TRANSFER

The President will propose the adoption of the following resolution:

WHEREAS, the Governor of Virginia has the authority to allow the University to convey the property held by the Rector and Visitors of the University of Virginia known as Blue Ridge Hospital (the Property) on such terms and conditions approved by the Governor and in a manner that respects the historical and environmental significance of Monticello Mountain; and

WHEREAS, the Governor has agreed to a conveyance of the Property to the University of Virginia Real Estate Foundation for development that furthers the educational and research missions of the University of Virginia, and to allow the Thomas Jefferson Memorial Foundation to lease a portion of the Property to build a visitors center.

RESOLVED that the Board of Visitors delegates authority to the Executive Vice President and Chief Operating Officer to execute any documents and enter into agreements necessary to effect a transfer of the Blue Ridge Hospital property to the University of Virginia Real Estate Foundation.

ADOPTION OF THE RETURN OF TITLE IV FUNDS SCHEDULE AND REVISION OF THE POLICY ON REFUND OF TUITION, FEES AND ROOM AND BOARD CHARGES

The President will propose the adoption of thefollowing resolution:

WHEREAS, the Higher Education Amendments of

1998, which substantially revised Section 484B of the Federal Higher Education Act of 1965, require adoption of the Return of Title IV Funds Schedule; and

WHEREAS, the Higher Education Amendments of 1998 eliminate the Pro Rata Refund Schedule; and

Item l.d. continued 3.

WHEREAS, the federal government has mandated compliance with the Higher Education Amendments of October 1998;

RESOLVED that the University adopts the Return of Title IV Funds Schedule as it appears below, effective the first day of the Fall 2000 semester; and

RESOLVED FURTHER that the University modifies the language of the Policy on Refund of Tuition, Fees and Room and Board Charges to eliminate the Pro Rata Refund Schedule.

In the event a student withdraws from the University and that individual has not received Title IV Aid, the Institutional Refund Schedule will apply.

Institutional Refund Schedule: Tuition and fees will be charged on a percentage basis, based on the school week during which the student withdraws. A school week is defined as the period beginning on Monday and ending on the succeeding Sunday. The first school week of a semester (term) is defined as the week during which the general University Final Registration ends. Application of the Institutional Refund Schedule pertains only to tuition and fees. Room and board refunds are calculated separately, since the student signs a detailed contract for each.

School Week	Percentage Retained	Percentage Refunded
1	20	80
2	20	80
3	30	70
4	40	60
5	50	50
6	60	40
After 6	100	0

In the event a student withdraws from the University and the student has received Title IV Aid, the Return of Title IV Funds Schedule will apply.

Return of Title IV Funds Schedule: Under this schedule, room and board are considered institutional charges and will be refunded in the same manner as Tuition and Fees, i.e., based on

Item 1.d continued, Item 1.e. 4.

the number of days of attendance. Details of this calculation are complex and are available in either the Bursar’s Office or the Office of Financial Aid to Students.

CONFLICT OF INTEREST EXEMPTION

The President will propose the adoption of the following resolution:

WHEREAS, the Curry School of Education wishes to pursue basic research in the uses of technology for the education of students with disabilities; and

WHEREAS, a portion of this research may be done in collaboration with ERICA Inc., a small business which has developed unique software and hardware applications which will greatly facilitate this research; and

WHEREAS, University faculty members or employees, Thomas Hutchinson, Peter Beling, George Overstreet, Chris Lankford, and K. Preston White, Jr. have ownership interests in ERICA Inc.; and

WHEREAS, an agreement with ERICA may be entered into by the University under the exemption to the Virginia Conflict of Interests Act as provided in Section 2.1-639.6(C)(7) of the Code of Virginia, with approval by the Board of Visitors.

RESOLVED that the exemption under Section 2.1-639.6(C)(7) of the Code of Virginia for the proposed agreement between the University and ERICA is approved, provided the annual disclosure statement of economic interests is filed by Thomas Hutchinson, Peter Beling, George Overstreet, Chris Lankford, and K. Preston White, Jr. as required by law, provided the University files its required annual report with the Secretary of the Commonwealth disclosing the contract and responsible managers overseeing its administration, and provided the Deans of the School of Engineering and Applied Science, the McIntire School of Commerce, and the Curry School of Education vigilantly oversee and monitor the utilization of University resources in implementation of any contract with ERICA.

