EXECUTIVE COMMITTEE CHARTER
Consisting of the Chair, Vice Chair and Secretary of the Board, the immediate Past Chair of the Board, and the Chairs of the Audit, Finance and Investment Committee, the Academic Affairs and Facilities Committee, and the Personnel, Compensation, Nominations and Governance Committee, the Executive Committee shall have the authority in the intervals between meetings of the Board to exercise all powers of the full Board of Trustees. In addition, the Executive Committee serves as a forum for the consideration of significant institutional issues and priorities that transcend the jurisdiction of other committees of the Board, and considers and acts upon matters that are referred to the Committee by the President, Board or one of the other standing committees of the Board for study and possible resolution. The Committee shall keep minutes of all of its meetings.
AUDIT, FINANCE AND INVESTMENT COMMITTEE CHARTER
The Audit, Finance and Investment Committee provides oversight for the Board of the financial, audit and investment policies and practices of the University. The Committee also provides an open avenue of communication between independent auditors, the President, the Chief Financial Officer and the Board. The responsibilities of the Audit, Finance and Investment Committee include but are not limited to making recommendations to the full Board of Trustees regarding:
- The University’s financing plans, financial condition, borrowing and investment policies, annual operating budgets, capital investment criteria and financial reporting practices.
- The quality and integrity of the University’s accounting, auditing, external financial reporting and compliance practices.
- The integrity of the University’s financial statements.
- The performance of outside auditors and the internal audit function, and preparation of an annual audit report for submission to the Board.
- Ensuring the investigation and evaluation of allegations of misconduct or conflict of interest.
- Ensuring the University’s compliance with all relevant legal and regulatory requirements.
- Pursuant to the State College Contracts Law, N.J.S.A. 18A:64-52 and any other applicable laws, the authorization of contracts and agreements for the purchase of buildings, equipment, materials, supplies and services.
The Chair of the Audit, Finance and Investment Committee shall have accounting or related financial management expertise, and the Board shall make efforts to ensure that a majority of the members of the Committee have such expertise. The Committee shall keep minutes of all of its meetings.
ACADEMIC AFFAIRS AND FACILITIES COMMITTEE CHARTER
The Academic Affairs and Facilities Committee oversees matters related to the academic mission of the University and the provision and maintenance of facilities to support that mission. The responsibilities of the Academic Affairs and Facilities Committee include but are not limited to making recommendations to the full Board regarding:
- The University’s strategic plan, mission and academic programs.
- Plans for the renovation, maintenance or new construction of buildings, and the hiring of professionals for, costs of, and progress of such activities.
The Committee shall keep minutes of all of its meetings.
PERSONNEL, COMPENSATION, NOMINATIONS AND GOVERNANCE COMMITTEE CHARTER
The Personnel, Compensation, Nominations and Governance Committee oversees matters related to personnel, compensation, nominations and governance The responsibilities of the Committee include but are not limited to making recommendations to the full Board regarding:
- The governance of the University.
- The Board’s bylaws.
- Criteria for the identification and qualification of prospective trustees that are consistent with the statutory responsibilities of the Board and tailored to the needs of the University.
- The identification, screening, and recommendation of diverse candidates for membership on the Board whose skills are appropriate to the mission of the University and whose range of expertise complements the range of expertise contributed by current trustees.
- Compensation of the President, vice presidents, and other senior administrators, including performance measures and targets upon which they shall be evaluated for purposes of calculating incentive awards.
- Personnel actions within the purview of the Board.
The Committee shall keep minutes of all of its meetings, and its members shall vote upon the recommendations made by it.
Adopted: September 17, 2010