Louisiana State University Health Sciences Center Administration & Finance
 

PART I - Bylaws of the Board of Supervisors

ARTICLE I

Definitions
 
A. The Board of Supervisors of Louisiana State University and Agricultural and Mechanical College. The "Board of Supervisors of Louisiana State University and Agricultural and Mechanical College" or "Board" as used in the Bylaws, shall refer to the governing Board of the University System and shall be composed of the Board of Supervisors, duly appointed and qualified as provided by law.
   
B. Chairman of the Board. The term "Chairman of the Board," as used in these Bylaws, shall refer to the Supervisor who is the duly elected Chairman or acting Chairman of the Board of Supervisors.
 
C. University System and System. The term "University System" or "System," when used in these Bylaws, shall refer to the System of campuses and other facilities governed by the Board of Supervisors, which includes:
  1. Louisiana State University and Agricultural and Mechanical College (including the School of Veterinary Medicine, Division of Continuing Education, and other units having statewide responsibilities), located at Baton Rouge.
     
  2. University of New Orleans.
     
  3. Louisiana State University at Alexandria.
     
  4. Louisiana State University at Eunice.
     
  5. Louisiana State University in Shreveport.
     
  6. Louisiana State University Health Sciences Center, which administers the health-related schools (School of Medicine in New Orleans; School of Medicine in Shreveport, including University Hospital; School of Dentistry; School of Nursing; School of Allied Health Professions; and School of Graduate Studies), and the Health Care Services Division.
     
  7. Louisiana State University Agricultural Center, which carries out a large portion of the land grant college function by administering cooperative extension and agricultural research programs throughout the state.
     
  8. The Paul M. Hebert Law Center, located at Baton Rouge, which administers the legal education, legal research, continuing legal education, and legal service programs of the Board throughout the state.
     
  9. Louisiana State University School of Veterinary Medicine, located on the Baton Rouge campus, which administers the veterinary medicine and associated graduate education programs, basic veterinary medicine research, continuing veterinary medicine education, and veterinary medicine service and clinical programs of the Board throughout the state.
     
  10. Any other college, university, school, institution, or program now or hereafter under the supervision and management of the Board of Supervisors of Louisiana State University and Agricultural and Mechanical College.
D. President of the University System. The term "President of the University System" or "President," as used in these Bylaws, shall refer to the duly appointed President or acting President of the University System, who shall be the principal executive officer of the University System and Secretary to the Board of Supervisors.
   
E. Chancellor. The term "Chancellor," as used in these Bylaws, shall refer to the administrative head of a campus or major administrative subdivision of the University System as designated by the Board.

ARTICLE II

Meetings  
   
Section 1. Regular Meetings. The Board of Supervisors shall hold at least six regular meetings in each calendar year, but at least one regular meeting shall be held in each quarter of the calendar year. Other meetings of the Board may be called and held as provided by any rule, regulation, or resolution adopted by the Board. All regular meetings shall be held at meeting places designated by prior action of the Board.
   
Section 2. Special Meetings. Special meetings of the Board may be called by the Chairman of the Board at any time, or by the Secretary upon receipt of a written request therefore signed by nine (9) members and specifying the purpose of the desired meeting. Notification shall be sent by mail to each member at least three (3) calendar days before the time of the meeting.

The Board shall not act upon any matter not embraced in the notice for a special meeting except upon the vote of two-thirds (2/3) of the entire membership of the Board.

   
Section 3. Recessed Meetings. All meetings may be recessed from day to day until the completion of business.
   
Section 4. Quorum. Ten (10) members of the Board, eligible to vote, shall constitute a quorum for the transaction of official business.
  

ARTICLE III

Officers and Staff of the Board
 
Section 1. Chairman, Chairman-Elect and Immediate Past Chairman. At the second regular meeting in the third quarter of each calendar year, the Board shall elect from among its members a Chairman- Elect, who shall serve for a maximum term of one year only. The Chairman-Elect shall automatically succeed to the office of the Chairman, which office will be for a maximum one year term only. At the end of the Chairman's term, the Chairman shall automatically become the Immediate Past Chairman and shall serve a one year term.

Should a vacancy occur in the office of Chairman, the Chairman-Elect will assume the position of Chairman. Should a vacancy occur in the office of Chairman-Elect, the Board shall elect a successor from its membership.. Should a vacancy occur in the position of Immediate Past Chairman, it shall not be filled again until the Chairman completes his term and then becomes the Immediate-Past Chairman.

The Chairman of the Board shall preside over all meetings of the board, serve as an ex officio member of all committees, name the appointive members of all standing and special committees of the Board, and fill all vacancies in the membership of such committees, in accordance with the provisions of these Bylaws.

The Chairman-Elect of the Board shall perform the duties of the Chairman in the absence of the Chairman.

The Immediate Past Chairman shall perform the duties of the Chairman in the absence of the Chairman and the Chairman-Elect.

