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					                                               MINUTES OF THE REGULAR MEETING

                                                                                  of the

                BOARD OF REGENTS OF THE UNIVERSITY OF WISCONSIN SYSTEM

                                                             Held in Varsity Hall II
                                                                  Union South
                                                        University of Wisconsin-Madison
                                                              Madison, WI 53715

                                                             Thursday, December 8, 2011
                                                                      9:30 a.m.


PRESIDENT’S GREETING ......................................................................................................................................... 3
   WELCOME TO NEW REGENTS ...........................................................................................................................................3
     Regent Tim Higgins ................................................................................................................................................3
     Regent Gary Roberts ..............................................................................................................................................4
     Regent Jerry Whitburn ...........................................................................................................................................5
   OTHER INTRODUCTIONS ...................................................................................................................................................6
UW-MADISON PRESENTATION BY INTERIM CHANCELLOR DAVID WARD: “A STRATEGIC APPROACH TO
RESOURCE STEWARDSHIP” .................................................................................................................................... 6
   BACKGROUND ................................................................................................................................................................7
     Experience with ACE ..............................................................................................................................................7
     Purpose of the Presentation Title ..........................................................................................................................8
     History of Distribution of Revenues .......................................................................................................................8
   STEWARDSHIP ................................................................................................................................................................9
     Revenue Challenges ...............................................................................................................................................9
     Autonomy to be Entrepreneurial .........................................................................................................................10
     Personnel Systems ...............................................................................................................................................10
     Base Funding........................................................................................................................................................11
   EDUCATIONAL INNOVATION ............................................................................................................................................11
   ADMINISTRATIVE EXCELLENCE .........................................................................................................................................12
   OPPORTUNITIES TO ENHANCE RESEARCH EXCELLENCE..........................................................................................................13
     National Context ..................................................................................................................................................13
     Current Situation..................................................................................................................................................13
     Possible Improvements ........................................................................................................................................14
   REGENT DISCUSSION .....................................................................................................................................................15
PRESENTATION BY TERRENCE MACTAGGART: “REGENT RESPONSIBILITIES AND LEADERSHIP ROLE IN A TIME OF
CHANGE” ............................................................................................................................................................. 15
   BACKGROUND ..............................................................................................................................................................16
   INTRODUCTION OF GUEST PRESENTER ..............................................................................................................................17
   HOW BOARDS CONTRIBUTE TO POSITIVE CHANGE ..............................................................................................................18
   DECISION-MAKING DOMAIN ...........................................................................................................................................21
   BOARD CULTURE ..........................................................................................................................................................24
REPORT OF THE PRESIDENT OF THE BOARD ......................................................................................................... 26



12/8/11                                                     Board of Regents Minutes                                                                                 Page 1
 EDUCATIONAL COMMUNICATIONS BOARD, HIGHER EDUCATIONAL AIDS BOARD, HOSPITAL AUTHORITY BOARD, AND WISCONSIN
 TECHNICAL COLLEGE SYSTEM BOARD REPORTS ...................................................................................................................26
 BOARD-RELATED NEWS .................................................................................................................................................26
 INTERIM REPORT OF AD HOC COMMITTEE ON BOARD RESPONSIBILITIES ..................................................................................27




12/8/11                                                Board of Regents Minutes                                                                             Page 2
                          MINUTES OF THE REGULAR MEETING

                                             of the

          BOARD OF REGENTS OF THE UNIVERSITY OF WISCONSIN SYSTEM


                                    Held in Varsity Hall II
                                         Union South
                               University of Wisconsin-Madison
                                     Madison, WI 53715

                                  Thursday, December 8, 2011
                                           9:30 a.m.

                                 -President Spector Presiding-

PRESENT: Regents Jeffrey Bartell, Mark Bradley, Judith Crain, Tony Evers, Michael Falbo,
Tim Higgins, Edmund Manydeeds, Katherine Pointer, Charles Pruitt, Gary Roberts, Troy
Sherven, Brent Smith, Michael Spector, Mark Tyler, and Gerald Whitburn

UNABLE TO ATTEND: Regents John Drew, José Vásquez and David Walsh
                                    ---


PRESIDENT’S GREETING
       Welcome to New Regents

       President Spector announced that he was pleased to convene the Regents’ December
meeting, hosted by UW-Madison. He thanked Chancellor Ward and his team for their warm
hospitality, and encouraged attendees to explore the new Union South building.

       Regent Tim Higgins

        Saying that his first task of the morning was one of the best parts of his job, President
Spector said that he was pleased to introduce the three newest members of the Board. The first
introduction was Regent Tim Higgins, owner and principal of ChiRho Services, a consulting
firm based in Appleton, which is focused on health care payment, reform issues and the
integration of complimentary and traditional medicine. He earned his Bachelor of Arts Degree
in Economics from UW-Madison and his law degree from IIT Kent College of Law in Chicago.
President Spector said that Regent Higgins had served two terms on the Wisconsin Alumni
Association (WAA) National Board of Directors and was honored as the Alumni Advocate of the
Year in 2005.

        President Spector invited Regent Higgins to make brief remarks. Regent Higgins related
a story about when he was a graduate student in 1977 on the UW-Madison campus in the

12/8/11                          Board of Regents Minutes                                  Page 3
Department of Educational Administration. His graduate advisor, Professor Joe Kauffman, a
wonderful mentor, who helped Sergeant Shriver start the Peace Corps, served as dean of students
at UW-Madison, and served as president of Rhode Island College, asked Regent Higgins why he
was pursuing his degree. Regent Higgins joked that the question may have been a subtle hint
that he would not make it as a high school principal. Now-Regent Higgins said that he thought
he surprised the professor when he told him he thought the degree would be good preparation
because he wanted to be a UW Regent. Regent Higgins said that he never completed that
particular graduate program because job commitments took him away from Madison, but in the
intervening years he tried to stay close to the UW.

        Through the Wisconsin Alumni Association, Regent Higgins said, he had the opportunity
to participate in promoting diversity on the Madison campus as a member of the WAA’s
Diversity and Inclusivity Council and in legislative advocacy, as a participant in the Alumni for
Wisconsin Group. Regent Higgins said that he was most proud of a program that he and his
wife, Jonna, started in 1998 through a local WAA chapter. He said that they raised $10,000 from
local businesses to begin a recruitment effort targeting Hmong high school students from the Fox
Valley. Working with the Hmong-American Partnership of Fox Valley, they bring more than
100 students to visit UW-Madison, where they meet with the admissions office staff and with
their older sisters, brothers, cousins, and friends who are already UW students. The result has
been that more than 100 students have matriculated at Madison, and the vast majority of those
have graduated. Regents Higgins observed that it had been a great pleasure to follow the
successes of those first-in-the-family college graduates, because many of them return to their
adopted roots in the Fox Valley.

        Regent Higgins expressed the hope that his ongoing connection with the UW would help
him learn more quickly about the System, so that he could participate productively in its
governance during these trying times. He said that he was proud to be placed among such a
distinguished group of citizen volunteers and hoped to live up to the responsibilities that go with
the honor of serving.

       Regent Gary Roberts

       President Spector introduced Regent Gary Roberts of Onalaska, President and CEO of
Morrison Creek Cranberry Corporation, based in Warrens, Wisconsin. He has extensive
experience managing and owning restaurants, including the 1990 National Restaurant of the
Year, Piggy’s Restaurant, in La Crosse. President Spector said that Regent Roberts was an
alumnus of UW-La Crosse, where he earned a Bachelor of Science Degree in Political Science
and Psychology. He has served on several boards in the Cooley Region, including the La Crosse
Area Convention and Visitors Bureau and the La Crosse Chamber of Commerce.

        Regent Roberts thanked President Spector and began his remarks by saying that his
career started as an entrepreneur, and being an entrepreneur is what he brought to the Board
table. He said that when he was 10 years old, he was not old enough to be a paper boy. He
wanted to work, so he told his father that he was going to the swimming pool, and instead he
hitchhiked to Fort McCoy to shine shoes. On a good day he would get a quarter for a pair of
shoes, and on a bad day it was a nickel. Ever since then, he has had a job, Regent Roberts said,
and he had been creative in developing an entrepreneurial attitude in life.

12/8/11                           Board of Regents Minutes                                    Page 4
        Regent Roberts said that one of his most proud service opportunities was through
Riverfest in La Crosse, about 25 years before. He said he gathered together three or four people
and suggested that a festival should be held, because it was quiet in La Crosse over the Fourth of
July, with festivals going on all over the state and country. Since a river runs through the
downtown, he suggested the festival be called Riverfest. There were “a million roadblocks” in
the way; the mayor, the council, and others said that it could not be done, and since La Crosse
already had Octoberfest, it was suggested that another festival was not needed. Regent Roberts
said he persuaded people to find a way to make the new festival happen, and Riverfest is now at
least the second-most-successful festival in La Crosse.

        Therefore, Regent Roberts said, his strengths lie in not accepting “no” for an answer. His
restaurants were not all as successful as Piggy’s in La Crosse, but his goal was to exceed
expectations, and that was what happened. Regent Roberts said that he was honored to be on the
Board with such a distinguished group of people.

       Regent Jerry Whitburn

        President Spector next introduced Regent Jerry Whitburn of Wausau, Chairman of the
Board of Church Mutual Insurance Company in Merrill. He has an extensive background in
business and government, having served as Labor Secretary in Wisconsin and Secretary of
Health and Human Services in both Wisconsin and Massachusetts. He received his Bachelor’s
Degree in Political Science and History from UW-Oshkosh and Master of Arts Degree in
Political Science from UW-Madison. He is a Director of the Wisconsin Policy Research
Institute and the Natural Resources Foundation in Wisconsin and serves on the National
Advisory Council of the Marshfield Clinic.

        Thanking President Spector, Regent Whitburn said that this was a high honor. He
mentioned his service on the Board of Visitors for Political Science at UW-Madison, which
meets at North Hall, the oldest building in the whole System. Contrasting that with Union South,
he said it was nice to be present in one of the newest buildings in the whole System.

       Regent Whitburn said that for many years he served on the Board of the Wisconsin
Center for Academically Talented Youth, the principle advocate for gifted and talented in
Wisconsin. The entity had now been merged into the School of Education at UW-Madison.
Regent Whitburn said that he would leave both of these assignments if confirmed by the Senate.

        Regent Whitburn said that he came to Wisconsin immediately following undergraduate
school to do graduate work and to serve on the Governor’s staff. In 1968, Martin Luther King
was assassinated, and the Governor had to bring the National Guard onto the UW-Madison
campus for the first time in the history of the campus. These were very electric days. People
like himself learned a great deal. He said that people have continued to learn much in this ever-
evolving organization. Regent Whitburn said that the UW System enjoys a wonderful reputation
worldwide. More Fortune 500 CEOs across America come from Wisconsin than any other
system, which is a wonderful tribute to the System’s excellence. Regent Whitburn concluded his
remarks by saying that it was a high honor to have an opportunity to join with the other members
of the Board to try and make the System even better.

12/8/11                           Board of Regents Minutes                                  Page 5
       President Spector noted that Board members’ three new colleagues would be going to the
Capitol that afternoon for their confirmation hearing. He wished them the best on behalf of the
Board, welcomed them, and thanked them for contributing their time, efforts, and wisdom to
Wisconsin public higher education.

       Other Introductions

       President Spector called upon President Reilly to offer some additional welcomes.
President Reilly welcomed the new Regents and said that he looked forward to working with
each of them in the years ahead.

        President Reilly also acknowledged that UW-La Crosse Provost Kathleen Enz Finken,
who was present at the meeting, would be leaving UW-La Crosse later in the month to become
the provost at Cal-Poly University in San Luis Obispo, California. He said that it was a
wonderful opportunity for Kathleen, but she would be deeply missed at UW-La Crosse, in the
System, and in the state. President Reilly thanked Provost Enz Finken for her service and wished
her the best in California.

       President Reilly added that Chancellor Gow had asked Betsy Morgan to serve as interim
Provost and Vice Chancellor for Academic Affairs at UW-La Crosse. Dr. Morgan has three
years of experience in the Provost’s Office there, having served as Faculty Assistant to the
Provost from 2005 to 2008. She also has more than seven years of experience as Chair of UW-
La Crosse’s very well regarded Psychology Department. President Reilly said that he looked
forward to working with Ms. Morgan in her new role.

       President Spector called Regents’ attention to visitors who would be joining the
committee meetings later in the day, participants in the UW Colleges and UW-Extension
Leadership Academy. He said that he had the interesting experience of meeting them for an hour
the day before and talking about leadership and how the Board works. President Spector asked
that Regents welcome the participants when they saw them.
                                               ---


UW-MADISON PRESENTATION BY INTERIM CHANCELLOR DAVID
WARD: “A STRATEGIC APPROACH TO RESOURCE STEWARDSHIP”
       Turning to the day’s business, President Spector said that UW-Madison, the System’s
extraordinary flagship institution, would be the host presenter. Its quality, influence, and
deserved acclaim happened neither by accident, nor overnight. They resulted, in significant part,
from the kind of careful, forward-thinking planning about which Interim Chancellor David Ward
would be speaking.

        President Spector introduced Interim Chancellor Ward, who offered three prefatory
comments. First, he noted that the music playing as people entered the meeting room was from
the Pro Arte Quartet, which was celebrating its 100-year anniversary and which was the longest

12/8/11                          Board of Regents Minutes                                  Page 6
continuously-performing quartet in the world. It was founded in Brussels and, in 1941 or 1942,
was performing in Madison. Hitler invaded Holland and Belgium, so the then-president, one of
the chancellor’s predecessors, invited them to stay in Madison. They have been a fixture in the
Madison musical scene.

       Second, the chancellor said that Union South, which was only an idea when he left
Madison in 2000, was now a reality. Interim Chancellor Ward said that the administration had
nothing to do with it; rather, the building was the result of the good taste of UW-Madison
students and was creatively put together with program revenue and their own commitments. It is
a remarkable building that all can enjoy. The chancellor noted that about 20 or so students
would be at lunch at various tables for those who “wish to sample the precocity and the
extraordinary vitality” of some UW-Madison students.

       Third, a shuttle will be available to take attendees the four or five blocks to the Chazen
Museum for the evening reception. The Chazen is a truly remarkable addition to the campus, as
well, within the framework of the arts.

       Background

        Interim Chancellor Ward commented that he was now obviously back at UW-Madison,
barely four months. Being back is a little like wearing old clothes, he said, in that it is a very
familiar place. On the other hand, it is a very different fiscal environment, one that is extremely
challenging. He said that he would speak about a strategic approach to the current fiscal
situation.

       Experience with ACE

        First, Dr. Ward noted that when he was President of the American Council on Education
(ACE) – which includes a broad range of 1,800 institutions, such as comprehensive research
universities, small private institutions, Ivy League universities, and community colleges – one of
his roles was to try to speak with one voice about all of American higher education. What struck
him was the fact that the environment had changed in all of the institutions in that they were
having to adapt. At the institutional level, and even at the state level, there is a certain myopia
about the problems being faced. National and global problems have local expression, but the
broader context is being faced by everybody in different, creative, and impressive ways.

        Dr. Ward said that while at ACE, one of the advantages he had was to have once been
Chancellor of UW-Madison. It was amazing how much credibility that gave him. He said he
didn’t realize that he would once again gain that credibility. He did not know whether it was
deserved or not, but the association was critical to him in working not only with comprehensive
research universities, but with the full range of American higher education. The credibility came
from being in a system which also had national credibility, and the combination of a major
research university embedded within a system gave him plausibility as he advocated for higher
education in Washington.



12/8/11                           Board of Regents Minutes                                    Page 7
       Purpose of the Presentation Title

        The chancellor offered comments on “a strategic approach to resource stewardship.” He
said that by “strategic” he meant moving away from a preoccupation with the arithmetic of
econometric and fiscal challenges, and asking what is the strategy to deal with these challenges.
Much of the dialogue, both in the political sector and, to a lesser degree, in the higher education
sector is about the magnitude of the changes. The magnitude is understood, but there is less
clarity about the nature of the response. The core of that response is a concept of joint
stewardship, between the governing board; faculty, staff, administrators and students; and the
political sector, which has a significant equity interest in the enterprise. The word “stewardship”
is used to try to create a more neutral language about a serious funding problem that has to be
solved in relation to higher education. It is not only a state problem, but is truly a national and
global problem.

       History of Distribution of Revenues

        The problem is one of the distribution of revenues and the magnitude of revenues, the
chancellor said. Throughout the post-World War II period, from about 1945 to 60, there was a
democratic idealism, and also a Cold War, that gave credibility to the advancement of science
and knowledge. There was a deep commitment to access and low-cost higher education. There
was an idea that both low cost and high quality were possible. This was a very deeply embedded
value, at a time when about 20 percent of the college-aged group normally went to college.
College was affordable.

        What is being faced now is the limits of mass higher education; well over two-thirds of
the age group that traditionally go to college is going to college. The demands of the knowledge
economy have costs that would have been unimaginable to the Congress and the state
legislatures that had this idealism back in 1945. Since 1945 to about 2000, a sort of pendulum of
good times and bad times existed. It was possible to survive the bad times because the good
times would return.

        Interim Chancellor Ward said that beginning in the late 1990s, and throughout the last
decade, the pendulum has fallen off its pin. It is no longer swinging; it is lying on the ground.
Whether there is any blame for that is irrelevant. It is a reality that has to be faced. If the
pendulum is not swinging, then what other concept is there to look at in terms of good times and
bad times? The sum of the state subsidy and tuition together is now declining. The core budget
is no longer simply trading tuition for state funding but, instead, there is probably an absolute
decline.