Items l.f., l.g., 1.h., and 1.i. 5.

f. APPROVAL OF ARCHITECT SELECTION FOR THE

CAMPBELL HALL ADDITION PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that _______________________ of __________, _____ is approved for the performance of architectural and engineering services for the Campbell Hall Addition project.

g. APPROVAL OF ARCHITECT SELECTION FOR THE HOSPITAL EXPANSION PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that RTKL Associates, Inc. of Baltimore, Maryland is approved for the performance of architectural and engineering services for the Hospital Expansion project.

h. APPROVAL OF ARCHITECT SELECTION FOR THE MEDICAL RESEARCH BUILDING #6 PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that Henningson, Durham, and Richardson of Alexandria, Virginia is approved for the performance of architectural and engineering services for the Medical Research Building #6 project.

i. APPROVAL OF ARCHITECTURAL DESIGN GUIDELINES FOR THE CAMPBELL HALL ADDITION PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that the architectural design guidelines, dated June 17, 2000, prepared by the Architect for the University, for the Campbell Hall Addition project, are approved; and

Item 1.i. continued, Items 1.j. and 1.k. 6.

RESOLVED FURTHER that the project will be presented for further review at the schematic design level of development.

j. APPROVAL OF ARCHITECTURAL DESIGN GUIDELINES FOR THE MEDICAL RESEARCH BUILDING #6 PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that the architectural design guidelines, dated June 17, 2000, prepared by the Architect for the University, for the Medical Research Building #6 project are approved; and

RESOLVED FURTHER that the project will be presented for further review at the schematic design level of development.

k. APPROVAL TO REMOVE VYSSOTSKY COTTAGE GARAGE

The President will propose the adoption of the following resolution:

WHEREAS, the University owns a small garage

(FAACS Building Number: 207-2355) at the McCormick Astronomical Observatory on the University of Virginia’s Observatory Hill (Mount Jefferson) in Albemarle County; and

WHEREAS, this structure has not been used for several years; and

WHEREAS, the Governor of Virginia delegated to the Board of Visitors, pursuant to Executive Order Number Thirty-Four (98), dated November 10, 1998, the authority of the Governor to approve the removal of buildings on state property, with the advice and counsel of the Art and Architectural Review Board, and the review of the Department of Historic Resources; and

Item 1.k. continued, Item 1.l 7.

WHEREAS, the Art and Architectural Review Board and the Department of Historic Resources have approved the removal of this structure;

RESOLVED that the removal of the Vyssotsky Cottage Garage, 207-2355, is approved by the Board of Visitors; and

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer is authorized to

execute any and all documents pertaining to the removal of

the aforementioned building, and that the said officer ensure that the required report regarding the building removal is

sent to the Department of General Services.

l. APPROVAL TO REMOVE THE FAULKNER

CARRIAGE HOUSE GARAGE

The President will propose the adoption of the

following resolution:

WHEREAS, the University owns a small garage (FAACS Building Number: 207-2611) behind Faulkner House on Old Ivy Road in Albemarle County; and

WHEREAS, this structure must be demolished to allow for development associated with the addition to the White Burkett Miller Center for Public Affairs; and

WHEREAS, the Art and Architectural Review Board and the Department of Historic Resources have approved the removal of this structure;

RESOLVED that the removal of the Faulkner Carriage House Garage, 207-2611, is approved by the Board of Visitors; and

Item 1.l. continued, Items 2.a., 2.b., and 2.c. 8.

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer is authorized to execute any and all documents pertaining to the removal of the aforementioned building, and that the said officer ensure that the required report regarding the building removal is sent to the Department of General Services.

II. ACTION ITEMS

a. APPROVAL OF The 2000-2001 OPERATING

BUDGET FOR THE ACADEMIC DIVISION

RESOLVED that the 2000-2001 Operating and Capital Budget for the University of Virginia Medical Center,

Item 2.c. continued, Items 2.d. and 2.e. 9.

AUTHORIZATION TO INCREASE THE FISCAL

YEAR 1999-2000 ENDOWMENT INCOME

DISTRIBUTION

The President will propose the adoption of the following resolution:

RESOLVED that the Executive Vice President and

Chief Operating Officer be authorized to increase the Fiscal Year 2000-2001 income distribution of Class A shares thirty percent from $68.76 per share to $89.39 per share, which equals 3.70 percent of the March 31, 2000, market value of the Pooled Endowment Fund;

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer be authorized to increase the Fiscal Year 2000-2001 income distribution of Class B shares thirty percent from $94.43 per share to $122.76 per share, which equals 5.07 percent of the March 31, 2000, market value of the Pooled Endowment Fund;

RESOLVED FURTHER that the Executive Vice President and Chief Operating Officer be authorized to increase the Fiscal Year 2000-2001 income distribution to the Sun Trust portion of the Miller Center endowment by four percent from $1,008,000 to $1,048,320, which equals 5.15 percent of the March 31, 2000, market value of that fund.