In the event all three such officers are absent from a Board meeting, the Board shall elect a temporary chairman from those present to preside over such meeting.
   
Section 2. Secretary and Office Staff. The President of the University System shall be the Secretary to the Board, its Executive Committee, and other standing and special committees. There shall be an Administrative Secretary and an Assistant Administrative Secretary of the Board, and such other personnel as may be required for the efficient operation of the offices of the Board. The staff shall function under the supervision and direction of the Board.

Copies of all minutes, papers, and documents of the Board, or of its several committees, may be certified to be true and correct copies by either the Chairman, Secretary, Administrative Secretary, or Assistant Administrative Secretary.
  

ARTICLE IV

Order of Business
 
Section 1. Rules of Order. When not in conflict with any of the provisions of this article, Robert's Rules of Order (latest revision) shall constitute the rules of parliamentary procedure applicable to all meetings of the Board.
   
Section 2. Order of Business. The order of business of regular meetings of the Board shall be as follows:
 
a. Roll call and invocation.
   
b. Correction and approval of minutes of preceding regular meeting and of all special meetings held subsequent thereto.
   
c. Reports and recommendations of standing and special committees.
   
d. Reports and recommendations of the President.
   
e. Report of the Secretary.
   
f. Reports for Board information.
        
Section 3. Reference to Committees. In cases where feasible and desirable, before taking action, the Board shall refer any subject or measure to the standing or special committee in whose purview the matter falls. The committee to which the matter is referred should submit to the Board its recommendations in writing, together with any resolutions necessary to facilitate such recommendations.
   
Section 4. Meetings. In order that all interested parties and the public may be informed of all activities of the Board, it shall be the policy of the Board that all meetings be open to all who wish to attend. Only when personnel or equally sensitive matters (e.g., litigation) are under consideration shall the Board enter into closed or executive session; provided, however, that no final or biding action shall be taken in a closed or executive session. Prior to each regular meeting of the Board, the President shall prepare and forward to each member of the Board a tentative agenda for the meeting at least ten (10) days prior to such regular meeting. Upon written request of three (3) members of the Board that a particular item be included, the President shall place the subject or subjects upon the agenda. All matters requiring Board action, however, may be acted on even though not carried on the agenda.

Each resolution shall be reduced to writing and presented to the Board before it is acted upon. All official actions of the Board shall require the favorable vote of a majority of the Board members present and voting, and, in any event the favorable vote of at least seven (7) members. Proxy voting is prohibited.
   
Section 5. Minutes. The minutes of the Board meetings shall record official action taken upon motions or resolutions which are voted upon by the Board, and may contain a summary of reports and pertinent discussion. Where the Board action is not by a unanimous vote, the "ayes" and "nays" and abstentions of the individual members shall be recorded. The remarks, personal views, or vote explanations of an individual Board member shall be included in the minutes only upon request. The foregoing provisions relative to contents of the minutes shall, in general, also apply to minutes of committees of the Board. The minutes of meetings of the Board become official only when completed and approved by the Board.

ARTICLE V

Committees
 
Section 1. Standing Committees. Unless and until otherwise decided by the vote of a majority of the membership of the Board of Supervisors, the standing committees of the Board shall consist of the committees described in sections 6-18 below:
   
Section 2. Appointment and Term. Members of all standing committees, one of whom shall be designated as chairman, and one of whom shall be designated as vice-chairman, shall be appointed by the Chairman of the Board at the time the Chairman assumes office. The term of committee appointments shall run concurrently with that of the Chairman.

Vacancies occurring among the appointive members of any committees, however arising, shall be filled by the Chairman of the Board for the remainder of the unexpired term.
   
Section 3. Officers of the Executive Committee, Absences, and Duties of Committee Chairmen. The Chairman and the Secretary to the Board shall be the chairman and secretary respectively of the Executive Committee. The Chairman-Elect and the Immediate Past Chairman shall automatically be members of the executive committee. The Chairman-Elect of the Board shall perform the duties of the Chairman in the absence of the Chairman. The Immediate Past Chairman shall perform the duties of the Chairman in the absence of the Chairman and the Chairman- Elect. In the event all three such officers are absent from a Board meeting, the committee shall elect a temporary chairman from those present to preside over such meeting.

It shall be the duty of the chairman of each committee to call, and to preside over, the necessary meetings. The minutes of the meeting of the committee, showing its actions and recommendations, shall be deemed in compliance with the provisions of Article IV, Section 3, hereof, concerning the written recommendations of the committee.
   
Section 4. Quorum of Committee Meetings. A majority of the members of any committee of the Board shall constitute a quorum for the transaction of business. When a quorum is not present, the Chairman of the committee, or vice-chairman in the chairman's absence, may designate a member of the Board to serve as a substitute member of the committee concerned.
   
Section 5. Authority of Committees. The authority of committees of the Board shall be subject to these Bylaws and to the policies and direction of the Board.
   