        This pendulum presents a real problem. For a long time only special tuition increments
provided a revenue gain. Federal and philanthropic funds, which are incredibly important to
UW-Madison – 45 percent federal and perhaps 15 percent philanthropic – are designed and given
to the university as the margin of excellence. They are not really designated or organized to be
the core budget. What has occurred is an impoverishment of the core budget, even though the
total revenues have gone up. It is difficult to complain that during the last decade the university



12/8/11                           Board of Regents Minutes                                   Page 8
was in pain; the revenues have actually gone up. However, that composition has changed
dramatically.

        Public universities with very different missions are facing a challenge of the adequacy of
the core budget. They can ask for more money. They can think of different tuition policies.
They can find private gifts. However, the core budget is, in fact, the challenge. It is necessary to
imagine how to address that issue.

       Stewardship

       This leads to the idea of stewardship, Dr. Ward said. When dealing with strategic
planning on campuses, the purposes are considered – e.g., education, research, outreach, regional
economic development, and democratic values. However, deep down, there is a resource
challenge. In the 50 years following World War II, there was not great worry about resources.
The fixation was on doing the things institutions wanted to do, and invariably new money was
found to do that. The core budget was taken for granted.

       Revenue Challenges

         The core budget can no longer be taken for granted. The old money is now challenged,
and it is the source of the leverage. Thus, the nature of the core money is critical. The idea of
public-private partnership, and the critical role of alumni and friends of the university over,
above, and beyond legislative appropriations, becomes more important. How to be a steward of
multiple resources is the collective challenge. Dr. Ward suggested that the discussion needs to
be about a public investment grounded on a public-private partnership, and a commitment to the
future, with a long-term pay-off. The idea of “stewardship” provides a language of discourse
that suggests a look forward to figure out collectively how to be stewards of our future, because
higher education is indispensable to it.

       Dr. Ward showed a diagram of a funding graph of UW-Madison’s operating budget.
Tuition and state funding are probably less than one-third of total revenue now. Buildings are
additional, and almost 80 percent sustained by private activity.

       What makes UW-Madison and other institutions different from their peers and creates the
margin of excellence is philanthropy. Most donors want to make a difference to the margin of
excellence. Research and technology transfer are growing, as well, but federal funding will be
challenged, and technology transfer is changing in its nature. In the business world, without
adequate core funding, the leverage is impoverished.

       Dr. Ward suggested that in many state universities, the sum of state funding and tuition
may become too low to entice the kind of funding from the federal government or from
philanthropists that dramatically affects the margin of excellence. This balance is of concern.

        The chancellor posed the question of how to attract this funding and said that, depending
on the institution’s mission, there may be a variety of strategies. Whatever the strategy, resource
stewardship – the stewardship of multiple resources – should be in the plan. Both philanthropy

12/8/11                           Board of Regents Minutes                                    Page 9
and research in technology transfer in different ways will have to be a creative part of the core
budget. By this, Dr. Ward said that he meant that most named shares given by donors provide
supplementary research support, very rarely salary support. He suggested that this needed to
change, and that support would be needed for salaries.

        With respect to technology transfer, WARF and the UW Foundation are important donors
that will increasingly have to figure out how to seed research. To be successful in technology
transfer, not only is current research important, but when young professors arrive on campus,
their capacity to be future leaders in technology transfer is being seeded. Seed money is core
money. Core money used to come from the state or from tuition, the conventional revenues.

        The chancellor also mentioned educational innovation and administrative streamlining, in
the context of self-generated savings. With respect to educational innovation, there are many
things that can be done regarding “reform of learning and the acquisition of knowledge.” In
administration there are a variety of things that can be done to streamline operations.

        Describing some possible changes, Dr. Ward said that in changing philanthropy,
changing research, or changing administration, it is still necessary to make sure that the two
sources that are critical – the equity interest of the state and the interest of students and their
families – remain critical. Providing moderate but targeted tuition increases may be necessary.
He said he would no longer place student loan levels as one of the highest priorities; there is a
loan bubble being created by tuition and the substitution of loans for grants, which means tuition
policy must be developed very prudently. There are areas on UW campuses where there could
be targeted increases. They have to be value-added areas; the tuition increases should not be
entitlements. Sustained state support is also important, because it leverages other funds.

       Autonomy to be Entrepreneurial

         State and System flexibility, something that was discussed a great deal in the spring,
relates to autonomy. Autonomy does not mean independence, but rather the elbow room to be
creative in an entrepreneurial sense within the institutional mission. The UW System is great,
not because all institutions are the same, but because in different ways the institutions have
defined their missions within a niche. This serves the purposes of the state at large. For UW-
Madison, in many respects, access is a very challenging issue and yet others are providing access
in far more creative ways. There should be an indelible connection between UW-Madison and
other campuses. There are inter-institutional relationships in engineering between UW-
Milwaukee and UW-Madison, and in nursing and social work between UW-Eau Claire and UW-
Madison. Inter-institutional linkages are going to be indispensable to campus survival in the 21st
century. Institutional autonomy in a narrow sense does not work, but the autonomy to create
direct inter-institutional relationships is critical.

       Personnel Systems

         Addressing personnel systems, Dr. Ward said that in a state system, a university runs like
a state agency and thus, in general, “the more people that report to you, the greater your
seniority.” However, the university prefers to reward people by brain power. Referring to Dr.

12/8/11                           Board of Regents Minutes                                   Page 10
Thomson’s stem-cell research, Chancellor Ward said that “if nobody reports to Jamie Thomson,
and he gets the Nobel Prize, why should I care how many people report to him?” The critical
thing is the brain power, the leverage of the brain power, and a better understanding of the
knowledge economy and what a personnel system is in a knowledge economy. A high-tech
company would be a better model than a state agency, he concluded.

       Base Funding

         Regarding the reallocation of base funding, the chancellor said that there are legacy items
in base budgets, entitlements that have built up over the years. The last budget offered more
flexibility with respect to personnel and also a greater degree of flexibility on base reallocation.
It will take time to develop the capacity to make major structural changes; it needs to be a five-
year cycle so that students in programs that may be more vulnerable are not harmed. There has
to be a cycle to the kind of reform demanded by reallocation, which is not a cycle of six months
or one year, but rather is the cycle time of education.

       Educational Innovation

        The chancellor noted the need for increased investment in the base budget and need-
based aid to ensure access. He said that need-based aid is something that his predecessor had
paid a lot of attention to, and that he would, as well. Also needed are fully-endowed
professorships and funds for educational innovation.

        Educational innovation and administrative excellence are two areas that the university
could undertake on its own, as its own steward. Educational innovation involves re-thinking
how to educate. Blended delivery, distance learning fused with residential learning, could be
used to a greater degree. There are areas that could be examined based on an understanding of
cognition, and there are breakthroughs in understanding the brain and the different ways in
which 18-year-olds learn. This does not pertain to standards, but rather to providing customized
and variable delivery. The genius of technology is the avoidance of standards, which are
frequently lower than the top part of the curve of talent among students. In mass higher
education, variability must be addressed. There need to be minimum standards, but also a
consciousness of different ways in which individuals learn. The university can take advantage of
the research on its own campuses to understand learning in relation to new knowledge about how
the brain evolves.

        Dr. Ward indicated that there were opportunities to rethink academic structures, which
are currently discipline-related structures; some interdisciplinary structures do exist, but “they
run horizontally across a deep set of silos.” This has been said for many years, but there are
ways to rethink academic structures; it is not a matter of eliminating them, but more likely of
how to merge creatively into 21st-century knowledge categories.

        Providing an example, the chancellor said that since the middle 19th century, the medical
school started with anatomy, physiology, and pharmacology; everybody went into those
disciplines. However, these are no longer disciplines which are the essence of the frontier of
medical research. The medical school considered whether these are the right subjects for new

12/8/11                           Board of Regents Minutes                                    Page 11
medical students to be taking and then merged the three programs and divided them in two. One
of them is regenerative medicine, and the other one is neuroscience, 21st-century categories.
Anatomy and physiology are embedded within those larger, more conceptual delivery
arrangements; and a different structure of people and resources was the result. The chancellor
said that from what he understood, the quality of the infrastructure of the two programs,
compared with the original three, is infinitely better, having been raised up to the level where
there are certain economies of scale in the infrastructure that departments require.

        Dr. Ward also suggested re-thinking comprehensiveness. This is a critical issue because
not all programs can be delivered everywhere. The genius of the System has been that
redundancy and duplication are far less than in most other states. However, comprehensiveness
should be reconsidered when resources are diminishing or new areas of study (e.g., microbiology
or media studies) are developing. The intellectual configuration of knowledge is changing. The
chancellor opined that the existing extent of comprehensiveness was at an outdated level; it is
important to re-think a level comprehensiveness that makes sense for the current time. This is
occurring, but on a small scale.

        Following up on this point, the chancellor suggested there is a need to scale best practices
for maximum gain. He noted that the opportunities for reform that he mentioned were currently
occurring on the UW-Madison campus. The amount of innovation is overwhelming, as is the
response to flexibility; however, the chancellor said he was underwhelmed by the university’s
capacity to scale these things upward. Instead, work is done “as independent contractors at a
cellular scale.” Although it is very hard to scale up in the university culture, departments that
have reformed themselves should be models for others. Best practices should be scaled upward,
not invented.

       Administrative Excellence

        In addition to educational innovation, the other area in which institutions can be stewards
of themselves is administrative excellence. Information technology on most campuses does not
look the same way in the corporate world. It is very idiosyncratic, built from the bottom up, and
rarely conceived from the top down. Considerations are space management, a reduction of lease
space, and the computer programming necessary to allocate space to classrooms and not have
courses that students are required to take offered at the same time. Most large comprehensive
research institutions do a very poor job of handling space assignment.

       Demand management of supplies is another area that could be done better. Savings from
coordinating facilities and streamlining the grants management process, for example, have to be
reinvested in educational innovation. There need to be internal ways of retaining savings for
reinvestment. Cuts to funding destroy the savings, affect morale, and break the cycle of
innovation.

       Dr. Ward noted that UW-Madison has a major research commitment. Nationally and
globally, much of UW-Madison’s identity is the volume, magnitude and impact of its research.
He said that even in the research area, systemic changes were needed to become better stewards.
From good stewardship of the state’s interests, the students’ commitment can be preserved.

12/8/11                           Board of Regents Minutes                                   Page 12
Rather than looking only at the magnitude of the cuts, it is important for the university to be able
to say that it is a key part of the solution. And out of that perhaps a public partnership in
stewardship and reinvestment can occur.

         The chancellor turned to UW-Madison Paul DeLuca to speak next, saying that even
though UW-Madison receives accolades for research, there are opportunities to enhance the
institution’s research excellence.

       Opportunities to Enhance Research Excellence

        Provost DeLuca referred to three mechanisms for changing course: efforts in academic
excellence in the education area, which would be discussed during the afternoon at the Education
Committee meeting; improvements in the administrative infrastructure, to be discussed in the
Business, Finance, and Audit Committee meeting; and the importance of what needs to be done
in the research enterprise, which Provost DeLuca said he would be discussing.

       National Context

        He began his remarks by providing a national context. He referred to data on the Gross
Domestic Product (GDP) from the fourth quarter of 2007 through the third quarter of 2011 and
said that it is contraction and devaluation of the workforce in very specific areas that led to
recovery of the GDP. Data from the National Bureau of Statistics show the impact of education.
The higher the number of degrees, the more immune a state is from downturns in the economy.
That represents systematic movement toward a knowledge-based economy.

       Current Situation

        Provost DeLuca made several observations about the economic impact of research. First,
the impact of the Madison campus on the economy of the region and the state is in the billions of
dollars. It is critical to not only maintain this impact, but to grow it. He also referred to total
base research funding, marveling that in a state of 5.5 million people, an engine of discovery has
been ranked in the top five in the nation for the last 25 years, which is astounding. More
importantly, those numbers have been going up.

       Second, UW-Madison has been highly competitive in federal research funding and will
remain so. Where there is a margin for improvement is on the non-federal side.

        Third, UW-Madison has two major and significant partners. The first partner is the
University Research Park. The visionary effort to create the research park is going to grow and
be recognized as one of the seminal moments that took place. The space, size and complexity of
that organization are a proving ground for the University’s ability to take discovery into
commercialization, which reflects the degree to which UW-Madison can generate additional
revenue streams for its core budget. The other major partner is the Wisconsin Alumni Research
Foundation (WARF). The impact of WARF is shown in $1.25 billion in research support being
returned for UW-Madison since the creation WARF. WARF is an enormous resource that has


12/8/11                           Board of Regents Minutes                                   Page 13
allowed UW-Madison to leverage itself to the position of second, third, and fourth in the nation
with respect to its research enterprise.

        Provost DeLuca showed a slide illustrating the tremendous growth of the WARF
endowment since 1991-92 (although WARF has existed since the 1930s). The licensing revenue
that comes from patents and relicensing is another feeder in the enterprise. The result has been a
tremendous increase in commercialization, or WARF start-ups. These are companies in which
WARF licensed royalties, and WARF also participated in their commercialization. This is being
driven in an entirely high-technology, knowledge-based economy.

       Possible Improvements

        Provost DeLuca, saying that the various indicators he had described suggested great
success, made a comparison between the University of Wisconsin-Madison and the University of
Utah. The provost said that UW-Madison has triple the number of disclosures to WARF with
respect to the discovery process. Where the problem lies is the commercialization aspect. Utah
is generating as much commercialization as is UW-Madison, with half the disclosures.
“Discovery to product” is a golden opportunity that UW-Madison can pursue. UW-Madison has
laboratories throughout the campus that can actively pursue the movement of discoveries to
patent disclosure and subsequently to commercialization.

        Presently, what generally happens is that intellectual property that comes from UW-
Madison scientists, faculty, staff, and laboratories is disclosed to WARF; the most likely
outcome is that patents are filed and obtained and then subsequently relicensed to industry and
society. The institution could do more, in partnership with WARF, to pay closer attention to
direct commercialization.

        Current activities, while rather extensive, generally address a specific problem or make a
specific change. There is no cohesive matrix by which assets are moved to a higher degree of
commercialization. Working together with WARF, UW-Madison could reach into laboratories
and improve the disclosures which could easily be accomplished, identify among that set of
disclosures those discoveries that have a particular application that would benefit from
commercialization, and actively pursue commercialization to increase the yield that comes out of
the institution. It would be almost effortless to accomplish this, Provost DeLuca said. A
considerable amount of time and effort will be spent to figure out how to do this. This is not
rocket science. It is exactly the process that the University of Michigan, Stanford University
and, to a certain extent, Utah, have been actively pursuing with great success. They have done a
much more effective job of leveraging their resources, and UW-Madison has a unique
opportunity to pursue that.

        In closing, the provost reviewed the avenues through which the core budget can be
enhanced: (1) to improve effectiveness and efficiency with respect to administrative
infrastructure; (2) to increase efficiency in the academic area by developing a form of instruction
that is much leaner, more flexible, and more effective; and (3) to make dramatic improvement in
moving discoveries into the marketplace and providing a high impact on the state of Wisconsin
and the region.


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       Regent Discussion

       President Spector thanked Interim Chancellor Ward and Provost DeLuca for their
presentation, and they were greeted with applause. He asked Regents if they had questions.

         Regent Crain asked for greater specificity about what other universities are doing that this
university has not yet accomplished. Provost DeLuca provided examples, saying that one issue
is the interface between high-technology industry and the university’s discovery and educational
process and how to create a closer relationship between the two. For example, Stanford brought
public and private facilities and scientists and researchers into close proximity to each other to
enhance the movement of creativity into the marketplace. The University of Michigan has also
pursued such activity. In comparison, southern Wisconsin lacks serial entrepreneurs, people who
have brought an idea to commercial success and then done so repeatedly. Michigan has such
resources and has also put serious effort into the education and training of those individuals, the
provost said.

        President Spector recognized Regent Tyler, who asked whether the university typically
retains ownership of patents or intellectual property, whether there is joint ownership, or whether
property is sold outright, and how this impacts an organization’s willingness to contribute.

        Provost DeLuca responded that at UW-Madison, intellectual property is owned by the
faculty and staff, not by the university. As a result of the Buy Dole process, intellectual property
created through federally-funded research is assigned to WARF, which takes ownership of the
intellectual property. WARF subsequently commercially licenses it. From the funding stream of
the royalties associated with that licensing, a component goes back to the investigators. The
remainder goes to build the WARF “endowment,” and a very significant component comes back
to the institution in an annualized process. Thus, there is clear feedback between licensing
revenue and the support of the infrastructure.

        President Spector commented that WARF was one of the great innovations in the history
of the United States. Provost DeLuca cited Vitamin D and the medical diagnostic area as two
examples, saying that virtually everyone in the room would at some point benefit from
intellectual property created at UW-Madison.
                                               ---

PRESENTATION BY TERRENCE MacTAGGART: “REGENT
RESPONSIBILITIES AND LEADERSHIP ROLE IN A TIME OF CHANGE”

       President Spector observed that higher education systems, like so many entities, normally
survive at a high level only through adaptation to changing circumstances. He said that Board
members would continue their discussions on the evolving roles and responsibilities of the
Board, the changing landscape, adaptations already made, and future change. He turned to
President Reilly to provide an overview of recent changes.




12/8/11                           Board of Regents Minutes                                   Page 15
       Background

         President Reilly noted that change was not only a Wisconsin phenomenon; the broader
national landscape of higher education is changing and evolving, and Wisconsin is part of the
evolution. The current economic climate presents public colleges and universities with
challenges that cannot be ignored or set aside without compromising the university’s reach and
quality.

