Regents approve bylaw revisions

What was the Compensation and Personnel Committee when first established in 2002 has expanded in scope and, following action at the Feb. 17 meeting, now is called the Compensation, Personnel and Governance Committee.

In addition to its original charge to assist the board in evaluating the performance and determining compensation for the president, the committee now is chartered to:

• From time to time review compensation-related data, including salary studies, market analyses and other relevant information for executive officers, faculty and staff, in an effort to make sure the University remains competitive with other higher education institutions;

• Review University leadership's progress on faculty and staff diversity;

• Be responsible for matters related to governance and board performance, including directing an annual self-assessment of the board's functions and performance;

• Advise the board on University-wide conflict of interest policies and review compliance with same.

The Finance, Audit and Investment (FAI) Committee responsibilities have been clarified to reflect the University's analysis of the Sarbanes-Oxley Act. The act mandates the adoption of certain practices by public companies.

Although not subject to its provisions, Financial Operations leaders say U-M intends to embrace the act's "best practices," and to that end recently completed an analysis to compare University policies and procedures to the provisions of the act, as well as to the best practices being adopted in higher education.

The changes to the FAI Committee charter clarify the committee's oversight responsibilities for the performance of the financial, audit and investment functions, and the related policies and practices of the University, which includes all three campuses, the Health System and the Department of Intercollegiate Athletics.

The two committees were established in February 2002 when the board changed its governance structure to include a chair and vice chair and allow the opportunity for other special committees as needed. The first charters for the two standing committees were approved in December of 2002.

To review the changes to Regents Bylaw 1.07, go to: http://www.umich.edu/~urecord/0405/Jan31_05/img/050131_bylaws.pdf.

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