Section 6. Executive Committee. The Executive Committee shall consist of not less than (7) members including the Chairman of the Board, the Chairman-Elect and the Immediate Past Chairman, and such other members as the Chairman may appoint. The Executive Committee shall consider such matters as shall be referred to it by the Board of Supervisors and shall execute such orders and resolutions as shall be assigned to it at any meeting of the Board. It shall be the further duty of the Executive Committee to take such action as may be necessary in the event that any emergency requiring immediate action shall arise between Board meetings. All acts of the Executive Committee shall be submitted to the Board for ratification, or rejection, at its next meeting, except in matters where the Board shall have delegated to the Executive Committee full power to act with respect to any matter. Affirmative action by a majority of the entire membership of the Executive Committee shall be required.
   
Section 7. Finance, Infrastructure, and Core Development Committee. Normally, to this committee shall be referred all matters related to administrative, financial and facility matters in support of issues or policies promoted or addressed by other committees. This committee shall develop strategies for revenue enhancement and diversification, expenditure efficiencies, and revenue reallocation. The committee in addition shall devise and coordinate employee benefit packages, oversee administrative operations and regulations, and coordinate facility and fixed asset management planning.
   
Section 8. Property and Facilities Committee. Normally, to this committee shall be referred all matters related to capital improvements, policies of management of all properties of the University System, purchase or sale of land, lease or grant of rights in property, construction of buildings and other facilities, and other matters concerning the properties of the System.
   
Section 9. Academic and Student Affairs and Achievement and Distinction Committee.  Normally, to this committee shall be referred all matters concerning the long-term academic goals of each campus, implementation strategies, analyses of campus enterprise-wide resources and mission objectives, student achievement issues, the review and approval of academic programs, centers, and institutes to advance the mission of the institution, faculty recruitment and development issues, issues of academic accountability, and the development of incentives for a competitive academic environment.
   
Section 10. Athletic Committee. Normally, to this committee shall be referred matters of policy concerning intercollegiate athletics of the University System. In acting upon said matters, the Committee shall have the benefit of the advice and recommendation of the appropriate Athletic Councils.
   
Section 11. Research and Economic Development Committee. Normally, to this committee shall be referred matters relating to the university's role in developing the research enterprise and diversifying the state's economy through the commercial transfer and development of research results. Issues will include research advancement and growth, including basic, applied and clinical research; technology transfer; intellectual property; strategies to maximize educational and economic opportunities; and focusing the university's intellectual capital to solve problems that are specific to or will benefit Louisiana.
   
Section 12. Legislative, Public Policy, and Information Committee. Normally, to this committee shall be referred matters relating to coordinating, developing, and promoting unified communications and messages on significant policy matters; reviewing legislative issues and governmental initiatives; and interfacing with foundations and affiliated organizations.
   
Section 13. Audit Committee. Normally, to this committee shall be referred matters relating to the LSU System Audit Plan, risk assessment, reviewing both internal and external audit reports, monitoring and auditing financial controls, and reviewing rules and regulations concerning compliance.
   
Section 14. Scholarship Review Committee.  Normally, to this committee shall be referred matters relating to the LSU Board of Supervisors Scholarship Program.
   
Section 15. Flagship Committee. Normally, to this committee shall be referred matters relating specifically to the LSU System's national Flagship Agenda.
   
Section 16. Media Relations Task Force. Normally, to this committee shall be referred matters relating to developing a strategy to enhance the relationship between the LSU System and the local, state, and national media.
   
Section 17. LSU Health Sciences Centers Committee. Normally, to this committee shall be referred matters of policy concerning the operation and management of the LSU Health Sciences Centers, including all components of the Health Care Services Division.
   
Section 18. Special Committees. As the necessity therefore arises, the Chairman may create special committees with such functions, powers, and authority as may be determined. Unless otherwise provided in the action creating such a committee, the Chairman of the Board shall determine the number of its members and designate the chairman and vice-chairman thereof. The Chairman may also appoint ad hoc committees for special assignments for specified periods of existence not to exceed the completion of the assigned task.
   
Section 19. Representative on Standing Committees of the Louisiana Board of Regents. In accordance with the provisions of R.S. 17:3399.5, the Chairman shall appoint a member of the Board to represent the LSU System on select standing committees of the Louisiana Board of Regents.

ARTICLE VI

Communications to the Board
 
Section 1. All communications to the Board, or to any committee thereof, from persons having official relations with the University System shall be filed in writing with the President and duly transmitted by him to the Board; but all communications from a student organization, teacher, officer, or employee of any campus or System-wide unit shall be transmitted to the President through the Chancellor, and transmitted by the President to the Board or any of its committees. The President, or the Chancellor, shall have the authority to read and comment upon the communication but shall not delay or withhold such communications, except as hereinafter provided. Such communications shall be filed with the Chancellor at least ten (10) days before the meeting of the Board or committee, and with the President at least seven (7) days before such meeting. Otherwise, the Chancellor, or the President, may either submit such communication at that time or withhold such communication until the next meeting. In the event a Chancellor elects to withhold any such communication until the next meeting, such communication, or a true copy thereof, shall be promptly forwarded to the President with the notation of the Chancellor concerning such withholding.