        As in other states, challenges include continued declines in state funding. The 2011-13
state budget reduced taxpayer support for UW System institutions by $250 million over two
years, including a specific requirement to make major reductions in System Administration
offices. State funding was reduced by another $90 million, or $45.3 million per year, to reflect
higher employee contributions to retirement and health insurance benefits. That results in a total
impact on the UW System of more than $340 million. The proposed budget lapse calls for the
UW System to prepare for the loss of $65.6 million more over two years.

        At the same time, President Reilly noted, the UW System had been given unprecedented
new operational flexibilities, which was good news. These flexibilities are not everything the
UW System requested in the Wisconsin Idea Partnership, but are a good step in the right
direction. President Reilly listed flexibilities that were gained: (1) in budgeting, the ability to
reallocate savings from one area in the budget to another, using all or almost all of the financial
resources to address educational needs; (2) in financial management, the authority to manage
revenues and retain interest earnings; (3) in personnel systems, the freedom to develop new
personnel systems, one for UW-Madison and another for other institutions, that will fit the UW
System’s needs more efficiently; (4) in purchasing, the ability to enter into contracts for
materials, supplies, equipment or services that relate to higher education; (5) in tuition, the
authority to increase resident undergraduate tuition without restriction, subject to a two-year 5.5-
percent cap on tuition increases; and (6) in construction, the authority to manage building
projects that cost less than a half-million dollars that are entirely funded with gifts and grants,
without approval by the State Building Commission.

        As to the tuition authority, President Reilly said that there is a contradiction in terms.
The authority to increase resident undergraduate tuition without restriction is subject to a two-
year, 5.5-percent cap on tuition increases. He added that the UW System is very conscious of
using tuition authority very responsibly and that tuition increases are not going to fund the
majority of what the System does. As to construction authority, President Reilly said that the
new flexibility is narrow, because most projects cost more than $500,000 and many of them are
not entirely funded with gifts and grants. Therefore, more work is needed here.

       President Reilly also remarked that the authority and flexibilities that had been gained
could be taken away as quickly as they were granted. Thus, part of the goal in the first year is to
exercise them very responsibility.

       As he presented in September in his response to the President’s Advisory Committee on
the Roles of UW System Administration, President Reilly identified a number of strategic
changes that must be made to take full advantage of the newfound freedoms and reshape the


12/8/11                           Board of Regents Minutes                                   Page 16
relationship between UW System Administration and the UW institutions. These include new
ways to involve chancellors in developing systemwide policies. For instance, three chancellors
serve on President Reilly’s cabinet; two other chancellors are involved in regular discussions
with the board president and vice president. System Administration as a whole is implementing
a new management philosophy that calls for more consultation earlier on, and more local control.
Responsibility for some personnel decisions has been moved to the chancellors, for instance.
Also, a review of all Regent policies is underway to eliminate policies that are out of date and
change policies that may impose excessive authority over the campuses.

        In September, the conversation focused on three major areas where responsibility and
accountability are being moved to the institutions, while UW System Administration works
harder to connect the resources of the entire UW System to the needs of the state: (1)
restructuring the process for approving new degree programs, leaving the responsibility for
academic quality with UW institutions, their faculty members, provosts, and accrediting
agencies, with the Board of Regents focusing on the state’s array of degree program options; (2)
moving to refocus UW System Administration’s auditing resources on work that relates to
overseeing board policies and fiduciary responsibilities; and (3) adopting a more targeted
approach to the UW System’s investment in economic development through a partnership with
the new Wisconsin Economic Development Corporation, focused on job creation and new
industry sustainability.

        President Reilly said that the guiding premise of all this was to transform the UW System
in substantive, intentional, and visionary ways and to work to encourage the evolution of a
System that is more effective, efficient, nimble, innovative, and entrepreneurial. This was only
the beginning of a long-term change process, he said. The Regents and UW System staff would
be refocusing their priorities and asking chancellors and colleagues across the 15 UW institutions
to do the same.

       Introduction of Guest Presenter

        President Spector noted that as part of navigating uncharted waters, consideration had
begun of which aspects of Regents’ roles and responsibilities might change and which would not
change. The first step in that process was the creation of two ad hoc committees, one focused on
Regent roles and responsibilities and the other on System structure and governance. The timing
of the latter committee would likely coincide with that of the legislative Task Force chaired by
Regent Falbo. President Spector expressed the hope that recommendations from the Roles and
Responsibilities Committee would be considered at the Board’s February meeting.

       With the purpose of better informing that conversation, Dr. Terry MacTaggart, a
nationally recognized expert on such things, had been invited to the meeting to share his
knowledge and experience. Dr. MacTaggart served as the facilitator for President Reilly’s
Advisory Committee on the Roles of UW System Administration. He is a former chancellor of
UW-Superior and a former CEO of two other public university systems, the Minnesota State
University System and the University of Maine System.




12/8/11                          Board of Regents Minutes                                  Page 17
        President Spector said Dr. MacTaggart’s research and publications focus on higher
education system governance, improving relations between such institutions and the public, and
restoring institutional vitality. Calling upon his own personal experiences and his work with the
President’s Advisory Committee, Dr. MacTaggart was asked to speak with Regents about
“Responsibilities and Leadership Roles in a Time of Change.” President Spector noted that he
had asked that Dr. MacTaggart provide comparative and other information that would help the
Board’s ultimate decision-making and avoid any conclusory recommendations or discussion on
what those decisions should be.

         Dr. MacTaggart expressed pleasure at being in Madison, and in such a remarkable
facility, Union South. He commented to his former-colleague UW System chancellors that one
would be hard pressed to find a system in which the comprehensive universities are of as
uniformly high quality as in Wisconsin. Not many rise above the UW System. .

        Saying that his job was straightforward, Dr. MacTaggart said that the goal would be to
engage Regents in a discussion about what it means to make a difference as a Regent in bringing
positive change to the System. Referring to Interim Chancellor Ward’s earlier remarks, he said
that presentation had underscored the point that if the System moves forward, the state moves
forward, and if the System does not move forward, the state does not either.

       How Boards Contribute to Positive Change

       Dr. MacTaggart noted that three questions would be discussed and that he would
introduce them and then look forward to Regents’ questions, criticism, and thoughts. He
emphasized that the conversation would be an “upstream” discussion, with the results of the two
ad hoc committees and subsequent debates leading to specific actions and changes.

        First, Dr. MacTaggart posed the questions, which pertained to: (1) what it means to be a
high-performing board today; (2) how to assert leadership that will improve the quality of
students’ experience, ability to pursue a career, and ability to be great citizens of the state,
without micromanaging; and (3) how to align Regents’ understanding of their roles and
responsibilities in Chapter 36 with the changes that must occur if Regents are going to make a
difference.

        Dr. MacTaggart said that he would use a triangle to try and illustrate the growth and
change in responsibility for boards of trustees that emerged in the past ten years. The base
foundation role of boards is fiduciary. If fiduciary responsibilities are not met, and if the people
of the state lose confidence in the Board’s oversight of the finances and ability to make correct
budget decisions, then anything else that the Board does is not going to matter much.

         Something implicit in the work of boards, but now more explicit after recent events in
Athletics at Penn State, is the protection and advancement of the brand and reputation of the
institution or System. Dr. MacTaggart asked about the availability of polling results or a
scientific social science research-based understanding of what the people of Wisconsin think
about the Board and the System Administration, asking about Regents’ intuitive understanding
of how they would like to be regarded in the minds of the public. Regents’ role is not only about

12/8/11                           Board of Regents Minutes                                    Page 18
managing resources, student tuition, and federal grants, but is also about managing the reputation
of the System and the Board itself. Every board should be attentive to this kind of thing.

         The next level is to develop a culture of dissent and agreement. Dr. MacTaggart said it is
important to have someone who asks tough questions, who challenges conventional wisdom. In
many cases, newcomers on a board play this role. Citing an author named Richard Chase, Dr.
MacTaggart said that robust conversations before decisions are made can prevent mistakes,
develop buy-in, and develops better ideas. This is not enough, however. The new expectation of
the last decade, and particularly in the last three years, is to play a role in “change leadership” –
to not only preside over a large system, but to figure out a way to use brain power and governing
authority to help the system move forward. This is not recentralization, but rather a more
devolved, decentralized model. Dr. MacTaggart said that the question becomes how the Board
of Regents can add value, and how it can make a difference. He paused and asked for
comments, questions, disputes, or queries about the framework he was discussing.

        President Spector said that he thought it was helpful. Dr. MacTaggart asked Regent Crain
if it made sense for her, and she replied that she wasn’t sure she understood the “change
leadership” idea. Dr. MacTaggart said that he hoped to have part of the answer to this as the
discussion progressed. Referring to a document entitled, “How Boards Contribute to Positive
Change and How They Don’t,” Dr. MacTaggart said that a mantra in higher education lately has
been “the engaged board.” Every president or head of a university wants a board, or at least says
they want a board, that is more engaged with the workings of the institution. It is a general
feeling that the more the board is intelligently involved in the working of the institution, the
better long-term strategies will result.

        One way to think about “change leadership” is to draw a distinction between the results
of one’s experience and training, intelligence, brain power, success and experience in business,
government, or the social sector, and one’s governing-authority role within the UW System. If
both of these roles are brought to the table, this is one way to impact change. Four Regents
served on the Advisory Committee to the President; that was the brain-power part. The Regents
could have cut to the conclusion that they were going to try to create a more entrepreneurial or
more innovative decentralized System, but they did not do that. They thought about what was
the right way to accomplish change; this is an example of brain power.

        Another example is in Maryland. The board there, in concert with system head Brit
Kirwan, has done more to reform itself and the operations of the system than perhaps any in the
country. One of the many things that happened there was that the chair of the board realized
there was a deteriorating relationship with the legislature. The reputation of the system became
one of its being too expensive, too slow moving, and not responsive to the needs of the state.
The regent president said that it was necessary to change the game dramatically, including
changes in the third rail of higher education – teaching loads and tuition increases – so that more
students could be educated in measurable ways, without additional resources from the
legislature. They were successful.

        Dr. MacTaggart said that the board, and particularly its chair in that case, stepped up to
the plate and then worked with an extremely able chief executive to bring about those changes.


12/8/11                           Board of Regents Minutes                                    Page 19
The core thing was not so much their governing authority, but their political savvy. They
realized that the usual arguments to the legislature weren’t going to work anymore. As it
happens, the board chair at the time was a developer, and he knew both the business side and the
political side.

        In addition to brain power, the next step is the assertion of governing authority. Dr.
MacTaggart provided an example from a private institution in Pennsylvania, Widener
University, where the board also played a key role. Widener is located in Chester, Pennsylvania,
which had been left behind in post-industrial changes in our country. The biggest reason people
did not attend Widener was its location in Chester. For years the institution had ignored its
neighborhood, wanting to be regarded as a prestigious institution not associated with a bleak
urban environment.

        The board had the good insight to realize that it should embrace its neighborhood, rather
than turn its backs on the neighborhood. The board hired a president to carry out that
responsibility. After about two years, a delegation of faculty members went to the board and
said they were losing confidence in the president; the civic engagement was not academic
enough for them, was not what they were trained to do. The board responded, however, that it
did have confidence in the president.

        Dr. MacTaggart said that the changes that lie before the Board of Regents would surely
create push-back at times from legislators or in the media, not only with the president, but with
the chancellors, who will need the backing of the board if dramatic changes are to occur.

        Where problems arise is in board members’ confusing the two ideas, mistaking
intellectual capital and good ideas for their governing authority. Contributing an idea about a
marketing strategy, for example, is the contribution of an idea, but not the assertion of governing
authority and bringing about change.

        Dr. MacTaggart paused again for questions or criticisms. Vice President Smith posed a
question about whether these concepts were most applicable to the forthcoming changes
associated with the new management flexibilities. Dr. MacTaggart responded by saying that he
had worked with about 17 systems, focusing on six of them which had gone through major
change. In most cases, they went through something like what the UW System went through 40
years ago, a merger of pre-existing systems or institutions and the creation of a new board. He
said that this was happening presently in Connecticut, where the community college and
comprehensive university merged. It happened eight or nine years ago in Minnesota, where they
merged the technical colleges, community colleges, and comprehensives. They started with a
new board so that they could begin to fashion new policies and a new approach. They had a new
agenda, with goals partly articulated by the state. In the Wisconsin instance, the change is
occurring within the existing System. Dr. MacTaggart said that he was proposing the Board
think about changing the way it operates more fundamentally than thinking, “our responsibilities
have shifted a bit.”

        President Sector said that he thought that the Board of Regents had operated, to a certain
extent, in the way that Dr. MacTaggart described. However, the approach being described now


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provided a more stark conceptual distinction, which he said was helpful to consider. Dr.
MacTaggart said that he had interviewed Regent Bradley and others related to a book in which
he discussed the Growth Agenda for Wisconsin. The Growth Agenda was an ideal example of
applying brain power with executive authority to bring out something good.

        Regent Crain remarked that she was struggling with the ideas being presented, because
her commitment was not to “change,” but to “improvement.” Dr. MacTaggart said that he used
the word, “change,” partly because it is more dramatic. He posed a question about whether
change would be incremental, but perhaps at a faster rate, or more dramatic. The more dramatic
option is not identified yet, but it could be argued that the times do not allow for marginal
adjustments. Regent Crain responded that she did not mean to sound as though she was
supporting “marginal.” Dr. MacTaggart said that the word, “change” gets people’s attention and
sends a more dramatic message.

       Decision-making Domain

        Dr. MacTaggart continued his remarks, saying that a shift would be needed in the answer
to the question of “who does what,” now and in the future, between the Regents and the
president. He asked Regents to imagine three categories of decisions: (1) decisions in which
they dominated the decision-making, listening to President Reilly, the chancellors, and others,
but ultimately making the decision; (2) decisions in which the Board and the president work very
closely together; and (3) decisions in the domain of the president, without significant Regent
involvement. Dr. MacTaggart asked Board members to think of examples in each of these three
categories.

        As an example of the first category of decisions, it was suggested that the Regents control
their own operations, selecting a president of the Board, officers, and committees.

       In the second category, in which Regents work closely with the System President, Regent
Bradley suggested that an example was the statutory requirement to determine the higher
education needs of the state. Regent Whitburn suggested the allocation of capital and decisions
about resources. Vice President Smith referred to the public advocacy role.

        Regent Higgins mentioned the issue of disinvestment in higher education, in Wisconsin
and around the country, and said that Board members could choose to handle this issue in two
different ways: by wringing their hands and saying there would be no progress and no change
until funding is available, or by empowering the UW institutions to find creative ways to use
current funding to accomplish what change they can. President Reilly and the chancellors have
obviously taken indications from the board already in this area. This is the kind of governing
decision that should be made. Dr. MacTaggart responded that this description of a fork in the
road was expressed well.

       President Reilly noted that Governor Walker had signed a bill earlier in the week that
would make the selection of Regents in the future regionally based. He observed that success in
advocacy for the UW System had been based on third parties, such as individuals that
chancellors identified in their regions, who spoke on behalf of the UW. In the future, the Board

12/8/11                           Board of Regents Minutes                                  Page 21
may be more regionally conscious than in the past. He queried how the Board could be effective
with local third-party advocates and the chancellors in the future.

        Regent Pruitt commented that the evolution in the Board’s role seems in part connected
to the movement from a board that perhaps micromanaged a little too much and was more
focused on process, to a board that is more focused on outcomes and accountability. This may
mean the Board would focus more on things like the annual accountability report, because as
responsibilities are devolved, accountability is important, as well.

        In conjunction with this point, and also related to advocacy, Dr. MacTaggart asked
whether advocacy means putting together a coalition or caucus, with the university chancellors
and their local business, civic and political leaders, to look after funding and operational
independence. Some states have done this. He asked whether it is important to put together a
campaign and to breathe fresh life into the Growth Agenda for Wisconsin. Aims McGuinness,
who addressed the legislative Task Force the day before the Board meeting, observed that
devolution to the institutions for its own sake may not be a bad idea, and streamlining may not be
a bad idea; however, if these things do not advance Wisconsin, help people get an education,
create jobs, or help a business grow, what is the purpose? Dr. MacTaggart opined that part of
advocacy is not old-fashioned lobbying. It calls for a more comprehensive and sophisticated
approach, because the resources are not there.

         President Spector suggested that if the Board of Regents as a board, rather than as
individuals, has prestige in the state, then one could argue that it is incumbent upon the members
to be advocates in areas in which it is right for them to be advocates. He said that one area that
came to mind was the change in culture that had been discussed. This is not particularly within
the academic role of the university or the expertise of only some. Regents have expertise from
their life experiences, their businesses, etc. They should perhaps do more during this transitional
time to convey a message about the roles of those in university leadership and about being
entrepreneurial. President Reilly commented that speaking more loudly, more often, or more
broadly would send a message in itself about how seriously Regents take the situation.

        President Reilly said that he would like to link the advocacy discussion to Regent Pruitt’s
issue of accountability and to Dr. MacTaggart’s question about whether it is time for a fresh
campaign to breathe new life into the Growth Agenda. He said that also in the budget bill, the
Legislature for the first time gave the System a set of performance indicators, consisting of eight
general areas with sub-indicators under them. President Reilly said that the System should make
much of this when thinking about accountability and about a new campaign for the Growth
Agenda. Some of the new indicators were like the ones on which the System has already been
reporting in its accountability report; but now the System knows what the people of the state,
through their elected representatives, are saying they would like the university to do. The
university is going to do its very best on each of the indicators. The Board, the chancellors, and
he should all be involved in thinking about the indicators and setting goals based on the
performance indicators. For example, if the university meets certain goals, it should receive
fresh investment for the Growth Agenda to do more for the people of the state.