e. APPROVAL OF BOND ISSUANCE

The President will propose the adoption of the following resolution:

WHEREAS, pursuant to Chapter 3.2, Title 23 of the Code of Virginia of 1950, as amended (the "Act"), the General Assembly of Virginia has authorized the Virginia College Building Authority (the "Authority") to develop a

Item 2.e. continued 10.

pooled bond program (the "Program") to purchase bonds and other

debt instruments issued by public institutions of higher education in the Commonwealth of Virginia (the "Institutions") to finance or refinance the construction of projects of capital improvement specifically included in a bill passed by a majority of those elected to each house of the General Assembly of Virginia (the "Projects"); and

WHEREAS, the Authority intends to issue from time to time under the Program its Educational Facilities Revenue Bonds (Public Higher Education Financing Program) (the "Bonds") to finance the purchase of bonds and other debt instruments issued by the Institutions to finance or refinance the Projects, all in the furtherance of the purposes of the Act and the Program; and

WHEREAS, the Board of Visitors of The Rector and Visitors of the University of Virginia (the "Board") may from time to time wish to finance or refinance Projects of The Rector and Visitors of the University of Virginia (the "Institution") through the Program; and

WHEREAS, if the Institution wishes to finance or refinance a Project through the Program, it will be necessary for the Institution to enter into a Loan Agreement (a "Loan Agreement") between the Authority and the Institution and to evidence the loan to be made by the Authority to the Institution pursuant to the Loan Agreement by issuing the Institution’s promissory note (the "Note") pursuant to Section 23-19 of the Code of Virginia of 1950, as amended. Pursuant to the Loan Agreement, the Authority will agree to issue its Bonds and to use certain proceeds of the Bonds to purchase the Note issued by the Institution and the Institution will agree to use the proceeds received from the Authority to finance or refinance the construction of the Project and to make payments under the Loan Agreement and the Note in sums sufficient to pay, together with certain administrative and arbitrage rebate payments, the principal of, premium, if any, and interest due on that portion of the Bonds issued to purchase the Note; and

WHEREAS, the Institution now proposes to sell to the Authority its Note (the "2000A Note") to be issued under a Loan Agreement (the "2000A Loan Agreement") to finance or refinance all or a portion of the costs of the Darden School

Item 2.e. continued 11.

Expansion project, the National Radio Astronomy Observatory Addition project and the Student Center for the University of Virginia’s College at Wise project (together, the "2000A Project"); and

WHEREAS, there has been made available to the

Board in the office of the Institution’s Executive Vice President and Chief Operating Officer the proposed forms of the 2000A Note and the 2000A Loan Agreement; and

WHEREAS, it is the desire of the Board to authorize the execution and delivery of the 2000A Loan Agreement and the execution and issuance of the 2000A Note to

authorize officers of the Institution to execute, deliver and issue in the name of and on behalf of the Institution, the 2000A Loan Agreement, the 2000A Note and any and all documents necessary to effectuate the financing or refinancing of all or a portion of the costs of the 2000A Project through the Program with the Authority and to facilitate the purchase of the 2000A Note by the Authority; and

WHEREAS, it is the desire of the Board to approve the further participation by the Institution in the Program and to authorize the execution, delivery and issuance of such other Loan Agreements and Notes on terms and conditions substantially similar to the 2000A Loan Agreement and 2000A Note and to similarly authorize certain officers of the Institution to execute, deliver and issue in the name of and on behalf of the Institution, all Loan Agreements, all Notes and any and all future documents necessary to effectuate the Program with the Authority and to facilitate the purchase of the Notes by the Authority.

RESOLVED:

Section 1. The Board authorizes hereby the

participation of the Institution in the Program and the execution of the loan agreements and other documents, including any note, as may be authorized by its authorized officers.

Section 2. The President of the Institution and the Executive Vice President and Chief Operating Officer of the Institution (the "Authorized Officers"), or either of them, are each hereby delegated and invested with full power and authority to execute, deliver and issue, on behalf of the

Item 2.e. continued 12.

Board, (a) the 2000A Loan Agreement with such changes, insertions or omissions as may be approved by the Authorized Officers, whose approval shall be evidenced conclusively by the execution and delivery of the 2000A Loan Agreement, (b) the 2000A Note with such changes, insertions or omissions as may be approved by any Authorized Officer, whose approval shall be evidenced conclusively by the execution and issuance of the 2000A Note, and (c) any and all other documents, instruments or certificates as may be deemed necessary to consummate the financing or refinancing of all or a portion of the costs of the 2000A Project through the Program, the construction of the 2000A Project and the Institution’s participation in the Program, and to further carry out the purposes and intent of this Resolution. The Authorized Officers are directed to take

such steps and deliver such certificates prior to the delivery of the 2000A Note as may be required under existing obligations of the Institution.