ARTICLE VII

Rights, Duties, and Responsibilities of Principal Administrative Officers of the University System
 
Section 1. Officers of the System. Officers of the System shall be the President and such other officers as the Board shall from time to time determine to be necessary for the administration of the System. It shall be the responsibility of the Board of Supervisors to establish procedures for the selection and appointment of major administrative officers within the University System.
   
Section 2. President of the System.
a. The President shall be the executive head of the System in all its divisions and campuses, and shall serve as Secretary to the Board. Except as herein otherwise provided, the President shall be responsible to the Board for the conduct of the System in all of its affairs, and shall execute and enforce all of the decisions, orders, rules, and regulations of the Board with respect to the conduct of the System. The President shall be appointed by, and shall hold office at the pleasure of, the Board. The President's salary shall be fixed by, and recorded in the proceedings of, the Board. The President's discretionary authority shall be broad enough to enable him to meet his extensive responsibilities.
   
b. The President shall attend the meetings of the Board and its various committees.
   
c. The President shall make all nominations for appointments, suspensions, and dismissals of all administrative officers holding positions at the pleasure of the Board, after consultation with the appropriate academic and/or administrative staff concerned. Upon recommendation of the Chancellor of each campus, the President shall have the authority to make all other appointments, promotions, transfers, suspensions, and dismissals of academic and unclassified employees, subject to the approval of the Board. The President, or the President's designated agent, is authorized as the appointing authority to make and approve personnel actions relating to classified and unclassified personnel in positions exempt from the classified service by special action of the State of Louisiana, Department of Civil Service, including disciplinary actions required to be expressed in writing.
   
d. Subject to the direction and control of the Board, the President shall:
   
1. Define the mission of each campus or institution and allocate functions and programs to each.
   
2. Establish administrative polices and procedures.
   
3. Implement educational policies.
   
4. Coordinate the activities among the various campuses.
   
5. Prepare and present a consolidated budget.
   
6. Serve as governmental liaison and spokesman for the System to the alumni, news media, and the general public.
   
7. Promote the general welfare and development of the System in its several parts and as a whole.
   
e. The President shall establish and maintain lines of communication with the chief administrative officer of each campus. The channel for official communications between the President and the various campuses shall be through the chief administrative officer in charge of each campus.
   
f.  The President, as the chief financial officer of the System, shall assume and retain control at all times over all budgets of the System.
   
g. The President may, by written order, delegate to the Chancellor of each campus, authority to take action provided in Article VII, Section 2c. Any appointments so made shall be in accordance with existing policies of the System in effect at the time of such appointment.
   
h. The President shall have authority to appoint such committees from among the academic and nonacademic staff of the System as deemed desirable for the purpose of advising the President in connection with any problems of the System. The Chancellor of a campus shall be notified of all such appointments of personnel on his campus.
   
i. The President shall be a member of all faculties and shall serve as Chairman of all Faculty Councils.
Section 3. System Staff Officers. System staff officers shall include a chief academic officer and a chief business officer, and such other officers as deemed necessary for the efficient operation of the System, to be appointed by the President with approval of the Board. The System staff officers shall perform the duties outlined in writing by the President and approved by the Board.
   
Section 4. Chancellors.
a. There shall be a Chancellor for each campus or major administrative subdivision of the System who shall be appointed by the Board upon the recommendation by the President, and who shall hold office at the pleasure of the Board. The Chancellor shall administer the division for which he is appointed and shall exercise complete executive authority therein, subject to the direction and control of the President and the Board.
   
b. As the administrative head of a campus, the Chancellor shall be responsible to the Board through the President for the effective execution of: all laws relating to Louisiana State University System; all resolutions, policies, rules, and regulations adopted by the Board for the administration and operation of the System, and for the governance of all of its campuses; and all policies, rules, regulations, directives, and memoranda issued by the President. The Chancellor's discretionary power shall be broad enough to enable him to meet his extensive responsibilities. In the performance of his duties and responsibilities, the Chancellor shall have direct access to the President. He shall be the official medium of communication between the President and all personnel of his campus.
   
c. Unless otherwise directed by the President, the Chancellor shall attend the meetings of the Board and its various committees. The Chancellor may invite members of his administrative or academic staff to aid him in his presentations to the Board.
   
d. The Chancellor, after consultation with the appropriate academic and/or administrative staff, shall make recommendations to the President for appointments, suspensions, and dismissals of all campus administrative officers holding positions at the pleasure of the Board. He shall make all other appointments, promotions, transfers, suspensions, and dismissals of all academic, administrative, and professional employees subject to the approval of the President and confirmation of the Board. He or his designated agent is authorized as the appointing authority to take and approve personnel actions relating to classified and unclassified personnel in positions exempt from the classified service by special action of the State of Louisiana, Department of Civil Service, including disciplinary actions.
   