12/8/11                           Board of Regents Minutes                                  Page 22
        Dr. MacTaggart, referring to previous conversations with chancellors involved in the
President’s Advisory Committee process, noted that based on the process President Reilly
described, chancellors would be part of the conversation about how to work in partnership
without giving up accountability. He also noted that, based on the Board’s agenda, it appeared
that much of its current work was bound up in negotiations and trying to work through the major
issue of the budget lapses. The Growth Agenda, for example, did not appear to be on the table
for the current meeting. As the Board thinks about aligning its work with where it wants to go, it
may be necessary to shift attention to considering how to “move the needle” in Wisconsin.

        President Spector asked if the implication of this comment was that the Board should
consider a separate long-range, strategic planning committee to examine where the Board has
been and where it wants to go. Dr. MacTaggart responded that this would be one approach, and
President Spector and his predecessors had named ad hoc or longer-term committees as the need
has arisen. Some consideration could be given by the whole board to the alignment question. It
is necessary to fight battles with advocacy and intelligence. However, this should not be all the
Board is doing. Rather, Dr. MacTaggart suggested a focus on revitalizing the state of Wisconsin
through conversations over the next few months. He said that breaking old habits is the hardest
thing to do.

        Moving on to the category of actions the System president could take on himself, Dr.
MacTaggart asked for illustrations of such items. He returned to Regent Whitburn’s earlier point
about allocation and budget priorities and posed the question of whether there is a point at which
the role of Regents stops. Budget allocation is a significant part of Regents’ fiduciary
responsibilities, but he wondered where the responsibility stops and should be left to the
president and his staff.

       Regent Whitburn said that Regent Pruitt had been accurate in his statements about
accountability. In an organization whether expectations are extremely high across all
stakeholders, the margin for error, whether on the fiduciary side or elsewhere, is extremely
narrow. Therefore, Regents’ expectations need to be high, with an understanding by the
President and among the chancellors that appropriate performance must be the law of the land.

        Dr. MacTaggart commented that the world had changed from the time when vignettes
and anecdotes were sufficient. He said he did not know of any board in the country that was not
attentive to metrics. It is important to not have too many and to pick the right ones. Metrics are
the watch word of the day.

        Regent Pruitt spoke in support of cohesion and coherence among goals, measurements,
accountability standards and outcomes, not only internally, but in whatever advocacy role the
Board plays in the future with the System’s partners in the Capitol and with people across the
state. Aligning himself with President Reilly’s comments, he said that the paradigm should be
that the goals would be stated, and if the university achieves them, reinvestment in higher
education in the state would follow. Dr. MacTaggart ageed with the idea that old-fashioned
lobbying and core improvement should be brought together to increase the chance of success.




12/8/11                           Board of Regents Minutes                                  Page 23
        Regent Crain commented on Dr. MacTaggart’s observation about the Board’s agendas
and President Spector’s suggestion about a long-range planning process and committees. She
said that one challenge is to do this as an entire board, as well as with appropriate input from
others. A number of years ago, the Board changed from a monthly two-day meeting to a more
abbreviated schedule. There were good reasons for that, but these are the kinds of conversations
that require the entire board to be together for a substantial period of time.

        Regent Sherven asked if it would be fair to say that as many decisions as possible should
be in the category of high involvement by the president, with low involvement by the board, and
with accountability. This would free up Board members to do other tasks. Dr. MacTaggart
expressed agreement, saying that it was a matter of what could be devolved to the president and
what the Board would do with more time. He asked for President Reilly’s reaction.

        President Reilly concurred, saying that it would be necessary to agree on what the “what”
is and then to decide who does each piece. Part of this relates to the comfort level of the
leadership and membership of the board, and that changes every year and has to be renegotiated
on a regular basis. However, being clear about expectations is a good way to be effective and
stay out of trouble with each other and the public.

        President Spector added that, based on long experience with public boards, he found it
sensible to err on the side of the board’s knowing more rather than less, in order to have a
cohesive board that works well together. While it is possible to conceptualize giving President
Reilly things to do that the Board does not get involved in, the Board still would like to know in
a general way what is going on. They do not want to be surprised. They want to make sure there
is oversight occurring, even on things that to an outsider would seem quite minimal.

        Dr. MacTaggart observed that as trust dissipates, questions increase. President Spector
said that when that happens, people may assume that the board leadership is in conspiracy with
the president, it does not work well. This is one reason to spend time examining items in
committees.

        President Reilly agreed, saying there is a difference between knowing and doing. He said
that there is a conscious effort to spend a lot of time informing the Board and getting advice.
Some things the Board needs to do. Other things the Board needs to know about and provide
advice on. President Spector said that President Reilly sometimes takes actions without asking,
as he should, but he is wise enough to let Board members know what has happened.

       President Reilly observed that the decentralization model was the culture that he and the
chancellors were developing, as well, allowing him to be informed while chancellors are doing
many more things than they were in the past.

       Board Culture

       Turning to board culture, Dr. MacTaggart suggested some things the Board may want to
consider during a longer board workshop. He asked whether there is some way, without
becoming tedious, to measure what the board culture is now. He said that his sense was that

12/8/11                          Board of Regents Minutes                                  Page 24
there was a high level of conversation, trust, and mutual respect, which was not always the case
many years before. He asked what the Board wanted the culture to be in the future. Would it be
more like that of corporate boards that some members serve on or work for? He asked Regents
how their work would change and how their interaction with the chancellors and the universities
and colleges would change. He observed that this was more fundamental than saying the Board
would do more or less of certain things.

        Dr. MacTaggart referred members to an article by Jeffrey Sonnenfeld, a Yale Professor,
called “What Makes Great Boards Great.” The article addresses relationships and the trust that
the author thinks makes a difference between high-performing companies and those that are not.

        Dr. MacTaggart also asked about the System Administration office culture, using the
example of how the staff answer the phone. He said that he had found that there is a culture of
helpfulness in the UW System office, but it may not always be perceived that way on the other
end of the line. This is something to which to be sensitive.

         President Spector said that he had learned recently that in a time of cultural change, it is
important for people serving on the Board to get out and talk with those who deal with the
System. The nature of institutions is such that the System often will not be fairly critiqued.
Without trying to micromanage anything, it is important to listen and report back. If there are
issues between those with whom the System office deals and the System personnel, this should
be reported. He said that he, Regent Bartell, and Regent Falbo had met recently with some UW-
Madison governance groups, and during the course of the meeting, there were discussions about
relationships, which were very helpful. Dr. MacTaggart remarked that at Maryland, there was an
effort to manage the balance between understanding what was happening at the university and
not becoming captive and losing perspective.

        Advocacy for the future requires more thought, as does brand, Dr. MacTaggart said. It is
important for the Board not to have its image defined by somebody else, particularly when there
is competition for resources and the tenor of the political debate has become tighter. Boards
often make the mistake of overlooking this because they know that they are doing good things,
they assume that everybody else believes the same thing, and they are wrong.

        Dr. MacTaggart identified some other common missteps, based on his experience with
other boards. Some boards make decisions without listening to the people that have to make
things work or who are better informed. The University of Alaska System some years ago
assumed that they would have different bargaining units once they merged the community
colleges and the universities. It turned out the faculty at the two-year institutions ended up
getting paid and having the same teaching loads as those at the research universities, which is a
dramatic example of the dangers of Board members thinking they know more than they do.

        Alaska was an illustration of moving too fast. Some places acted too slowly. It took four
years in Minnesota, and they made no progress during that period because some people thought
they would have another opportunity to overturn the merger. In Wisconsin, the pace seems to
reflect a better balance between thinking it through, starting with the Advisory Committee in the
summer, and then taking action.


12/8/11                           Board of Regents Minutes                                   Page 25
         As a final point, Dr. MacTaggart noted that structural issues are not nearly as important
as relationships, trust, and talent. Other systems have hired new executives during periods of
change who did not understand the culture. The UW System has tested leaders and veteran
board members and, therefore, its talent pool is in good shape.

     President Spector thanked Dr. MacTaggart for his helpful presentation, and Dr.
MacTaggart received a round of applause.

                                                ---

REPORT OF THE PRESIDENT OF THE BOARD

        President Spector said that he had altered the usual agenda order because of a business
commitment on Friday, a rare instance of a conflict between two of the Boards on which he
serves, and would be giving his report during the Thursday-morning meeting instead.

       Educational Communications Board, Higher Educational Aids Board,
       Hospital Authority Board, and Wisconsin Technical College System Board
       reports

       Written reports for the Educational Communications, Higher Educational Aids, Hospital
Authority, and Wisconsin Technical College System Boards were provided. There were no
comments or questions.

       Board-Related News

        In board related news, President Spector reported that Governor Walker visited UW
Marathon County earlier in the week to sign Senate Bill 28, requiring regional representation on
the UW System Board of Regents. President Spector reminded Regents that the Board endorsed
the idea of regional representation in the spring, and the Board was currently within one
congressional district of meeting the standard of the eight regional representatives.

       President Spector noted that on Friday, Regent Falbo would be providing an update on
the work of the legislative Task Force, which he chairs. President Spector had attended the Task
Force’s meeting the day before.

        Returning to the subject of the Board’s ad hoc committees, President Spector said that the
Committee on System Structure and Governance is composed of several Regents and chancellors
and chaired by Vice President Smith, who would present a status report on Friday morning. The
Ad Hoc Committee on Board Roles and Responsibilities is chaired by Regent Bradley. He
called upon Regent Bradley to present an interim report on behalf of the committee.




12/8/11                           Board of Regents Minutes                                   Page 26
       Interim report of Ad Hoc Committee on Board Responsibilities

       Regent Bradley said that the Ad Hoc committee on Board Roles and Responsibilities
included himself, Regents Manydeeds, Walsh, and Spector; Board Secretary Radue; Chancellors
Van Galen from UW-River Falls and Ward from UW-Madison; and Vice President Debbie
Durcan. The group met once in November, and it was a very productive meeting.

        President Spector had charged the committee with examining the roles, responsibilities,
and internal structure of the Board, in light of recent statutory changes giving more flexibilities
to UW institutions, as well as the ongoing efforts to decentralize some administrative authority.
President Spector had asked the committee to commit to writing the key roles and
responsibilities of the Board and also to examine how the Board can best exercise those
functions and responsibilities, including considering new standing committees or a modified
committee structure.

        Regent Bradley said that, initially, the committee was asked to have its final report ready
for the current Board meeting, but because of difficulties in scheduling a second meeting, the
committee was granted special dispensation to come to bring forward its final report in the
month of February. The committee would meet again on December 21, draft a written report,
and be ready to report at the February board meeting.

       At the conclusion of this report, President Spector adjourned the meeting.

                                                ---

       The meeting was adjourned at 11:53 am.

                                              Submitted by:



                                              /s/ Jane S. Radue
                                              Jane S. Radue, Secretary of the Board




12/8/11                           Board of Regents Minutes                                   Page 27
                                              MINUTES OF THE REGULAR MEETING

                                                                                of the

                BOARD OF REGENTS OF THE UNIVERSITY OF WISCONSIN SYSTEM

                                                            Held in Varsity Hall II
                                                                 Union South
                                                       University of Wisconsin-Madison
                                                             Madison, WI 53715

                                                              Friday, December 9, 2011
                                                                      9:00 a.m.

APPROVAL OF THE MINUTES OF THE JULY AND SEPTEMBER MEETINGS ................................................................... 31
UPDATE ON LEGISLATIVE TASK FORCE ON UW RESTRUCTURING AND OPERATIONAL FLEXIBILITIES ......................... 31
   PRELIMINARY ISSUES RAISED BY TASK FORCE MEMBERS............................................................................................................ 32
   AIMS MCGUINNESS PRESENTATION ...................................................................................................................................... 32
   DIRECTION OF THE TASK FORCE ............................................................................................................................................ 33
INTERIM REPORT OF AD HOC WORK GROUP ON SYSTEM STRUCTURE AND GOVERNANCE ...................................... 34
REPORT OF THE PRESIDENT OF THE SYSTEM ............................................................................................................. 35
   UPDATE FROM UW-MADISON POLICE CHIEF ON UW INSTITUTIONS’ PROGRESS ON SAFETY ISSUES .................................................. 35
     UW System Task Force Recommendations ............................................................................................................... 35
     Crisis Communication ............................................................................................................................................... 36
     Focus on Prevention .................................................................................................................................................. 37
   REPORT ON UW SYSTEM RESPONSE TO PROPOSED BIENNIAL BUDGET LAPSE ................................................................................ 38
   EFFECT OF POTENTIAL BUDGET LAPSE ON SEVERAL UW INSTITUTIONS......................................................................................... 39
     UW-Milwaukee ......................................................................................................................................................... 39
     UW-Parkside ............................................................................................................................................................. 40
     UW-Eau Claire ........................................................................................................................................................... 41
     Regent Discussion ..................................................................................................................................................... 42
   UPDATE ON VOTER ID ........................................................................................................................................................ 43
   OTHER LEGISLATIVE UPDATES .............................................................................................................................................. 43
   NEWS FROM AROUND THE SYSTEM ....................................................................................................................................... 43
     UW-Madison Student Awarded Rhodes Scholarship ................................................................................................ 43
     UW-La Crosse Professor Named 2011 WI Professor of the Year .............................................................................. 44
     UW-Oshkosh’s Integrated Marketing & Communications Team Honored ............................................................... 44
     UW-Stout Acknowledged with Diversity Award ....................................................................................................... 44
     UW-River Falls Receives Grant for Center for Dairy Farm Safety .............................................................................. 44
     UW-Eau Claire Pilots “Transitions Program” to Facilitate Transfers ........................................................................ 45
     UW-Parkside Partners with Engineering Firm .......................................................................................................... 45
     UW System Administration Staff Awards ................................................................................................................. 45
     Football Champions .................................................................................................................................................. 45
REPORT OF THE CAPITAL PLANNING AND BUDGET COMMITTEE .............................................................................. 45


12/8/11                                                   Board of Regents Minutes                                                                             Page 28
   COMMITTEE BUSINESS........................................................................................................................................................ 46
      Request Authority to Modify UW-Eau Claire Campus Boundary .............................................................................. 46
      UW-Madison Carson Gulley Renovation Project ...................................................................................................... 46
      Demolition of UW-Madison Campus Buildings ......................................................................................................... 46
      UW-Madison Memorial Union Theater Wing Renovation – Phase I Project ............................................................ 46
      UW-Madison Kohl Center South End Club and Audio/Video Relocation Project ...................................................... 47
      UW-River Falls Health and Human Performance/Recreation Building Project ......................................................... 47
      UW-Superior Land Lease for Lake Superior National Estuarine Research Reserve ................................................... 47
      All Agency Maintenance Projects ............................................................................................................................. 47
      UW System Administration Major Capital Projects Evaluation Criteria ................................................................... 48
   CONSENT AGENDA ............................................................................................................................................................. 48
      Authority to Modify the Campus Boundary, UW-Eau Claire ..................................................................................... 48
      Approval of the Design Report and Authority to Construct the Carson Gulley Renovation Project, UW-Madison... 48
      Authority to Demolish Buildings on the UW-Madison Campus Using Building Trust Funds, UW-Madison .............. 48
      Approval of the Design Report and Authority to Construct the Memorial Union Theater Wing Renovation-
      Phase I Project, UW-Madison ................................................................................................................................... 49
      Approval of the Design Report of the Kohl Center South End Club and Audio/Video Relocation Project and
      Authority to Construct the Project, UW-Madison ..................................................................................................... 49
      Authority to Request the Release of Building Trust Funds to Continue Planning the Health and Human
      Performance/Recreation Building Project, UW-River Falls ....................................................................................... 49
      Authority to Enter into Land Lease Agreements and to Acquire Real Property for the Long-term Operation of
      the Lake Superior National Estuarine Research Reserve, UW-Superior .................................................................... 49
      Authority to Construct All Agency Maintenance and Repair Projects, UW System .................................................. 50
      Approval of the Criteria for Ranking General Fund Major Projects, UW System ...................................................... 50
   JOINT MEETING WITH THE BUSINESS, FINANCE, AND AUDIT COMMITTEE...................................................................................... 50
   REPORT OF THE ASSOCIATE VICE PRESIDENT ........................................................................................................................... 51
REPORT OF THE EDUCATION COMMITTEE ................................................................................................................ 51
   COMMITTEE BUSINESS........................................................................................................................................................ 51
     UW-Madison Presentation: “Resource Stewardship: Educational Innovations” .................................................... 51
     UW-Parkside: Establishment of UW-Parkside Colleges ........................................................................................... 51
   REPORT OF THE SENIOR VICE PRESIDENT ................................................................................................................................ 52
   CONSENT AGENDA ............................................................................................................................................................. 52
     Program Authorization (Implementation) B.S./B.A. in Environmental Science, UW-Whitewater ............................ 52
     Program Authorization (Implementation) B.A./B.S. in Computer Science, UW-Whitewater ................................... 53
     Program Authorization (Implementation) Collaborative Online B.S. in Health Information Management and
     Technology, UW-Green Bay, UW-Parkside, and UW-Stevens Point ......................................................................... 53
     Establishment of Colleges at the University of Wisconsin-Parkside ......................................................................... 53
REPORT OF THE BUSINESS, FINANCE, AND AUDIT COMMITTEE ................................................................................ 53
   JOINT MEETING OF THE BUSINESS, FINANCE, AND AUDIT COMMITTEE AND THE EDUCATION COMMITTEE ........................................... 53
      2010 Annual Report of the Wisconsin Partnership Program .................................................................................... 53
      Operations Review and Audit – Program Review on Students with Disabilities ....................................................... 54
      UW-Milwaukee’s Contractual Agreement with CERNET Education Development Co., Ltd: ..................................... 54
   OPERATIONS REVIEW AND AUDIT ......................................................................................................................................... 55
      Compliance Review of the Implementation of Family Educational Rights and Privacy Act (FERPA) Regulations. ... 55
      Quarterly Status Report ............................................................................................................................................ 55
      Discussion of the Draft Operations Review and Audit Plan for 2012 ........................................................................ 55
   TRUST FUNDS: INVESTMENT POLICY STATEMENT REVIEW AND AFFIRMATION ............................................................................... 56
   MINUTES OF THE OCTOBER 6, 2011 MEETING ....................................................................................................................... 56
   UW-MADISON CONTRACTUAL AGREEMENT WITH SUNOVION PHARMACEUTICALS, INC.................................................................. 56
   QUARTERLY GIFTS, GRANTS AND CONTRACTS REPORT FOR 1ST QUARTER .................................................................................... 56
   REPORT OF THE SENIOR VICE PRESIDENT ................................................................................................................................ 56

12/8/11                                                    Board of Regents Minutes                                                                             Page 29
     Status Update on Implementation of Act 32 Flexibilities .......................................................................................... 56
     Human Resources System Status Update ................................................................................................................. 57
     eBenefit Pilot Program .............................................................................................................................................. 57
   CONSENT AGENDA ............................................................................................................................................................. 57
     UW-Milwaukee Contractual Agreement with CERNET Educational Development Co., Ltd. ..................................... 57
     University of Wisconsin System Trust Funds Investment Policy Statement .............................................................. 57
     UW-Madison Contractual Agreement With Sunovion Pharmaceuticals, Inc. ........................................................... 58
RESOLUTION OF APPRECIATION FOR UW-MADISON FOR HOSTING THE DECEMBER BOARD OF REGENTS
MEETING .................................................................................................................................................................. 58
       Resolution of Appreciation: UW-Madison ............................................................................................................... 59
CLOSED SESSION ....................................................................................................................................................... 60
       Closed Session Resolution ......................................................................................................................................... 60




12/8/11                                                    Board of Regents Minutes                                                                             Page 30
                          MINUTES OF THE REGULAR MEETING

                                              of the

          BOARD OF REGENTS OF THE UNIVERSITY OF WISCONSIN SYSTEM

                                     Held in Varsity Hall II
                                          Union South
                                University of Wisconsin-Madison
                                      Madison, WI 53715

                                    Friday, December 9, 2011
                                            9:00 a.m.