Section 3. The Authorized Officers, or either of them, are each hereby delegated and invested with full power and authority to execute and deliver, on behalf of the Board, (a) such future Loan Agreements in substantially the form of the 2000A Loan Agreement with such changes, insertions or omissions as may be approved by any Authorized Officer, whose approval shall be evidenced exclusively by the execution and delivery of the future Loan Agreement, (b) such future Notes in substantially the form of the 2000A Note with such changes, insertions or omissions as may be approved by the Authorized Officers, whose approval shall be evidenced exclusively by the execution and delivery of the future Note, and (c) any and all other documents, instruments or certificates as may be deemed necessary in the future to consummate the Program, the construction of the Projects and the Institution’s participation in the Program, and to further carry out the purposes and intent of this Resolution in the future, it being the intent of the Board that no further action on behalf of the Board shall be necessary to empower the Authorized Officers, or either of them, to execute, deliver and issue such future Loan Agreements, future Notes and other documents as may be deemed necessary in order for the Institution to participate in the Program in the future.

Item 2.e. continued 13.

Section 4. The authorizations given above as to the execution, delivery and issuance of the 2000A Loan Agreement and the 2000A Note are subject to the following parameters: (a) that the principal amount to be paid under the 2000A Note shall not be greater than the aggregate amount authorized for the components of the 2000A Project by the General Assembly of Virginia, including any adjustments required or permitted by law, (b) that the interest rate payable under the 2000A Note shall not exceed a "true" or "Canadian" interest cost more than fifty basis points higher than the interest rate for "AA" rated securities with comparable maturities, as reported by Delphis-Hanover, or another comparable service or index on the date that the interest rates on the 2000A Note are determined, taking into account original issue discount or premium, if any, (c) that the weighted average maturity of the principal payments due under the 2000A Note shall not be in excess of twenty (20) years, (d) that the last principal payment date under the 2000A Note with respect to each of the components of

the 2000A Project shall not extend beyond the period of the reasonably expected economic life of each such component of the 2000A Project, (e) that the financing of the 2000A Project and the terms and provisions of the 2000A Loan Agreement and the 2000A Note will comply with the Alternative Construction and Financing Guidelines issued by the Commonwealth’s Secretary of Finance, and (f) that the actual interest rates, maturities, and date of the 2000A Note shall be approved by an Authorized Officer, which approval will be evidenced by the execution of the 2000A Note.

Section 5. The authorizations given above as to the execution, delivery and issuance of any future Loan Agreements and future Notes are subject to the following parameters: (a) that the principal amount to be paid under such Notes shall not be greater than the amount authorized for the Projects by the General Assembly of Virginia, including any adjustments required or permitted by law, (b) that the interest rate payable under such Notes shall not exceed a "true" or "Canadian" interest cost more than fifty basis points higher than the interest rate for "AA" rated securities with comparable maturities, as reported by Delphis-Hanover, or another comparable service or index on the dates that the interest rates on such Notes are determined, taking into account original issue discount or premium, if any, (c) that

Item 2.e. continued, Item 2.f. 14.

the weighted average maturity of the principal payments due

under such Notes shall not be in excess of twenty (20) years, (d) that the last principal payment date under such Notes with respect to each of the components of the Projects shall not extend beyond the period of the reasonably expected economic life of each such component of the Projects being financed, and (e) that the financing of the Projects and the terms and provisions of such Loan Agreements and Notes will comply with the Alternative Construction and Financing Guidelines issued by the Commonwealth’s Secretary of Finance.

Section 6. The Board acknowledges, on behalf of the

Institution, that if the Institution fails to make any payments of debt service due under any Loan Agreement or Note, including the 2000A Loan Agreement and the 2000A Note, the Program authorizes the State Comptroller to charge against the appropriations available to the Institution all future payments of debt service on that Loan Agreement and Note when due and payable and to make such payments to the Authority or its designee, so as to ensure that no future default will occur on such Loan Agreement or Note.

Section 7. The Board agrees that if the Authority determines that the Institution is an "obligated person" with respect to which a disclosure obligation arises under Rule 15c2-12 of the Securities and Exchange Commission with respect to any issue of Bonds, the Institution will enter into a continuing disclosure undertaking in form and substance satisfactory to the Authority and the Institution and will comply with the provisions and disclosure obligations contained therein.