e. The Chancellor shall be a member of all faculties on his campus and shall be Vice-Chairman of the Faculty Council of his campus.
   
f. Within the framework of the functions and programs assigned to each campus by the Board and the President, the Chancellor shall implement educational and administrative policies for his campus. He shall prepare an organizational chart of the major divisions of the campus and shall designate such duties and responsibilities as he deems proper.
   
g. The Chancellor shall be responsible to the President for the budget of his campus. This shall include the functions of review and recommendation concerning the budgets of all divisions of the campus and the preparation of a consolidated budget, as well as execution of the budget as approved by the President and the Board.
   
Section 5. The President's Advisory Council for the University System. The President shall have an Advisory Council for the University System. It shall consist of the President, members of the President's staff that he shall designate, and the Chancellors. The President shall serve as Chairman, or, in the President's absence a member of his staff that he shall designate shall serve in his place. The functions of the Council shall be to discuss common problems, exchange information, review the operation of the University System, and advise the President on matters of general policy and administration.
   
Section 6. Council of Chief Academic Officers. The Council shall consist of the chief academic officer of the System staff, who shall serve as chairman, and the chief academic officer of each major subdivision of the University System. The Council shall act in an advisory capacity to the President in matters relating to academic standards, programs, and policies of the System.
   
Section 7. The Executive Graduate Council. There shall be an Executive Graduate Council of the University System Graduate Division. It shall consist of:
   
a. The chief academic officer of the System staff, who shall serve as chairman.
   
b. The chief graduate officer for each campus.
   
c. An appointed member of the graduate faculty from each campus of the System offering resident graduate work. These appointees shall be recommended to the President for appointment by each campus' chief administrative officer after consultation with the Chairman of the Executive Graduate Council, in order to avoid a concentration of representation from any general subject area.
   
d. A single member, representing those campuses not offering graduate work, appointed by the President.
   
e. A single member-at-large of the Graduate faculty to be appointed from any campus of the System by the President.
The member-at-large shall be appointed for two years and the members from individual campuses shall be appointed for staggered terms of three years.

The Executive Graduate Council shall coordinate all graduate work and approve new programs and degrees recommended by the several chancellors and their graduate councils for transmittal to the President for review before presentation to the Board.
   
Section 8. Authority of the President, Submission of Proposals for System Approval, Setting of Board and Integrated Committee Agenda, Matters Requiring Express Board Approval, and Related Matters
   
A. Executive Committee
 
1. The Board, by formal resolution addressing that single purpose and not included within a particular substantive matter, may delegate to the Executive Committee final authority to act. All such delegated actions shall require a two-thirds majority of the entire membership of the Executive Committee. Prior to such final action by the Executive Committee, timely notice shall be provided to every Board member in writing, or, in emergency circumstances, by telephone, e-mail, or in person.
   
2. In the interim between regularly scheduled Board meetings, when either (i) a declaration of a state of emergency or disaster over an area which affects any campus, division, institution, or other component of the LSU System has been declared pursuant to the provisions of La. R.S. 29:731 et seq., or (ii) the President, the Chair, and the Chair-Elect have certified a matter for which action is required before the next Board meeting, then the Executive Committee is authorized to take all required actions on behalf of the Board reasonably necessary for the safety and protection of persons, property, or the public health. The President shall report to the Board all actions taken pursuant to this authority within 3 business days.
   
3. When the Chair determines that the Executive Committee is not able to meet timely in the situations provided for in paragraph A.2, the President, after consultation with the members of the Executive Committee, shall be authorized to take actions on behalf of the Board reasonably necessary for the safety and protection of persons, property, or the public health. The consultation may be by telephone, e-mail, fax, or in person. The President shall report to the Board all actions taken pursuant to this authority within 3 business days.
   
B. Grant of Authority By Board to President

1. The President is authorized to take any action not expressly required to be presented to the Board by these Bylaws and not otherwise required by law, contract, or agreement to be acted upon by the Board.
   
2. The President additionally is authorized to delegate to Chancellors and Chancellor-equivalents authority vested in him when he deems it to be in the best interests of the University and consistent with the provisions and purposes of this Section. All such delegations shall be made in writing, with formal prior timely written notice to the Board. All prior delegations of such authority not inconsistent with this section shall remain in effect until amended or supplemented by the President or the Board.
   
C. Board, Executive Committee, and Integrated Committee Agenda

1. The agenda for the executive committee meetings, regular board meetings, and the integrated committee meetings shall be set by the Chair, after consultation with the Chair- Elect, and the President, with appropriate input from the chancellors. No matter shall be placed on any such agenda unless the procedures set forth in subsection E for submission of proposals for System approval have been met, except in exceptional circumstances as determined by the Chair, after consultation with the Chair-Elect and the President.
   