                                -Vice President Smith Presiding-

PRESENT: Regents Jeffrey Bartell, Mark Bradley, Judith Crain, Tony Evers, Michael Falbo,
Tim Higgins, Edmund Manydeeds, Katherine Pointer, Charles Pruitt, Gary Roberts, Troy
Sherven, Brent Smith, Mark Tyler, José Vásquez, and Gerald Whitburn

UNABLE TO ATTEND: Regents John Drew, Michael Spector, and David Walsh

                                                ---


APPROVAL OF THE MINUTES OF THE JULY AND SEPTEMBER MEETINGS

        Vice President Smith convened the meeting in the absence of President Spector, who had
an unavoidable business commitment. Vice President Smith announced that the minutes of the
July and September Board meetings had been distributed. There were no additions or
corrections, and the minutes were approved.
                                             ---


UPDATE ON LEGISLATIVE TASK FORCE ON UW RESTRUCTURING AND
OPERATIONAL FLEXIBILITIES

       Before initiating the first discussion topic, Vice President Smith thanked Interim
Chancellor Ward for hosting a reception at the Chazen Museum the previous evening, which had
provided interactions with members of the campus community, legislators, and others. He also
acknowledged the presence of members of the UW Colleges and UW-Extension Leadership
Academy, who were observing the meeting, and welcomed them.

       For an update on the first meeting of the legislative Task Force on UW Restructuring and
Operational Flexibilities, created as part of the biennial budget bill, Vice President Smith turned


12/8/11                           Board of Regents Minutes                                  Page 31
to Regent Falbo, chair of the Task Force. The group met for the first time on Wednesday,
December 7. Regent Falbo pointed out that Regents Higgins and Tyler were among those
serving on the Task Force.

       Preliminary Issues Raised by Task Force Members

         Generally, Regent Falbo said, Task Force members were interested in how to make sure
that the UW is accessible in terms of cost to students, while controlling the need for additional
revenue. Issues presented by members during the introductory meeting included the desire to
examine the relationship between the UW System and the technical colleges, how this has
evolved since the merger, and how it should be designed. The Task Force will discuss issues are
raised. Other issues included the need to develop a new contract between the state, the UW, and
the taxpayers, with a focus on providing and ensuring opportunity for future generations.
Changes are needed, and the Task Force should investigate flexibilities that can be provided to
institutions and how resources can be used more efficiently.

       Aims McGuinness Presentation

        The Task Force heard and participated in a three-hour presentation by Aims McGuinness,
who suggested that the Task Force should clearly understand the issues to be addressed, problem
areas, and the state’s culture, especially the expectation of state government’s role. Wisconsin
has a strong tradition and culture of treating the UW System as a state agency, with strict state
control over procedures and processes, how things are done. Dr. McGuinness also made an
important distinction, which is separating the “what” from the “how.” Regent Falbo said that
there as a comment that the legislative charge of the Task Force included a lot of “hows,” and
not so many “whats,” and this would need to be addressed as the Task Force’s work progresses.

        According to Dr. McGuinness, some states have moved away from this strict-state-
control approach toward an emphasis on how the university assists in meeting the state’s goals.
The emphasis has been on a flexible management model with accountability. System governing
boards should clearly define missions for institutions with clear lines of authority and
responsibility and stay away from hands-on management of campuses. The governing board
should set policy and an agenda, but avoid one-size-fits-all approaches, recognizing the
differences in missions and capacities among the institutions. Basically, the state should
determine the long term goals from the state, understand which of these goals should be met by
the university system, create performance accountability measures and expectations for these
goals, and then look to buy or fund those services from the university that will help the state
achieve its goals.

        Regent Falbo said that the Task Force’s discussion after the McGuinness presentation
covered things such as whether the state will provide public funding to public universities and
also give up state control. He said that Dr. McGuinness’s answer to that would be
“accountability.” There is a trade-off. The basis of discussions about accountability should be
what is to be achieved, rather than how the UW System would achieve it. A decision about the
extent to which higher education is considered a public good in Wisconsin needs to be informed


12/8/11                          Board of Regents Minutes                                  Page 32
by businesses and other leaders, Regent Falbo said. Education will be critical for economic
development and growth.

         Regent Falbo discussed the nature of accountability, saying that there are questions about
whether institutions should be given flexibility before achieving the accountability performance
metrics or afterwards, and what should be the consequences if the metrics are not met. He said
that it is very important to determine the top two or three accountability benchmarks, such as the
educational attainment of the population or assurance of transfer and articulation between
institutions and systems.

       Direction of the Task Force

       Additional discussion about the direction of the Task Force included the suggestion that
the Task Force needs to: hear about the issues and concerns affecting all institutions; clarify the
problems that need to be addressed; and engage all of the stakeholders – business, and
community leaders, but also UW faculty, staff, and students. The next step should be a
presentation by the UW System on its goals and accountability measures. President Reilly
would speak about these items at the next Task Force meeting.

       Regent Falbo said that the Task Force should look at the training of workers and
workforce issues, and also consider the role of each institution within its community. Questions
arose about whether the Task Force should examine the program array and campus and
administration consolidation, which he commented are related to the “how” instead of the
“what.” Issues include both funding and quality, as well as how to do things more effectively.
Dr. McGuinness’s presentation, which was very good, drew Task Force members into a broad
discussion. Task Force goals would need to be narrowed down at subsequent meetings, the next
of which is January 11, 2012.

        Vice President Smith thanked Regent Falbo for his update and asked if Regents had
questions. Regent Crain asked about the role of the Board in communicating with the Task
Force. Regent Falbo responded by saying, first, that all Regents were welcome to attend the
Task Force meetings. He also stressed the importance of communication, saying that he was
working with Department of Administration, Legislative Fiscal Bureau, and UW System
Administration staff, who were doing the work to prepare for the Task Force meetings. He said
that he and Vice President Smith were in contact to coordinate the work of the Ad Hoc Work
Group on UW System Structure and Governance with the Task Force’s work. The first Task
Force meeting was informative, and by the next meeting more would be known about the scope
of the groups work.

        Regent Bartell, noting that Regent Falbo had commented that any subject may be
discussed by the Task Force, sought clarification about whether this referred to everything in
higher education in the state of Wisconsin. The legislation called for the Task Force to address
six or seven specific issues. Regent Bartell asked whether the Task Force would make
recommendations on those issues, and beyond those issues.




12/8/11                           Board of Regents Minutes                                   Page 33
        Regent Falbo responded that he was going to work hard at narrowing the discussion, but
within the six issues, there was significant ambiguity and generality. He said that it would be his
job to try to keep the discussion focused. He asked Regents Higgins and Tyler if they would like
to make any other comments.

        Regent Tyler commented that it would be difficult to answer the six questions without
getting into a lot of other issues. One of the six is clearly about strategy and how the System
moves forward. The others are more about micromanaging an institution. He said that his own
opinion was that the Task Force should stay at the strategy level and not micromanage. He said
that he was not aware that the state had an overall strategy to higher education, but this is needed.

      Regent Falbo noted that Chancellors Cross, Shields, and Wells, as well as Vice
Chancellor Darrell Bazzell, were also on the Task Force.

        Vice President Smith recognized Chancellor Wells, who observed that was an excellent
first meeting, and there was good consensus that the Task Force should frame its charge in terms
of the “what” – what is needed for the present and future for the state’s citizens from its higher
educational institutions. The “what” is meeting the knowledge needs of individuals and groups
in communities, as detailed within the Growth Agenda. If the Task Force charge is framed as
“what,” then the Task Force will be able to address the “hows” in a thoughtful way.

                                                ---

INTERIM REPORT OF AD HOC WORK GROUP ON SYSTEM STRUCTURE
AND GOVERNANCE

        Vice President Smith presented an update on the work of the Ad Hoc Work Group on
UW System Structure and Governance, noting that President Spector had called for two
committees to be formed to provide a more in-depth examination of the responsibilities of the
Regents and the structure of university governing boards. The work group was charged with:
(1) exploring and doing background research on one of the six topics assigned to the legislative
Task Force, whether there is a need to restructure the UW System; and (2) considering and
responding to President Reilly’s recommendation that a conversation occur on the benefits and
drawbacks of establishing institution-level boards. The group includes Regents Crain, Pruitt, and
Spector; Chancellors Levin-Stankevich, Lovell, and Wells; and Special Assistant Andy Richards
from President Reilly’s office.

        Vice President Smith reported that the work group had an initial phone meeting in
November, and a second meeting was scheduled for December 20. The discussion at the first
meeting covered a number of topics, including how the goals of one state-wide system of public
higher education have changed since merger, the extent to which the current System structure is
effective for meeting the needs of UW institutions, current board policy on boards of visitors and
the extent to which UW chancellors rely upon boards of visitors and other types of advisory
boards, governance and structures of other public university systems in the United States, and the
advantages and disadvantages of various governing structures. He said that the work group


12/8/11                           Board of Regents Minutes                                   Page 34
started the conversation on these issues, with the benefit of background work from Board
Secretary Jane Radue and Assistant Secretary Jess Lathrop.

                                               ---


REPORT OF THE PRESIDENT OF THE SYSTEM
       Vice President Smith called upon President Reilly to present his report.

       Update from UW-Madison Police Chief on UW Institutions’ Progress on
       Safety Issues

       President Reilly began by noting the shootings at Virginia Tech the day before and
expressing concern for President Steger and his colleagues. President Reilly asked UW-Madison
Police Chief Sue Riseling to speak briefly with the Board about the work that she and her
colleague police chiefs around the System had been doing to help ensure security and safety on
UW campuses. He said he wanted UW students and their families to know that everything
possible is done to keep UW campuses safe. Chief Riseling had chaired a group to examine
what the UW System could learn from the earlier Virginia Tech shootings about making the
UW’s prevention and reaction more effective.

       UW System Task Force Recommendations

        Chief Riseling thanked President Reilly and the Board and recalled that on April 16,
2007, Virginia Tech had the United States’ worst mass casualty shooting to date on their campus.
Thirty-two people were murdered, 25 others were wounded, and the gunman also turned the gun
on himself. A task force was formed within the UW System, with representation from all 13
four-year campuses, UW Colleges, and UW-Extension. The Regents were represented by
Regent Bartell. The group produced a report within about four weeks, and it was presented to
the Board in July 2007.

       The report had 17 recommendations, everything from administrative changes, to
communication changes, to training changes. The recommendations focused on some major
areas. One area was awareness. People need to be aware of the characteristics of people who are
avenger shooters, and know how to go about reporting what they think they see. A very broad
awareness campaign went very well in the four years since.

        The second area was counseling. Prevention requires early warning and detection
capabilities. Some of these troubled individuals show up at the campus counseling center. In
2007, all of the campuses were struggling with the lack of resources for counseling. Many of the
campuses have made strides in the intervening years to boost their counseling services.
However, the struggle continues due to budget cuts’ effect on campuses. Many of the
chancellors have tried to preserve the core student functions of providing counseling, police, and
safety on their campuses, because they know how important these are; but it continues to be a
struggle.

12/8/11                          Board of Regents Minutes                                  Page 35
        A tremendous amount of training in rapid deployment was done for all of the university
police officers throughout the System; this is the law enforcement response to a shooting
tragedy. Years ago, the strategy was to set up perimeters and wait out the “bad guys.” Today the
bad guys come with such an arsenal that waiting is not an option, the chief said.

        Part of the recommendation was that each campus make a continuity-of-operation plan.
In the intervening years, all but a small number of campuses developed complete continuity-of-
operation plans. For the campuses that do not have such plans, it is a resource issue. Decisions
about putting resources into something that might happen, versus putting them into everyday
business, are a struggle.

         All 13 four-year and 13 UW Colleges campuses have campus crisis plans. Many of them
have been tested. Testing shows that the amount of resources brought to a situation never match
the situation. There are always ten more things to do, but which cannot be done, because the
staff resources are not available. It is not because of lack of trying or lack of planning, Chief
Riseling said. Rather, it is the nature of crises; it is not possible to staff at the crisis level all the
time.

        Crisis Communication

         Communication in a crisis seems to be almost as important as whether or not people will
get hurt. If attention is not paid to communicating, there will be criticism. Ironically, the day of
the recent shooting, Virginia Tech representatives were in Washington, D.C., defending the
institution against the $55,000 fine it received from the Department of Education for not putting
out warnings quickly enough in 2007. On the day of the recent shooting, Virginia Tech was able
to put out its first warning in under six minutes, which was remarkable. The chief said that most
UW campuses have the capability to message out quickly, either through e-mail, text messaging,
Twitter, Facebook, or other social technology.

       Chief Riseling said that whether or not the campuses could successfully employ this
technology when under stress is an interesting thing to consider. Usually this responsibility is
assigned to somebody who is being inundated with phone calls or with the response itself.
However, most of the campuses have done away with any kind of administrative overview of
emergency messaging, which is key.

        At Virginia Tech, police dispatchers have the ability to push a button and send out an
emergency message. They were able to do that and get out the first message in six minutes.
That does not mean that is when they hit the button. It is understood at UW-Madison that when
the button is hit, a message is being sent to 77,000 people. That overwhelms the cells and the
email system. The current time it takes to get an emergency email in people’s in-baskets is
under ten minutes for about 90 percent of the 77,000 emails sent. This is a great improvement
over 2005, when it took two hours. Text messaging is much faster because only 23,000 people
have opted in for text messaging at UW-Madison. Text messages go out in five to seven
minutes, similar to Virginia Tech.



12/8/11                             Board of Regents Minutes                                      Page 36
        The responsibility for this does not reside in the dispatch center, Chief Riseling noted.
The reason is that at the time of a shooting, the dispatch center will be overwhelmed with people
dialing 911 and wanting to tell the police that there was a shooting. Thus, a command system is
in place very quickly, and the message goes out from a command member, from anywhere in the
country, by using the Internet.

       Each campus has a different system and a different method. The important thing is that
most of the campuses have a method. How quickly they can use that method is one issue, and
how quickly that method works is another. However, none of the campuses is in the two- hour
mode anymore. Students help, because they Tweet very quickly. The downside is that they also
Tweet false information, which remains a challenge.

       Focus on Prevention

        The focus of the majority of resources and time throughout the UW System is on
prevention and early warning – identifying those students, staff, faculty, or visitors who have
some type of issue that they are struggling with that may lead to violence. The focus is also on
having review teams in place; all of the campuses do, and the Colleges have a more centralized
system, but it seems to be working well. UW-Madison is on contract with the Colleges, so UW-
Madison will help them with some of their threat analysis when they need it. Also, all of the
campuses communicate; the police chiefs meet once a month by conference call and talk over
any issues and help each other wherever they can.

        The key to understanding Virginia Tech of 2007 is prevention, Chief Riseling said. By
identifying potential perpetrators early on, intervening, and getting them some assistance,
Virginia-Tech-type situations can be thwarted.

        The situation the day before at Virginia Tech can happen literally everywhere. Evidently,
the shooter, who was not a student, took advantage of a police officer who was otherwise
detained doing a traffic stop. It was a routine traffic stop. The officer was back in his vehicle,
perhaps writing a ticket or calling in information. The individual walked up and, at point-blank
range, pulled the trigger and executed the police officer. Indications were that it had nothing to
do with the traffic stop. A backpack was found that was believed to be the shooter’s backpack,
containing a change of clothes, suggesting that he changed out of the clothes he was wearing
when he executed the police officer, perhaps as part of his escape psychology. It is believed that
the shooter took his own life in a second parking lot.