Section 8. This resolution shall take effect

immediately upon its adoption.

f. APPROVAL OF THE CREATION OF A COLLEGE FOUNDATION

The President will propose the adoption of the following resolution:

WHEREAS, the University Policy on University-Related Foundations requires that all new University-Related Foundations receive approval of the Board of Visitors; and

Item 2.f. continued, Items 2.g., 2.h. and 2.i. 15.

WHEREAS, the Vice President for Development recommends that the Board of Visitors approve the creation of a University-Related Foundation for the College and Graduate School of Arts and Sciences; and

WHEREAS, this new foundation will adhere to the University’s Policy on University-Related Foundations;

RESOLVED that the Board of Visitors approves the creation of a University-Related Foundation for the College and Graduate School of Arts and Sciences.

g. APPROVAL OF THE AUDIT SCHEDULE

The President will propose the adoption of the following resolution:

RESOLVED that the Audit Schedule for Fiscal Year 2000-2001, is approved as recommended by the Audit Committee.

h. APPROVAL OF PRELIMINARY DESIGN FOR THE

MONROE LANE STUDENT RESIDENCE PROJECT

The President will propose the adoption of the following resolution:

RESOLVED that the preliminary design, dated June 17, 2000, and prepared by Mitchell/Matthews Architects of Charlottesville, for the Monroe Lane Student Residence project, is approved for further development and construction.

i. APPROVAL OF VDOT AGREEMENT, EMMET STREET BRIDGE

The President will propose the adoption of the

following resolution:

WHEREAS, in accordance with Virginia Department of Transportation construction allocation procedures, it is necessary that a request by resolution be made in order that the Department program an urban highway project at the University of Virginia in the City of Charlottesville.

Item 2.i. continued, Items 2.j., 2.k. and 2.l. 16.

RESOLVED that the University of Virginia requests the Virginia Department of Transportation to establish an urban system highway project to provide a pedestrian and bicycle bridge over Emmet Street (near Massie Road) and associated roadway improvements, a distance of approximately 2400 feet; and

RESOLVED FURTHER that the University of Virginia agrees to pay its share of the total cost for preliminary engineering and construction of this project in accordance with Section 33.1-44 of the Code of Virginia, and that, if the University subsequently elects to cancel this project, the University agrees to reimburse the Virginia Department of Transportation for the total amount of the cancellation.

APPROVAL OF REVISIONS TO THE BOARD'S BYLAWS

The President will propose the adoption of the following resolution:

RESOLVED that the bylaws of The University of Virginia's College at Wise Board be approved as amended (see Attachment).

APPOINTMENTS TO THE UNIVERSITY OF

VIRGINIA'S COLLEGE AT WISE BOARD

The President will propose the adoption of the

following resolution:

RESOLVED that Ms. Marcia Adams-Gilliam, Mr. Don Green, Mr. Ronnie Montgomery, Mr. Ford C. Quillen, and Mr. Henry R. Winkler be appointed to The University of Virginia's College at Wise Board, for a term ending June 30, 2004, in accordance with the terms of its bylaws.

l. GIFTS, GRANTS AND CONTRACTS

The President will report on Gifts, Grants and

Contracts.

Items 2.m. and 2.n. 17.

m. MEMORIAL RESOLUTION FOR BELVA T. DUNN JONES

The President will propose the adoption of the

following resolution:

WHEREAS, Belva Tune Dunn Jones, an alumna of Mary Washington College, was appointed to the Board of Visitors by Governor Stanley in 1954; and

WHEREAS, Mrs. Jones was 31 at the time of her appointment, the youngest woman to be named to a board of visitors in the United States; and

WHEREAS, Mrs. Jones was reappointed to the Board of Visitors by Governor Almond for a second term in 1958; and

WHEREAS, Mrs. Jones was a valued member of the Board with a particular interest in Mary Washington College, at that time a part of the University of Virginia; and

WHEREAS, Mrs. Jones died in Northampton County on May 31, 2000;

RESOLVED that the Board of Visitors expresses its deepest sympathy to the family of Belva Tune Dunn Jones, as well as its appreciation for her years of devoted service to the Board and to the University of Virginia.

ELECTIONS AND RE-ELECTIONS TO THE MILLER CENTER GOVERNING COUNCIL

The President will propose the adoption of the following resolution:

RESOLVED that Ms. Sylvia B. Mathews and Mr. Leigh B. Middleditch, Jr., be elected to the Miller Center Governing Council, for three years, effective June 17, 2000;

RESOLVED FURTHER that Ms. Bette B. Anderson and Mr. Daniel K. Frierson be re-elected to the Miller Center Governing Council, for three years, effective June 17, 2000.