2. Upon request of five board members made in writing or at a regular Board meeting, an item shall be added to the next following regular Board meeting agenda.
   
3. The agenda for special committee meetings and special Board meetings shall be set by the Chair or the respective committee chairs.
   
D. Significant Board Matters Requiring Approval by the Board
 
The following matters shall require approval by the Board. No such matter shall be undertaken or approved by or for any campus or the System without prior review by the President and appropriate System staff and formal approval by the Board.
   
1. General Rule: Any matter having a significant fiscal (primary or secondary) or long-term educational or policy impact on the System or any of its campuses or divisions.
   
2. Matters related to contracts:
   
a. The assignment, lease, transfer, encumbrance or sale of land, mineral rights, rights-of-way, servitudes, or other immovable property owned or controlled by LSU. Provided however, a lease (or guarantee of a lease) wherein an LSU System entity is a lessee or lessor of building space not exceeding 5,000 gross square feet, upon recommendation of a chancellor or equivalent with full particulars presented as provided in subsection E may be approved by the President. Reasonably related leases may not be structured to avoid Board approval requirements. All such transactions shall contain the maximum protections reasonably afforded by law in favor of LSU.
   
b. Any contract or series of related contracts for the design, construction, repair, or renovation of any building or other structure involving a total of $350,000 or more. The authority of the President to approve any such contracts involving a total of less than $350,000 submitted in substantial compliance with the requirements of subsection E is recognized. The President may delegate to chancellors or equivalents the authority to approve any such contracts involving a total of less than $125,000, as well as establish any procedures appropriate for such approvals.
   
c. Any contract or series of related contracts for design, acquisition, or implementation of major academic, administrative, or billing software systems and applications involving a total of $500,000 or more. The authority of the President to approve any such contracts involving a total of less than $500,000 submitted in substantial compliance with the requirements of subsection E is recognized. The President may delegate to chancellors or equivalents the authority to approve any such contracts involving a total of less than $250,000, as well as establish any procedures appropriate for such approvals.
   
d. Use agreements relating to the granting of rights to any System or campus property or property rights involving a total of $100,000 or more, in one fiscal year or an aggregate of $150,000, or more, in two or more fiscal years.
   
e. Any contract or series of related contracts for the construction of new fraternity and sorority houses, original leases and substantial amendments or modifications thereto or arising out of same.
   
f. Cooperative endeavor agreements pursuant to Article VII, Section 14 of the Louisiana Constitution, joint ventures, partnerships, and similar agreements, and agreements directly relating thereto.
   
g. Acceptance of donations to an entity of the LSU System made by a nongovernmental person or entity of: (i) any immovable property or (ii) movable property in an amount greater than $125,000.
   
3. Matters related to intellectual property:
   
a. Final agreements relating to the purchase, sale, assignment, or licensing of any intellectual property rights, including patents, copyrights and trademarks.
   
b. Final agreements relating to the joint venture, use, purchase, sale, assignment, or licensing of any invention, device, formula, system, process, or such similar things, as well as any agreements relating to the granting of royalties or profit participation to any current or past employee.
   
c. Upon adoption by the Board of a uniform process for negotiation and review of agreements covered by this Paragraph 3 and uniform substantive standards for their content, through standardized templates or otherwise, the President shall have authority to approve agreements made in conformity therewith.
   
4. Matters related to personnel:
   
a. Educational leave and sabbatical leave in excess of three months during any twelve month period.
   
b. Termination of tenured faculty.
   
c. Head coach and athletic director contracts and amendments thereto, provided that the President shall have the authority to approve any non-substantial amendments.
   
d. Conferring emeritus titles and all honorary degrees.
   
e. Leave without pay for one year or more or special leave with any pay or benefits for thirty days or more within any twelve month period.
   
f. Retrospective compensation of any type.
   
g. Appointment of and compensation for the President, all chancellors or equivalents, and all positions above that of dean or equivalent.
   
h. Upon approval by the Board of a uniform personnel policy, the President shall have authority to approve all actions taken in conformity with such policy, except as otherwise provided herein and in that policy. The President shall report all actions taken pursuant to this authority to the Board, not less than semi-annually. Such reports, as well as any reports required by the uniform personnel policy approved by the Board, shall include, for each position for which presidential (or presidential-delegated) action was taken, the following information: (i) all sources of compensation; (ii) the nature of the appointment; and (iii) all proposed employment contracts, letters of appointment, and other compensation or special benefits-related agreements. Additional reports may be provided for in the approved uniform personnel policy. Until a uniform personnel policy is approved by the Board, the existing provisions of Art. VII of the Bylaws relating to personnel matters (effective Dec. 9, 2005) shall remain in force.
   
Except as specifically provided in the uniform personnel policy approved by the Board, Board approval is not required for personnel actions which are governed by the laws and rules promulgated by the Department of State Civil Service affecting the Classified Service.
   