        Shooting and killing a distracted police officer, or a police officer engaged in other work,
is becoming too common in the United States, Chief Riseling said. Police officer deaths in 2011
were up substantially from 2010. Police are dealing with this execution-style shooting all over
the country. On campus, the goal is for campus police to be open and available, and not to
immediately assume that someone approaching them has ill intent. Officers want to give
students and visitors directions and to be helpful to parents. At the same time, these killings
make police uncomfortable when people approach them. It is a balancing act with which police
struggle.



12/8/11                           Board of Regents Minutes                                   Page 37
        Chief Riseling said that, based on the preliminary information, the shooting was not
meant to be a mass casualty shooting, and this individual was not known ahead of time to the
campus. This sounds more like somebody who wanted to kill a police officer and for whatever
reason chose Officer Kraus, who was 39 years old and the father of five. It was not quite what
was seen in 2007, which was very premeditated avenger violence. The shooter in 2007 wanted to
avenge something. The motivation for the recent shooter was not yet known, the chief said. The
death toll was far different, but no less tragic, she said.

        Chief Riseling indicated she would be happy to answer questions. President Reilly
thanked her for her remarks and also thanked her and her colleagues for the work done on these
issues in the prior several years. Great progress had been made, but some work still needs to be
done.

       Report on UW System Response to Proposed Biennial Budget Lapse

        President Reilly continued his report with a brief update about the proposed budget lapse.
The UW System was notified on October 14, 2011 by the Department of Administration that the
state would need to implement the $174.3 million lapse which had been authorized in the 2011-
13 state budget. The lapse is a tool that allows the state to withdraw a portion of taxpayer
funding already allocated to state agencies or to the UW. Given the lingering effects of the
economic downturn, it was not a surprise that the state might have to use this budget balancing
tool. However, it was a surprise to see that UW institutions were being asked to absorb 38
percent of the lapse, although they represent only 7 percent of the general purpose revenue
(GPR) budget. These lapses amount to a loss of $65.6 million over two years, on top of the $250
million in cuts already imposed on the UW system in the biennial budget.

        President Reilly said that the System was working hard to shine a spotlight on this
important public policy discussion. On October 27, the Milwaukee Journal-Sentinel published
an editorial, cosigned by all 14 of the chancellors, all 13 of the UW Colleges deans and himself,
about the disproportionate allocation of the new cuts. In the editorial, he and the other
administrators promised to engage in civil and constructive dialogue to help arrive at a more
proportional lapse.

       On November 15, the Senate’s Higher Education Committee, chaired by Senator Dale
Schultz, invited UW leaders from across the state to testify at an informational hearing about the
challenges facing the university and how best to move the Wisconsin Idea forward. The UW
System’s goal was to present a compelling and comprehensive story. President Reilly thanked
the UW chancellors and faculty members, students, and business leaders who joined in that
presentation.

       Prominent business people have stepped forward to assert that cutting the UW so
disproportionately is bad for business in Wisconsin. Julia Taylor, President of the Greater
Milwaukee Committee; Craig Culver, founder of Culver’s Restaurants; and Jim Schneller,
President of AVISTA in Platteville, stated their support for reconsidering the inequitable cuts to
the UW System. More than a dozen editorials and opinion pieces in newspapers around the state
also championed that position.

12/8/11                           Board of Regents Minutes                                 Page 38
       Throughout this time, the UW System was in regular contact with the Department of
Administration. President Reilly said that he had several conversations about this directly with
the Secretary of the Department of Administration, Mike Huebsch. The lines of communication
remained open, President Reilly said, and he remained hopeful that DOA would reconsider the
UW’s share of the new budget lapses.

       Effect of Potential Budget Lapse on Several UW Institutions

        The chancellors are most familiar with the impact of the proposed cuts on their students,
families, and communities. President Reilly said. He turned to three chancellors – Chancellor
Lovell, Chancellor Ford, and Chancellor Levin Stankevich – to share their thoughts about the
impacts at their institutions.

       UW-Milwaukee

        Chancellor Lovell said that he would highlight three specific examples of the impact of
the budget lapses on UW-Milwaukee. The first was the impact on faculty and staff. Morale was
already poor, and the lapses would make things harder. Having heard of people leaving for
greener pastures, and knowing that faculty and staff at UW-Milwaukee are underpaid, he found
that they were benchmarked to be between 19 and 29 percent below their peers in various
disciplines. With the lapses, they would be asked to do more with less. Forty-one faculty and
staff had been recruited by other universities during the year, a number greater than the
chancellor expected. These were the top performers, being poached away to other universities in
other parts of the country. One top faculty member was recently recruited away to
Northwestern. Top people were being taken from the UW because of the cuts, and people are
being asked to continue to do more without salary increases or any sign that things will get
better.

        Second, Chancellor Lovell said that the lapse would affect UW-Milwaukee’s teaching.
Based on the current lapse, allocated in a traditional way, Letters and Science, for example,
would have to absorb about a $2.5 million cut. The dean said that if he had to take that cut, he
would have to lay off over 100 lecturers in the College of Letters and Science. To be effective,
most lecturers within the College would teach two sections with an average of 30 students per
section. There would be about 6,000 students in the College of Letters and Science who would
be looking to get into courses that would no longer be there. The campus already had trouble
providing enough sections for students to get the classes that they need to graduate. This would
exacerbate that problem. This is an example of only one college; ten or eleven other units would
be affected, as well.

        Third, Chancellor Lovell said that UW-Milwaukee had millions of dollars of investment
during the past year from regional industry. The institution has had endowed chairs from
Rockwell and Johnson Controls. It has had millions of dollars in new labs in which corporations
invested. The reason companies are doing this is that they are looking at investing in their future
by investing in the university. They want to be able to train students in specific areas of
technology. The chancellor said he was very concerned that with the current lapses the

12/8/11                           Board of Regents Minutes                                  Page 39
institution would no longer be able to hire technicians to staff those facilities. Rockwell funded a
new center for supply chain management, and the chancellor said he was worried about being
able to hire a director for that center.

         In closing his remarks, Chancellor Lovell said that he was concerned about being unable
to fulfill UW-Milwaukee’s end of the bargain with the investments being made by private
companies, as well as about keeping faculty and staff generally. The campuses’ competitive
advantage is their faculty and staff; great people are being lost. If the top five percent are lost
this year, then the next year and the following year, the institutions will be at a real disadvantage.
Courses must be provided so that students can graduate in a timely manner; UW institutions owe
that to both the students and their families. It is necessary to make sure that resources are
provided to fulfill the UW’s end of the bargain, in terms of training and developing technology
for the companies making investments, and to ensure that the millions of dollars in investment
continues.

       UW-Parkside

        President Reilly thanked Chancellor Lovell for his remarks and asked Chancellor Debbie
Ford to speak about how the budget lapse situation is affecting UW-Parkside. She began by
saying that UW-Parkside was taking the situation very seriously and understood the “new
normal” in higher education. She said that she shared many of the same concerns that
Chancellor Lovell expressed from UW-Milwaukee’s perspective, and she would like to add two
other dimensions to the discussion.

        The first dimension, she said, was the implication of the continued budget lapse and the
uncertainty around funding and how it impacts the institutions’ ability to be strategic and
entrepreneurial. UW-Parkside is in the second year of its strategic plan. The institution had
worked through the budget reduction, and then had the challenge of the budget lapse. UW-
Parkside was in the process of providing strategic initiatives and dollars to enhance technology
on the campus. The technology was going to be used to enhance the learning environment and
the quality of the experience for students, and also to help with administrative efficiencies. It has
been necessary to slow down and look at how to take the additional reductions in an already tight
budget. Chancellor Ford said that the decisions made today not only impact the quality of the
student experience and the delivery of the mission now, but have longer-term impacts, and this is
of concern.

        The second aspect is not only how to retain quality, hard-working faculty and staff, but
also how to attract faculty and staff to the state of Wisconsin. The first question they ask is about
the stability of funding and the support for public higher education. UW-Parkside’s response is
to emphasize quality; but the future is uncertain.

        Chancellor Ford noted that in these times of uncertain funding and continuous changes,
the institution has continued to be a very good steward of the available resources, and the most
important focus is on the delivery of the mission and continued service to students.




12/8/11                            Board of Regents Minutes                                    Page 40
       UW-Eau Claire

         President Reilly thanked Chancellor Ford and called upon Chancellor Brian Levin-
Stankevich to speak about the effect of funding cuts at UW-Eau Claire. He said that the
institution put a lot of work into the recruitment of faculty at UW-Eau Claire, because it needs
faculty who are at the top of their fields conducting research and staying current in their
disciplines. More importantly, there is a need for faculty who are dedicated to teaching and
focused on the undergraduate student and the undergraduate experience.

        Chancellor Levin-Stankevich said that the last few years he had heard his colleagues,
primarily from UW-Madison and UW-Milwaukee, talk about the affect of budget reductions on
faculty retention. He said that UW-Eau Claire had not lost that many faculty to competitive
offers. The university had developed over the years a strong culture and had selected the right
kind of people to contribute to that culture. However, he said that the situation was different
during the current year. The third year in a row of salary reductions for faculty and staff led to
significant losses in faculty, primarily from among those who had just gained tenure and who
were at the top of their game in their ability to contribute new ideas to the curriculum, contribute
new programs to the university, and inspire students.

        Those losses were particularly tough, the chancellor said, because UW-Eau Claire had
invested so much in these individuals, and they had invested in the university. People were
going not only to other universities, but largely to the private sector, where they have
opportunities in fields like science. UW-Eau Claire lost five nurses in the nursing faculty. One
left mid-semester, which had a programmatic impact; the incoming class in the next accelerated
nursing program had to be deferred for up to a year, until (and if) those faculty can be replaced.
This was disconcerting, because it was having an effect on the core culture of the institution, on
which UW-Eau Claire builds its reputation.

         Providing another example of the effect of the budget cuts, Chancellor Levin-Stankevich
said that he was a proud member of the award-winning History Department at UW-Eau Claire.
A couple days before, his department chair sent out a message about constructing the fall
schedule. The chancellor said that he normally teaches a course in the fall. He wrote back to
say that he would teach that course, or he could teach another course, if there were a need. The
chair sent a note back, saying it would be some time before she could make that decision because
of all the uncertainties about how many instructional academic staff the department would be
able to hire; the status of rehired annuitants, on whom the institution relies for many courses; and
whether additional people will retire on short notice. The chancellor said that there were a lot of
shared faculty across disciplines within any university (e.g., Latin American Studies and
History). As positions are not being replaced in one of the disciplines, their chairs are urging
that faculty not help out in another area. A domino effect is created across the institution.

        The key issue for the department chair is that, in the past, because of the campus culture,
faculty have generally stepped up to do whatever is necessary for the department to meet its
needs. The external forces that have affected that culture prompt questions about whether there
is a willingness to engage in these extra efforts upon which the institution has relied over the
years.

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       Chancellor Levin-Stankevich said that UW-Eau Claire was also looking at other areas,
such as health services, to determine whether services should be provided, all or in part, by non-
university personnel or non-university entities. Areas such as this were being examined as UW-
Eau Claire looked at ways to prevent itself from having to raise student fees. Health-service fees
are program revenue fees, but they are costs that students have to pay; and finding ways to
reduce nonacademic costs can allow the university to continue to put quality faculty in the
classroom.

        President Reilly thanked Chancellor Levin-Stankevich, and summarized by saying that
the institutions are facing significant challenges that have real impacts on students, as well as on
partnerships with business and industry across the state. He said that the dialogue with the state
would continue.

       Regent Discussion

       Asked about the timing of a decision on whether the proposed budget lapse would be
reconsidered, President Reilly said that this was not entirely clear. Each of the state agencies and
the UW System were asked to provide a report to the Department of Administration about how
they would handle the lapse. The initial number for the UW System was $65.5 million. In
conversations with the Secretary of DOA, it had been agreed that the UW System did not need to
submit that report yet, until the discussions between the UW System and DOA had concluded.

        Regent Higgins said that he thought that the reports of the chancellors, about the specifics
of the damage and the hurt that the lapses would cause, were very useful for bringing home the
point. He said that he was happy to hear that there was discussion occurring with DOA.

        Regent Higgins said that he understood that the lapses fell disproportionately on the UW
System and a certain part of state operations, because the Governor and administration decided
to exempt certain types of things like Human Services and K-12 education from their
proportionate share of the lapses. These decisions reflected value judgments about the impact of
those things on the state of Wisconsin. Regent Higgins asked if the university, with its wealth of
research, knowledge, and statistics, was offering alternatives during its discussions with DOA.
For example, could the UW System suggest alternative ways to view the level of impact that the
cuts on Badger Care, as opposed to the cuts to the university, might have on the state. Coming to
management with a solution to a problem is always better than saying, “it hurts,” and Regent
Higgins wondered whether this method was being followed.

        President Reilly said that the UW System had worked hard to give DOA information on
how disproportionate the cut would be and to say that if the state, in the long term, is going to be
prosperous and have enough revenue to operate, the university needs to be a priority. This will
lead to more people being educated, and to more partnerships with business and industry that
create new jobs. The focus had been on making the case about the value of the UW System.
President Reilly said that the UW System had not typically told state government to cut K-12 or
Badger Care more. He said that this should not be the UW System’s role but, rather, its role is to
advocate for the value of the university to the state. It is for elected officials to make judgments


12/8/11                           Board of Regents Minutes                                    Page 42
about priorities. President Reilly said that he thought this was a more appropriate way to
operate.

       President Reilly added that in the conversations with DOA, the System had recognized
how hard these choices were and how rough the economy is. The System had also noted that
when taking the original $250 million cut, which was tied for the largest cut in UW history, the
System did not complain at all. However, the disproportionality of the lapse, on top of that large
cut, was something that it was necessary to speak up about.

       Update on Voter ID

       President Reilly provided a summary of work to comply fully with the new Wisconsin
Voter ID law. Civic participation should be an integral part of the college experience.
Therefore, all UW colleges and universities were working diligently to ensure that eligible voters
who are UW students would have the information and resources needed to exercise their right to
vote. To date, ten campuses had submitted to the Government Accountability Board and had
approved versions of new student ID cards that fully comply with the Voter ID requirements.
Approval of the design for the remaining campuses was expected soon.

       Other Legislative Updates

        President Reilly reported that it had been a busy time, generally, with the Legislature and
the UW. In early November the Assembly Committee on Colleges and Universities met jointly
with their Senate counterpart committee for an informational presentation about aligning
education, workforce, and economic development policy. He said that he testified about efforts
to align education with the state’s workforce needs and economic development efforts, and good
examples from the UW institutions were highlighted.

       Many other legislative meetings, both formal and informal, had taken place with senators
and representatives from both sides of the aisle. As noted earlier, there were also several
meetings with the DOA Secretary. At various times, President Spector and other members of the
Board, as well as chancellors and representatives of the UW System, had all been involved.

       News from Around the System

       President Reilly shared news from around the System:

       UW-Madison Student Awarded Rhodes Scholarship

       Senior Alexis Brown, of UW-Madison, became one of an elite group of American
students to be awarded a 2012 Rhodes Scholarship, one of the most coveted honors in the world
of higher education. Alexis, an English major from Algonquin, Illinois, would be invited to
spend two to three years of study at Oxford University. The scholarship is valued at
approximately $50,000 a year, and is the oldest international study program in the world. With



12/8/11                           Board of Regents Minutes                                   Page 43
the scholarship, Alexis hoped to further her studies in English literature. President Reilly
congratulated Ms. Brown, Chancellor Ward, and UW-Madison on the scholarship.


        UW-La Crosse Professor Named 2011 WI Professor of the Year
        UW-La Crosse history professor Greg Wegner was named the 2011 Wisconsin Professor
of the Year. He was selected for the award by the Carnegie Foundation for the Advancement of
Teaching, and the Council for Advancement and Support of Education. Dr. Wegner, an alumnus
of UW-La Crosse, had been teaching there since 1989. His area of expertise is the Holocaust,
which he has studied for more than 40 years. Dr. Wegner also coordinates western Wisconsin’s
National History Day contest, which involves more than 1,300 middle school and high school
students each year. He says he never gets bored with his career, because his work is filled with
pondering core questions relating to what it means to be human, the relationship between the
individual and the state, and the persistence of genocide and mass murder. President Reilly
congratulated Dr. Wegner, Chancellor Joe Gow, and UW-La Crosse.

       UW-Oshkosh’s Integrated Marketing & Communications Team Honored

         UW Oshkosh’s Integrated Marketing and Communications Team was recently awarded
the first ever American Marketing Association Higher Education Team Award for its leadership
and achievements in higher education marketing. The team works to maintain the integrity of
the UW Oshkosh brand through a marketing strategy that links the university’s mission, vision,
and priorities for its various audiences. The American Marketing Association received more
than 80 nominations for the individual and team Higher Education Marketer of the Year Awards.
President Reilly congratulated Chancellor Rick Wells, the team, and the UW-Oshkosh campus
community.

       UW-Stout Acknowledged with Diversity Award

        President Reilly reported that for the past year, UW-Stout made efforts to increase the
number of racial and ethnic minorities staying at the school. The State Council on Affirmative
Action and the Office of State Employment Relations acknowledged these efforts by presenting
UW Stout with a Program Achievement Diversity Award. The award specifically recognized
UW-Stout for its Summer Bridge and Pre-College Programs, which help students make the
transition to college, as well as the Math, Teaching and Learning Center. UW-Stout Provost
Julie Furst-Bowe noted that the retention rate for minority students at the university was now the
same as for other students. President Reilly congratulated her, Chancellor Sorenson, and their
UW-Stout colleagues.

        UW-River Falls Receives Grant for Center for Dairy Farm Safety
        UW-River Falls received a $134,000 Susan Harwood Training Grant from the
Occupational Safety and Health Administration to establish the Center for Dairy Farm Safety.
That center would be developed and managed in collaboration with UW-Extension, with the goal
of bringing together best-practice protocols for dairy-operation occupational safety and health
programs. The grant strengthens the capacity of both UW institutions to develop new curricula
designed with dairy industry involvement, extend outreach capabilities to dairy producers, and

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provide training to future producers and managers by incorporating the curriculum into
secondary education courses. President Reilly extended congratulations to Chancellor Dean Van
Galen and Chancellor Ray Cross and their respective institutions.

       UW-Eau Claire Pilots “Transitions Program” to Facilitate Transfers

       President Reilly said that as part of the UW System’s focus on facilitating transfers, UW-
Eau Claire was piloting a program to ease the transition process and success rate among students
who transfer to UW-Eau Claire from Chippewa Valley Technical College, the largest source of
UW-Eau Claire’s transfer students. The Transitions Program, funded through the UW System’s
Growth Agenda Grant Program, was designed to assist students from the technical college, both
before and after they enroll at UW-Eau Claire. Program leaders say that the objective is to
improve the retention and graduation rates among students who transfer, but also to increase the
number of multi-cultural students who transfer. President Reilly congratulated Chancellor
Levin-Stankevich and UW-Eau Claire.

        UW-Parkside Partners with Engineering Firm
        President Reilly said that a new venture at UW-Parkside was a great example of the value
of building relationships between the university and local businesses. A startup mechanical
engineering firm called ProCubed has moved into temporary quarters at the university’s
Solutions for Economic Growth Center, where plans were being developed to build a better
wheelchair drive system. Student teams would get hands-on experience as they worked with
ProCubed on engineering, business management, and the successful marketing of this product.
President Reilly congratulated Chancellor Ford and the UW-Parkside campus community.

       UW System Administration Staff Awards
       The UW System Administration staff awards were presented in November. These
awards are opportunities to recognize some exceptional colleagues who have made a difference.
A program from the event, with brief descriptions of the award-winners, was included in
Regents’ folders.

       Football Champions

        President Reilly wished the best of luck to the UW-Madison Badgers in the Rose Bowl
again, and the UW-Whitewater Warhawks, who were likely to be in the Amos Alonzo Stagg
Bowl again. Chancellors Ward and Telfer have enviable records in winning in bowl games.

        President Reilly concluded his report by reading a poem by Alfred Tennyson, appropriate
for the season, called “Ring Out Wild Bells.” He wished peace to all.

                                               ---

REPORT OF THE CAPITAL PLANNING AND BUDGET COMMITTEE
      Vice President Smith then turned to Regent Bartell for the report of the Capital Planning
and Budget Committee.


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       Committee Business

       Regent Bartell reported that he had been joined for the Capital Planning and Budget
Committee meeting by Regents Pointer, Manydeeds, and Spector, as well as new Regents
Whitburn and Higgins. The committee addressed nine resolutions which were unanimously
approved by the committee and would now be presented as consent agenda items:

       Request Authority to Modify UW-Eau Claire Campus Boundary

        Resolution 9995, brought by UW-Eau Claire, requested authority to modify its campus
boundary. The campus recently completed a facilities master plan, which recommended the
expansion of the campus boundary south, to include the future addition of a state office building and
land, which is adjacent to the upper campus, when that property becomes available. It would give
the campus an opportunity to create a somewhat more prominent front-door entrance for one of Eau
Claire’s most heavily-travelled streets.

       UW-Madison Carson Gulley Renovation Project

          Resolution 9996 requested authority to construct the UW-Madison $10-million Carson
Gulley Renovation project. Half of that funding would come from program revenue support
borrowing, and the other half from program revenue cash. This project would replace all of the
plumbing, mechanical, and electrical systems in the existing building, which was constructed in
1926. All interior finishes would be upgraded, and the exterior improved, with new energy-efficient
windows, consistent with the historical façade. Regent Bartell said that this project would
incorporate sustainable design elements, such as a high efficiency HVAC system, storm water
control, indoor air quality management, and construction waste management. These renovations
will make the building safer, result in a more efficient facility, and reduce maintenance costs.
Regent Bartell noted that Carson Gulley was an African American premiere chef who, during much
of the 1950s and 1960s, worked at UW-Madison; he was the creator of Fudge Bottom Pie at the
Memorial Union.

       Demolition of UW-Madison Campus Buildings

         Resolution 9997 requested authority to demolish and remove five store-front buildings on
University Avenue on the UW-Madison campus, in anticipation of construction of the new Music
Performance Facility, included in the 2005 Campus Master Plan. The programming and conceptual
design had been completed for the new facility, the fundraising was in progress, and the land would
provide useable open space until the design for the facility is completed. The Board’s last prior action
on this was to commence proceedings in eminent domain to acquire one of the properties, the Brothers
Bar at 704 University Avenue. The Board received pushback and were defendants in a lawsuit, which
was eventually settled, and the property was purchased for an amount closer to what it was worth than
what had been requested.

       UW-Madison Memorial Union Theater Wing Renovation – Phase I Project



12/8/11                           Board of Regents Minutes                                   Page 46
        Resolution 9998, also brought by UW-Madison, requested authority to construct the $52
million Memorial Union Theater Wing Renovation Project-Phase I. This project, funded with $40.5
million program revenue supported borrowing and almost $12 million in gift funds, would renovate
the Theater Wing of the Memorial Union. The Theater Wing was built in 1938-39, and although
revered for its design and functionality, is quite dated. The project also would renovate selected
spaces in the other two wings of the building, and the entire fifth floor will be made into offices.
The renovations would include upgrades to the mechanical, electrical, and plumbing systems, some
of which date back to the time that the building was built in 1928, combined with improved
accessibility to areas of the other two wings of the building. The Memorial Union is on 16 different
levels, and that will be improved. An addition to the building will provide a 2,500-square-foot
theater lounge at the north end of the current theater.

        Regent Bartell noted that this project was the subject of some tension among some students
and faculty because of concern that the addition was too large. After a student referendum, the
Union asked the designers to make revisions, and the objections were addressed. Also, the project
would be constructed using sustainable design practices, with a goal of becoming a LEED-certified
project at least at the silver level.

       UW-Madison Kohl Center South End Club and Audio/Video Relocation Project

          Resolution 9999, brought by UW-Madison, requested authority to construct the $2.9-
million, entirely gift-funded Kohl Center South End Club at the south end of the Kohl Center main
concourse, and will be a club area for patrons. Project work includes construction to create a club
seating space and a buffet and beverage area. Also, the audio/video area would be expanded and
remodeled to meet current needs.

       UW-River Falls Health and Human Performance/Recreation Building Project

        Resolution 10000 requested authority to release building trust funds to continue planning the
UW-River Falls Health and Human Performance Building Project. This project was approved for
advance enumeration in the 2013-15 biennial budget, as part of the capital budget. The planning
funds would allow for the selection of an architect/engineer team and preparation of plans and
specifications to go out for bid in July 2013, when funding for the project becomes available.

       UW-Superior Land Lease for Lake Superior National Estuarine Research Reserve

        Regent Bartell said that Resolution 10001, brought by UW-Superior, requested authority to
enter into land lease agreements and to acquire real property for the long-term operation of the Lake
Superior National Estuarine Research Reserve. The funding for this acquisition was obtained
through a federal grant. The Reserve works in collaboration with the National Oceanic and
Atmospheric Administration, the university, and other key partners to improve the understanding of
Lake Superior freshwater estuaries and coastal resources. It involves research, education, outreach,
and considerable stewardship.

       All Agency Maintenance Projects


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          Resolution 10002 requested authority to construct eight all-agency maintenance and repair
projects at six institutions, totaling $10.5 million. These include utility improvements, space
remodeling, and equipment replacements, and also shoreline restoration in front of the Memorial
Union Terrace, which is falling into the lake.

       UW System Administration Major Capital Projects Evaluation Criteria

        Resolution 10003 requested approval of the UW System Administration Major Capital
Projects Evaluation Criteria, the standard for ranking general fund major projects. This standard is
updated periodically. The planning cycle for the 2013-15 capital budget has begun, and that process
includes approval of the criteria used for prioritizing major projects funded by general fund
supported borrowing. There are objective and subjective criteria, and they were updated to reflect
current systemwide initiatives, priorities, and goals of the Board of Regents. These are used to
create a priority list of projects in the next cycle. Regent Bartell said that the evaluation criteria were
vetted by the campus planners and chancellors from around the System.

       Consent Agenda
       Regent Bartell moved, and Regent Whitburn seconded, approval of resolutions 9995,
9996, 9997, 9998, 9999, 10000, 10001, 10002, and 10003. The Board adopted the resolutions on
a unanimous voice vote.

       Authority to Modify the Campus Boundary, UW-Eau Claire

       Resolution 9995:        That, upon the recommendation of the UW-Eau Claire Chancellor
                               and the President of the University of Wisconsin System, approval
                               be granted for various campus boundary changes associated with a
                               new master plan at the University of Wisconsin-Eau Claire.


       Approval of the Design Report and Authority to Construct the Carson Gulley
       Renovation Project, UW-Madison

       Resolution 9996:        That, upon the recommendation of the UW-Madison Interim
                               Chancellor and the President of the University of Wisconsin
                               System, the Design Report be approved and authority be granted to
                               construct the Carson Gulley Renovation project at an estimated
                               cost of $10,049,000 ($5,000,000 Program Revenue Supported
                               Borrowing and $5,049,000 Program Revenue-Cash).

       Authority to Demolish Buildings on the UW-Madison Campus Using Building Trust
       Funds, UW-Madison

       Resolution 9997:        That, upon the recommendation of the UW-Madison Interim
                               Chancellor and the President of the University of Wisconsin
                               System, authority to demolish five buildings on the UW-Madison


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                           campus at a total estimated cost of $830,900 using Building Trust
                           Funds.

      Approval of the Design Report and Authority to Construct the Memorial Union
      Theater Wing Renovation-Phase I Project, UW-Madison

      Resolution 9998:     That, upon the recommendation of the UW-Madison Interim
                           Chancellor and the President of the University of Wisconsin
                           System, approval of the Design Report and authority to construct
                           the Memorial Union Theater Wing Renovation-Phase I project for
                           a total project cost of $52,000,000 ($40,500,000 Program Revenue
                           Supported Borrowing and $11,500,000 Gift Funds).

      Approval of the Design Report of the Kohl Center South End Club and Audio/Video
      Relocation Project and Authority to Construct the Project, UW-Madison

      Resolution 9999:     That, upon the recommendation of the UW-Madison Interim
                           Chancellor and the President of the University of Wisconsin
                           System, the Design Report of the Kohl Center South End Club and
                           Audio/Video Relocation project be approved and authority be
                           granted to construct the project at a total cost of $2,900,000 Gift
                           Funds.

      Authority to Request the Release of Building Trust Funds to Continue Planning the
      Health and Human Performance/Recreation Building Project, UW-River Falls

      Resolution 10000:    That, upon the recommendation of the UW-River Falls Chancellor
                           and the President of the University of Wisconsin System, authority
                           be granted to request the release of $3,770,000 Building Trust
                           Funds-Planning for the Health and Human Performance Building
                           project, as needed by the project.

      Authority to Enter into Land Lease Agreements and to Acquire Real Property for the
      Long-term Operation of the Lake Superior National Estuarine Research Reserve, UW-
      Superior

      Resolution 10001:    That, upon the recommendation of the UW-Superior Chancellor
                           and the President of the University of Wisconsin System, authority
                           be granted to (a) enter into 30-year land lease agreements for
                           properties located at 3 and 14 Marina Drive, Superior, Wisconsin,
                           at an annual operating cost of $5,000, and (b) acquire two, single
                           story buildings on the site, consisting of 3,388 square feet and
                           3,848 square feet, and a 110- by 15-foot dock at a total acquisition
                           cost of $850,000.



12/8/11                       Board of Regents Minutes                                  Page 49
       Authority to Construct All Agency Maintenance and Repair Projects, UW System

       Resolution 10002:       That, upon the recommendation of the President of the University
                               of Wisconsin System, authority be granted to construct various
                               maintenance and repair projects at an estimated total cost of
                               $10,554,800 ($4,663,200 General Fund Supported Borrowing;
                               $1,717,300 Program Revenue Supported Borrowing; $3,762,300
                               Program Revenue Cash; and $412,000 Gifts and Grants).

       Approval of the Criteria for Ranking General Fund Major Projects, UW System

       Resolution 10003:       That, upon the recommendation of the President of the University
                               of Wisconsin System, the University of Wisconsin System
                               Administration Major Capital Projects Evaluation Criteria be
                               adopted as the basis for prioritizing major capital projects funded
                               by General Fund Supported Borrowing (GFSB) for inclusion in
                               UW System capital budget requests.

        Regent Bartell noted that a resolution included in the meeting materials was not presented
because it had not been acted upon by the committee. This was a request by UW-Platteville to
enter into a set of agreements with UW-Platteville Real Estate Foundation for the purpose of
constructing and operating a residence hall and dining facility on campus, on state-owned land.
The goal is to construct the residence hall to meet more of the existing and projected demand for
on-campus housing by 2013. These agreements would permit the Real Estate Foundation to
construct the building, to consist of approximately 160,000 square feet, at a total estimated cost
of $26 million, and housing approximately 460 students and a dining facility. The foundation
would own the facility and be solely responsible for financing the project.

        The problem discussed in the committee, and not yet resolved, was the nature of the
agreements. There are some legal issues with having a private entity construct a facility on state
land to be used by students, as well as policy issues as to what will happen to that facility at the
end of the term of the agreements, or if for some reason the operation were to fail. There are
questions about responsibilities, liability, and management issues, Regent Bartell said. The
Capital Planning and Budget staff is working with the Department of Administration and the
State Building Commission on these issues.

       Joint Meeting with the Business, Finance, and Audit Committee

        Regent Bartell noted that the Capital Planning and Budget Committee met with the Business,
Finance, and Audit Committee to hear two presentations. The first was a very fine presentation by
UW-Madison Vice Chancellor Darrell Bazzell, describing the university’s plan for stewardship of
its resources by creating a culture of process improvement through a phased approach. Also, UW-
Eau Claire presented an overview of the university’s new Master Plan, which was the result of two
years of collaborative planning, also a very fine presentation.



12/8/11                           Board of Regents Minutes                                   Page 50
       Report of the Associate Vice President

        Before concluding his report, Regent Bartell said that Associate Vice President David Miller
reported that the Building Commission approved about $130 million of projects for the UW System
at its October meeting. Regent Bartell expressed gratitude for this approval.

        In addition, the Committee recognized that Vice Chancellor for Facilities, Alan Fish, of UW-
Madison would be leaving the System to take a position at Johns Hopkins University. Regent
Bartell said that his talents and tact would be missed. The committee recognized his departure with
a round of applause and three cigars, he said.

                                                 ---

REPORT OF THE EDUCATION COMMITTEE
     Vice President Smith called upon Regent Vásquez to present the report of the Education
Committee.

       Committee Business

       UW-Madison Presentation: “Resource Stewardship: Educational Innovations”

        Regent Vásquez said that the committee heard from Provost Paul DeLuca; Vice Provost
for Teaching and Learning, Aaron Brower; and Vice Provost for Lifelong Learning and Dean of
the Division of Continuing Studies, Jeff Russell. Their report was a continuation of Chancellor
Ward’s morning presentation. They described some of the educational innovations being
explored and implemented on the Madison campus that seek to unleash the entrepreneurial and
creative energies of faculty and staff and, in the process, preserve the quality of student learning,
create efficiencies, and potentially develop new revenue sources.

        While the innovations that were being sought were based on building on past successes,
what really separated this work from previous initiatives is that there were no new or additional
resources with which to do this. They were not trying to do more with less; they were trying to
do better with less, a very critical distinction. Regent Vásquez said that also discussed was how
to report this out to the community, both the campus community and the external community, so
that there would be a clear understanding that innovation was happening at the campus.

       UW-Parkside: Establishment of UW-Parkside Colleges

       As part of the overall restructuring in which UW-Parkside is engaged, UW-Parkside
Provost Terry Brown brought to the committee a request to approve the establishment of three
new colleges, as required by System policy. Pending full Board approval, UW-Parkside
planneds to establish the College of Arts and Humanities, the College of Natural and Health
Sciences, and the College of Social Sciences and Professional Studies. The process of
implementing these colleges would be phased in between the fall semester of 2012 and fall 2013.


12/8/11                            Board of Regents Minutes                                   Page 51
        Provost Brown explained the reasons behind the reorganization, which seeks to
address the unwieldy nature of UW-Parkside’s existing college structure and strengthen
the university’s academic disciplines through more focused leadership. It was reported
that the proposal had broad support on campus; it was unanimously approved by faculty
governance in October. The Committee, likewise, was very supportive of the overall
reorganization and unanimously approved the resolution to establish the three new
colleges. Regent Vásquez noted that he had visited the campus, along with some other
Regents, as part of the buddy-campus structure, and got to hear firsthand about the
changes.

       Report of the Senior Vice President

       Regent Vásquez said that the committee heard Interim Senior Vice President Mark
Nook’s report about work being done in the Academic Affairs area to address the
recommendations from President Reilly’s response to the Advisory Committee on the
Roles of UW System Administration. This includes work to integrate and frame the
various initiatives in Academic Affairs as clear components of the Growth Agenda. In
addition, an update was given on the changes to the UW System’s accountability report,
as required by Act 32, some of which present significant challenges because no data
exists for some of the required indicators. Also discussed was the formation of the
Program Planning Review Committee, the group being charged with revising the
System’s program planning and review process.