The President, the Chair, and the Chair-Elect shall review senior System staff compensation on an annual basis.
   
5. Other matters:
   
a. New academic degree programs.
   
b. Non-academic affiliation agreements.
   
c. Such other matters that are not expressly delegated herein or hereafter by the Board to the President or a chancellor or equivalent and which reasonably should be considered to require Board approval as generally defined above and as construed in light of the illustrative listings.
   
d. Any matter the Board hereafter determines to require Board approval.

E. Submission of proposals for approval by the President or the Board
 
All matters submitted to the System by any campus for approval either by the Board or the President shall be submitted timely by the Chancellor or equivalent to the President. The President and System staff shall review all such submissions. If Board approval is required, the President and System staff shall prepare an executive report, including a recommendation to the Board, regarding the submission. All such submissions to the President by the Chancellor or equivalent shall include the following listed items:
   
1. A summary of the matter in reasonable detail;
2. A full description of the business plan or equivalent, as applicable, including a clear statement of the fiscal impact upon the campus in question and the LSU System;
   
3. Where the success or fiscal feasibility of a proposal depends on estimates or predictions of future usage of a program, service, or facility, such as the number of persons expected to use a facility or the number of students expected to enroll in a program, a description of the data and other factors used to make the relevant estimates or predictions, and an analysis of the consequences should the actual usage be substantially higher or lower than predicted or estimated;
   
4. Where applicable, a description of the competitive process followed to set the price or amount of any lease, purchase, or sale or, if no competitive process was followed, a description of the process followed to assure that the price or amount is consistent with, or more advantageous to LSU than, the fair market value of the property, goods, or services being leased, purchased, or sold;
   
5. The legal documents proposed to be entered into by LSU;
   
6. A list of all persons and legal entities with an interest in the proposal, including the names of the LSU employees responsible for supervising the proposal if it is approved and the precise legal name, as recorded with the Secretary of State, of any corporation, LLC, partnership, or other legal entity participating in the proposal;
   
7. A list of any related existing or contemplated future transactions, whether such future transactions will be legally required or are merely expected or desired to occur as a result of the submitted proposal;
   
8. A disclosure of any known relationships between any LSU employee and any private contractor or other party to the matter and the steps taken to avoid any conflicts of interest; if no such contrary disclosure is made, the submission shall be deemed to constitute an express certification by the Chancellor or equivalent that a reasonable inquiry has been made and no such conflicts of interest exist;
   
9. Any other material the President, the Board, or the Executive Committee determines will assist in understanding the matter presented.
   
The act of submission of a matter in accordance with the provisions of this section shall constitute an express certification by the Chancellor or equivalent that the information submitted is complete and accurate. The submission shall include a brief acknowledgment of compliance with this Section, signed by the Chancellor or equivalent.
   
The Chancellors and equivalents shall cooperate with the President and the System staff (who are acting on behalf of both the President and the Board) in their review of any proposal submitted, and shall promptly supply any additional information which the President and System staff believe will be needed by the Board for proper consideration of the proposal.
   
The Chancellors and the President and System staff shall cooperate to develop standard reporting formats for providing information to comply with this subsection E.
   
F. Deadlines for submission of proposals  
 
1. Except as provided below, all proposals for Significant Board Matters shall be submitted to the System office no less than 30 days prior to the scheduled meeting date of the Board or Executive Committee at which action is requested. In exceptional circumstances, which should be rare, the Chair, in consultation with the Chair-Elect and the President, may authorize a later submission of a Significant Board Matter, but in no event should such submission, including all information required by subsection E, be made less than 5 business days prior to the meeting of the Board or Executive Committee, or such other period of time necessary to allow appropriate review, whichever is greater.
   
2. Except as provided below, all proposals for matters which may be approved by the President without Board action shall be submitted to the System office no less than 20 days prior to the date by which approval is needed. In exceptional circumstances, the President may, upon written justification, authorize in writing later submission of a matter which may be approved by the President. In exceptional circumstances when a later submission is requested, all information required by subsection E must be submitted to, and received by, the President at least 3 business days prior to the date by which approval is needed.
   
3. When a major project is contemplated by a campus, such as construction of a new facility, major renovation of an existing facility, or creation of a new program, the campus shall formally notify the President in writing of the proposed project prior to making any commitments, formal or informal, to any person or entity regarding that project. The President shall, in his discretion, promptly notify the Chair, the Chair- Elect, and the immediate past Chair of the contemplated project. Contemplated major projects should not be pursued to near completion, or a public announcement thereof made, by a campus without this prior notice to and approval of the President.
   
G. Board Approval of Capital Outlay Requests and Operating Budgets Shall Not Constitute Board Authority to Proceed  
   
1. Capital outlay requests need not be submitted in accordance with the procedures of this Section. Board approval of any capital outlay request or item, or approval of an operating budget, shall not be considered direct or indirect approval of any program or action, or authority to anyone to proceed in undertaking such matter, unless such matter relating to an approved capital outlay is separately and expressly approved by the Board after full compliance, review, and specific approval by the Board or President as required by this Section.
   