          In addition, the process was underway for the transfer of the Institute for Urban
Education to one of the UW campuses, according to Dr. Nook, who shared details about how and
why the Institute was being transferred. Broad consultation occurred with the Provosts and
Education Deans, and there was wide agreement that this was the right path at the right time. A
Request-for-Proposal process would be unfolding in the coming weeks, with a decision about
this transfer to occur sometime in the spring of 2012. The Institute is a program that is of value
to UW institutions in their efforts to prepare educators to teach in urban settings, and the
committee followed the Institute’s progress with interest over the four years since its inception.
Dr. Nook said that he would keep the committee informed about the transfer of this program, as
well as several others identified in the President’s response to the Advisory Committee.

       Consent Agenda

       In addition to the minutes from its October 6, 2011, meeting, the Education Committee
unanimously approved four resolutions. Regent Vásquez then moved approval of Resolutions
10004, 10005, 10006 and 10007. The motion was seconded by Regent Crain, and the Board
adopted the motion on a unanimous voice vote.

       Program Authorization (Implementation) B.S./B.A. in Environmental Science, UW-
       Whitewater

       Resolution 10004:      That, upon the recommendation of the Chancellor of the University
                              of Wisconsin-Whitewater and the President of the University of

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                             Wisconsin System, the Chancellor be authorized to implement the
                             B.S./B.A. in Environmental Science.

       Program Authorization (Implementation) B.A./B.S. in Computer Science, UW-
       Whitewater

       Resolution 10005:     That, upon the recommendation of the Chancellor of the University
                             of Wisconsin-Whitewater and the President of the University of
                             Wisconsin System, the Chancellor be authorized to implement the
                             B.A./B.S. in Computer Science.

       Program Authorization (Implementation) Collaborative Online B.S. in Health
       Information Management and Technology, UW-Green Bay, UW-Parkside, and UW-
       Stevens Point

       Resolution 10006:     That, upon the recommendation of the Chancellors of the
                             Universities of Wisconsin-Green Bay, -Parkside, and -Stevens
                             Point, and the President of the University of Wisconsin System, the
                             Chancellors be authorized to implement the Collaborative Online
                             Bachelor of Science in Health Information Management and
                             Technology.

       Establishment of Colleges at the University of Wisconsin-Parkside

       Resolution 10007:     That, upon the recommendation of the Chancellor of the University
                             of Wisconsin-Parkside and the President of the University of
                             Wisconsin System, UW-Parkside be authorized to establish three
                             new colleges: the College of Arts and Humanities, the College of
                             Natural and Health Sciences, and the College of Social Sciences
                             and Professional Studies.

                                               ---

REPORT OF THE BUSINESS, FINANCE, AND AUDIT COMMITTEE
       Vice President Smith called upon Regent Falbo to present the report of the Business,
Finance, and Audit Committee.

       Joint Meeting of the Business, Finance, and Audit Committee and the
       Education Committee
       Regent Falbo reported that the Business, Finance, and Audit Committee started out
meeting jointly with the Education Committee to address three items.

       2010 Annual Report of the Wisconsin Partnership Program



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       The first item was the 2010 Annual Report of the Wisconsin Partnership Program.
Dean Robert Golden of the UW School of Medicine and Public Health presented the
report, which details the use of funding awarded to the UW School of Medicine and
Public Health when Blue Cross and Blue Shield United of Wisconsin was converted to a
for-profit stock corporation.

         The Partnership Program has a remarkable track record. Since its inception in 2004, the
program has awarded more than $97 million through 234 initiatives to: community-based,
nonprofit organizations; faculty-led education, research and outreach; and government agencies.
Moreover, the program has resulted in incredible leveraging of its grants, to bring in additional
funding from other sources, especially federal. The program made 23 grants in 2010 for projects
that advance population health in Wisconsin, including: continued support for the Lifecourse
Initiative for Healthy Families, a major strategic initiative to improve birth outcomes among
African-Americans in Wisconsin; support for physical activity and obesity prevention in young
people; and development of targeted therapies to fight breast cancer.

       Operations Review and Audit – Program Review on Students with Disabilities

         Regent Falbo said that the second item addressed during the joint meeting was
Operations Review and Audit’s program review report on students with disabilities. Director
Elizabeth Dionne discussed highlights of the report. The review was conducted to evaluate
compliance with Regent Policy Document 14-10, Nondiscrimination on the Basis of Disability,
as well as with applicable federal and state regulations. Overall, the analysis found the
institutions reviewed were meeting the Board’s policy objectives and were in compliance with
applicable regulations. The report offered recommendations intended to improve the efficiency
of operations, minimize the risk of noncompliance, and ensure the effectiveness of the disability
services UW institutions offer students. Due to the increasing number of students needing the
services and the university’s goal of producing more degree holders, Regents suggested data be
collected to ensure the services are resulting in the success of students with disabilities.

       UW-Milwaukee’s Contractual Agreement with CERNET Education Development Co.,
       Ltd:

        The third item on the joint-meeting agenda was UW-Milwaukee’s contractual agreement
with CERNET Education Development Co., Ltd. Chancellor Lovell explained how the
agreement with CERNET fits within UW-Milwaukee’s vision of focusing on global engagement
and would serve to enhance its reputation. The Committees were asked to approve the
contractual agreement for the recruitment of Chinese students to UW-Milwaukee’s Intensive
English Program. UW-Milwaukee had been working on the agreement for more than a year, and
financial, legal, academic and student success considerations were all attended to by Chancellor
Lovell and colleagues in the development of the agreement.

      Regent Falbo said that UW-Milwaukee anticipated that a large number of students would
be admitted to and graduate from its degree programs, after completing the English as a Second
Language program. Among the perceived benefits are a more globally engaged university,
enhanced student diversity on campus, and improved non-resident tuition revenue. After a good

12/8/11                          Board of Regents Minutes                                  Page 54
discussion and assurances about oversight by the Provost’s Office, the contract was approved
unanimously by the committee.

       Operations Review and Audit
       When the Business, Finance, and Audit Committee reconvened, Operations Review and
Audit Director Elizabeth Dionne reported on three topics.

        Compliance Review of the Implementation of Family Educational Rights and Privacy
        Act (FERPA) Regulations.
        Director Dionne discussed highlights of the recently-completed program review of
implementation of the Family Educational Rights and Privacy Act (FERPA). The review
concluded that UW institutions were generally meeting FERPA requirements, and the report
offered eight recommendations which may further enhance the ability of institutions to
effectively implement the provisions of the law.

       Quarterly Status Report
       Ms. Dionne provided an update of ongoing and recently-completed activity of the Office,
along with information regarding current or pending activities of the Legislative Audit Bureau
which may impact the UW System.

       Discussion of the Draft Operations Review and Audit Plan for 2012

        Regent Falbo reported that the committee discussed the draft Operations and Audit plan
for 2012. Because of the recent, serious allegations of misconduct and illegal activity related to
minors at prominent universities, the Business, Finance, and Audit Committee would require, as
part of the calendar year 2012 Audit Plan, an audit of reporting requirements of crimes against
minors. The audit would include an evaluation of the adequacy of policies related to reporting of
crimes against minors at UW System colleges, universities, and extension. This review was part
of a two-part strategy to ensure that the thousands of children who visit UW institutions are
protected. The second part of the strategy would involve a risk assessment to ensure that
practices and policies in conducting sports camps and educational programs that invite minors to
UW campuses are designed with safeguards in place to protect those children. This work will be
done by the UW System Administration risk management group. A report is expected in the
spring. Also, Regent Falbo said that President Reilly had already asked legal counsel to provide
a summary of pertinent state and federal laws and university policy; that summary was sent to
Regents earlier in the week.




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       Trust Funds: Investment Policy Statement Review and Affirmation

        Doug Hoerr, UW System Trust Funds Director, reviewed the Investment Policy
Statement revisions with the committee. The committee approved changes to the way certain
asset categories are defined, minor changes to the asset allocation targets, and minor revisions to
the Investment Policy Statement. The committee also reaffirmed its adoption of the Investment
Policy Statement for the UW System Trust Funds; no change to the 4-percent spending policy
was recommended.

       Minutes of the October 6, 2011 Meeting

       The Committee approved the minutes of the October 6, 2011, meeting of the Business,
Finance, and Audit Committee.

       UW-Madison Contractual Agreement With Sunovion Pharmaceuticals, Inc.

        Regent Falbo reported that the committee examined UW-Madison’s contractual
agreement with Sunovion Pharmaceuticals, Inc. The committee approved the extension of a data
research analysis agreement between UW-Madison and Sunovion Pharmaceuticals. Approval of
the agreement would extend the contract, which had been in place since May 2009, through
December 2014, with an estimated total value of about $682,000.

       Quarterly Gifts, Grants and Contracts Report for 1st Quarter

         UW System Vice President of Finance Debbie Durcan presented information regarding
gift, grant, and contract awards for the period July 1, 2011 through September 30, 2011, Regent
Falbo said. Total gifts, grants, and contracts for the period were approximately $578 million, a
decrease of $94 million over the same period a year ago. A significant portion of the decline in
federal awards was due to a reporting anomaly of federal direct student loans in 2010-11.

       Report of the Senior Vice President

        Regent Falbo said that Senior Vice President Michael Morgan covered several items in
his report.

       Status Update on Implementation of Act 32 Flexibilities

       Mr. Morgan provided an update on the implementation of flexibilities included in the
2011-13 biennial budget, Act 32, and the President’s Advisory Committee recommendations.
Vice Chancellor Darrell Bazzell, serving as the co-chair of the task force to develop a new
personnel system, provided a brief summary of the first meeting of the task force.




12/8/11                           Board of Regents Minutes                                  Page 56
       Human Resources System Status Update

         Regent Falbo reported that Senior Vice President Morgan provided a brief update
regarding Human Resource System (HRS) implementation and on-going efforts to work through
any implementation challenges. He stated progress was being made with HRS functionality and
stability, and payroll targets were being reached. The last payroll cycle saw some improvement.
To build on this improvement process, he stated the HRS/Service Center project team began
their second round of campus visits in November and would conclude in December.

       eBenefit Pilot Program

       Mr. Morgan also spoke of the success of an eBenefit pilot program, a self-service
program that enables employees to enroll in benefits programs online at three institutions – UW-
Green Bay, La Crosse, and Oshkosh. Based on the success of the pilot in the fall, the team
recommended the UW System implement eBenefits for the fall 2012 open enrollment period at
all UW institutions.

       Mr. Morgan also spoke about Talent Acquisition Manager, the PeopleSoft functionality
to support the recruitment process, which is scheduled to be implemented in the first quarter of
2012. The initial rollout next year will include functionality for unclassified recruitment
processes only.

       Consent Agenda
       Regent Falbo then moved the adoption of Resolutions 10008, 10009 and 10010. The
motion was seconded by Regent Pruitt and adopted on a unanimous voice vote.

       UW-Milwaukee Contractual Agreement with CERNET Educational Development Co.,
       Ltd.

       Resolution 10008:      That, upon the recommendation of the Chancellor of the University
                              of Wisconsin-Milwaukee and the President of the University of
                              Wisconsin System, the Board of Regents approves the contractual
                              agreement between the University of Wisconsin-Milwaukee and
                              CERNET Educational Development Co., Ltd.


       University of Wisconsin System Trust Funds Investment Policy Statement

       Resolution 10009:      That, upon recommendation of the President of the University of
                              Wisconsin System, the Board of Regents approves the
                              recommended revisions to, and otherwise reaffirms its adoption of,
                              the Investment Policy Statement for the University of Wisconsin
                              System Trust Funds.




12/8/11                          Board of Regents Minutes                                  Page 57
       UW-Madison Contractual Agreement With Sunovion Pharmaceuticals, Inc.

       Resolution 10010:      That, upon the recommendation of the Chancellor of the University
                              of Wisconsin-Madison and the President of the University of
                              Wisconsin System, the Board of Regents approves the contractual
                              agreement between the University of Wisconsin-Madison and
                              Sunovion Pharmaceuticals, Inc.

        Prior to the adoption of the resolutions, a brief discussion ensued about the audit related
to reporting of crimes against minors. Vice President Smith clarified that although approval of
the audit did not require Board action, the audit would go forward. Regent Falbo confirmed that
not only would the audit go forward, but it would be the number-one priority. Regent Whitburn
asked about the sufficiency of audit resources to accomplish this important project. Senior Vice
President Morgan responded that staff resources would be reallocated to ensure the project
would be completed by the spring of 2012.

                                                ---

RESOLUTION OF APPRECIATION FOR UW-MADISON FOR HOSTING THE
DECEMBER BOARD OF REGENTS MEETING
        Vice President Smith called upon Regent Pointer to present the resolution of appreciation
to UW-Madison. Regent Pointer said that as a student at UW-Madison, she had particularly
enjoyed this Board meeting, with the opportunity to welcome Regents to the campus that she
calls home. The students, staff, faculty, and administration are truly remarkable.

        Prior to attending UW-Madison, Regent Pointer said, many friends had talked about its
uniqueness. She was skeptical, but learned quickly that UW-Madison is an incredible institution
that not only equips students with a world-class education, but provides an environment in which
to pursue entrepreneurial ambitions, and endless leadership and activism opportunities through
the unique Wisconsin experience. She said that her experience and time at UW-Madison had
caused her to grow more fond of the university that she would be proud to call her alma mater.

        Regent Pointer acknowledged and thanked Interim Chancellor David Ward, whose
hospitality and genuine love for the campus and the UW System, played such an integral role in
her transition as a student there and into her role as a student Regent. She also thanked Provost
Paul DeLuca, Vice Chancellor Darrell Bazzell, Dean of Students Lori Berquam, and their
colleagues who hosted the Board.

        Regent Pointer said that she could think of no better way to express appreciation on
behalf of the Board and her fellow Regents, than to say “On Wisconsin.” She then read the
resolution, which was approved by acclamation:




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      Resolution of Appreciation: UW-Madison

      Resolution 10011:   WHEREAS, the University of Wisconsin-Madison is an
                          extraordinary educational asset, recognized worldwide for its
                          teaching, research, and outreach efforts; and

                          WHEREAS, a century after the birth of the Wisconsin Idea – the
                          principle that the university should improve people’s lives beyond
                          the classroom – the university continues to exert its positive
                          influence on Main Streets across Wisconsin and globally through
                          transformative outreach programs involving faculty, students, and
                          staff; and

                          WHEREAS, UW-Madison was ranked among the top 10
                          American public universities in 2012 rankings issued by U.S. News
                          and World Report; and

                          WHEREAS, UW-Madison for the first time in its history conferred
                          more than 10,000 degrees in a single year in 2010-11, with an
                          average time-to-degree of 4.06 years; and

                          WHEREAS, the university’s research mission has continually
                          grown in scope and prestige, evidenced by the fact that more than
                          $1-billion worth of vital, transformative research is conducted at
                          UW-Madison each year; and

                          WHEREAS, UW-Madison is a strong component of a healthy
                          Wisconsin economy, as shown in an economic analysis that
                          estimated the university has a $12.4-billion annual impact on the
                          state’s economy and, along with its affiliated organizations and
                          startup companies, supports 128,146 jobs and generates $614
                          million in state tax revenue; and

                          WHEREAS, UW-Madison’s administration is seeking creative and
                          cost-effective means to provide budgetary self-help to the campus
                          through initiatives such as Educational Innovations and
                          Administrative Excellence; and

                          WHEREAS, the Regents enjoyed experiencing the newly
                          expanded Chazen Museum of Art, and applaud its expanded role
                          as a hub for the arts on the UW-Madison campus and as a leading
                          cultural resource for the region;

                          BE IT THEREFORE RESOLVED that the University of
                          Wisconsin System Board of Regents hereby thanks Interim
                          Chancellor David Ward, Provost Paul M. DeLuca Jr., and all of


12/8/11                      Board of Regents Minutes                                 Page 59
                             their colleagues for advancing teaching, research, and outreach and
                             for generously extending the campus’s hospitality and sharing their
                             thought-provoking presentations as they hosted this December
                             2011 Board of Regents meeting.

                                           ---
      The meeting was recessed at 11:00 a.m. and reconvened at 11:15 a.m. in the Northwoods
Room on the 3rd floor.

                                               ---

CLOSED SESSION
        Vice President Smith called upon Regent Pruitt to present Resolution 10012, to move into
closed session. The motion was seconded by Regent Higgins and adopted on a roll-call vote,
with Regents Jeffrey Bartell, Mark Bradley, Judith Crain, Anthony Evers, Michael Falbo, Tim
Higgins, Edmund Manydeeds, Katherine Pointer, Charles Pruitt, Gary Roberts, Troy Sherven,
Brent Smith, Mark Tyler, José Vásquez, and Gerald Whitburn voting in the affirmative. There
were no dissenting votes and no abstentions.

       Closed Session Resolution

       Resolution 10012:     That the Board of Regents move into closed session to consider
                             UW-Milwaukee honorary degree nominations, as permitted by s.
                             19.85(1)(f), Wis. Stats., and to confer with legal counsel regarding
                             pending or potential litigation, as permitted by s. 19.85(1)(g), Wis.
                             Stats.
                                                  ---

       The meeting was adjourned at 12:25 p.m.

                                             Submitted by:

                                             /s/ Jane S. Radue
                                             Jane S. Radue, Secretary of the Board




12/8/11                          Board of Regents Minutes                                  Page 60

				
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