2. Capital outlay prioritization must be approved by the Board or by the Executive Committee.
   
H. The provisions of this section shall create no rights in third parties. The failure to follow the procedures set forth herein shall not affect the validity of any Board action.
 
I. All other provisions of the Bylaws, Regulations, permanent memoranda (including conflicting portions of PM-69) and policy statements, general grants of authority from the Board to the President or to any Chancellor or equivalent or other writings in conflict with this Section are repealed, cancelled or withdrawn.
   
J. This section of the Bylaws is effective upon approval by the Board, and upon such approval the President shall disseminate this new section of the Bylaws to all chancellors or equivalents and deans or equivalents for their review and further dissemination as appropriate.

ARTICLE VIII

Rights, Duties, and Responsibilities of The Academic Staff
 
Section 1. Academic Freedom. The University System is committed to the principle of academic freedom. This principle acknowledges the right of a teacher to explore fully within the field of assignment and to give in the classroom and elsewhere such exposition of the subject as the teacher believes to represent the truth. This principle also includes the right of a member of the academic staff of the University System to exercise in speaking, writing, and action outside the University the ordinary rights of a citizen, but it does not decrease the responsibility which the member of the academic staff bears to the University System, the State, and the Nation. When a member of the academic staff is not officially designated to represent the University System, the staff member must indicate clearly that he or she is speaking as an individual citizen.

Among the many implicit responsibilities which must be assumed by those enjoying the privileges of academic freedom shall be that of refraining from insisting upon the adoption by students or others of any particular point of view as authoritative in controversial issues.
   
Section 2. Duties of Academic Staff. Each member of the academic staff is expected to be devoted to the accomplishment of the purposes for which the University System exists: instruction, research, and public service. Those members of the academic staff who comprise the faculty of the University System are charged to determine the educational policy of the System through deliberative action in their respective units and divisions.
   
Section 3. Appointment and Promotion of Academic Staff. Each appointment or promotion of a member of the academic staff shall be made upon the basis of merit and the special fitness of the individual for the work demanded by the position. All appointments, reappointments, promotions, and dismissals of members of the academic staff shall be made upon the authority of the President, subject to the approval of the Board.

The terms of the appointment of each member of the academic staff shall be reduced to writing and a copy thereof furnished to each of the contracting parties.
   
Section 4. Tenure of Academic Staff. Members of the academic staff may be appointed for specified terms (term appointments) or for indeterminate terms (tenured appointments). Term appointments are utilized at the lower academic ranks and ordinarily for initial appointments at all levels. Associate Professors and Professors and those holding equivalent ranks are tenured except as noted in System regulations. Under certain circumstances tenure may be awarded to those holding lower ranks.

The provisions of tenure apply to full-time faculty members with respect to their academic rank and not to administrative titles or assignments. Tenure applies only on the campus on which the tenure is earned.

The foregoing shall not be construed to exclude contracts between the Board and members of the academic staff on mutually acceptable terms other than those stated herein.

Any appointment, whether tenured or term, may be terminated for cause.
   
Section 5. Responsibilities of Academic Staff. It is a basic principle that every member of the academic staff of whatever rank shall at all times be held responsible for competent and effective performance of appropriate duties. No principle of tenure shall be permitted to protect any person from removal from a position after full and careful investigation, according to procedures of due process, has revealed that the person has not met and does not give promise of meeting the responsibilities of the position.


ARTICLE IX

Amendment or Repeal of Bylaws

New bylaws may be adopted, and bylaws may be amended or repealed, at any meeting of the Board, but no such action shall be taken unless notice of such proposed adoption, amendment, or repeal shall have been given at a previous meeting or notice in writing of the proposed change shall have been served upon each member of the Board at least thirty (30) days in advance of the final vote upon such change, provided, however, that by a vote of two-thirds (2/3) of the entire membership of the Board, the requirement for such notice may be waived at any time.

ARTICLE X

Rules and Regulations of the Board of Supervisors
 
Section 1. Any action by the Board establishing policy or methods of procedure, administrative, business, academic, or otherwise, shall be known as Rules and Regulations of the Board of Supervisors.
   
Section 2. Rules and Regulations of the Board of Supervisors may be adopted by the Board, or may be amended or repealed, in whole or in part, at any meeting of the Board
   
Section 3. All policies and procedures of the Board, falling within the definition of rules and regulations, as herein defined, and in existence upon the date of the adoption of these Bylaws, shall be a part of the Rules and Regulations of the Board of Supervisors.
  

ARTICLE XI

Adoption of bylaws

These Bylaws shall be and become effective on the 20th day of March, 1977.

ARTICLE XII

Repealing Clause

All rules, orders, regulations, and resolutions heretofore enacted or adopted by the Board, which are in conflict of these Bylaws, are hereby repealed.