Board of Governors (BOG) Orientation Session September 25, 2012

1. Board of Governors (BOG) Orientation Session September 25, 2012

2. Historical Overview

3. Key Facts • Facility Assets of $617m • Campus on 2.8m gross sqft • 39 buildings, plus 42 houses • 6 residences with 1330 beds, renovations of $5m completed during summer of 2010 and $820,000 over summer of 2011 • Significant investment in capital buildings

4. Key Facts • Operating Budget of $229.0m • Balanced budget for 2012/13 • University Endowment of $65.3m • Pension Plan assets of $471m • Student scholarships & bursaries of approx. $18.3m support, more than tripled over last decade • Total consolidated revenue $316m • Moody’s credit rating – February 2012 – Aa3 stable • DBRS rating – May 2012 – A (high negative)

5. Key Facts • Signatory to 8 Collective Agreements and has one non-union group • One of the largest employers in the community approximately 2200 people in various capacities (not including student employees)

6. ROLE OF THE BOARD (as specified in the University Act and Board Bylaws)

7. Role & Responsibility of the BOG • To appoint the President • Review the President’s goals and performance • To retain overall accountability for the performance of the University • To provide oversight to ensure that University actions support the mission, vision, values and strategic goals of the University • To monitor the University’s performance against specific performance measures related to the Board’s mandate

8. Role & Responsibility of the BOG • To ensure that appropriate financial and administrative controls, policies and agreements are in place for the University’s financial, human and physical resources • To grant approvals on University actions that fall within the mandate of the Board, including approval of tuition fees, operating expenditures and one-time funding and expenditures • To assess the performance of the Board and its members, and facilitate Board renewal

9. Individual Board Members’ Responsibilities • Be informed about the University and support its mission • Understand that the Board’s role is one of policy-making and oversight and not management or executive decision making • Act in the best interest of the whole University rather than one particular constituency (even if elected by a constituency) • Recognize that the President is the spokesperson for the University and the Board Chair is the spokesperson for the Board

10. Individual Board Members’ Responsibilities • Recognize that the powers and responsibilities of the Board reside only with the Board as a whole (acting as an assembly) and not with individual members • Attend and come prepared to participate in meetings of the Board and its Committees • Support the decisions made by the Board • Honour the Board’s bylaw and policies • Respect the role of the Senate as the academic governing body

11. Individual Board Members’ Responsibilities • Maintain and respect rules of confidentiality • The Board is not a constituent assembly – individuals serving on the Board or Board Committees are not there on behalf of a constituency and are not to report back to anyone on matters discussed in in-camera/closed Board or Committee meetings. • All matters of the Board, whether public or in-camera, are communicated according to the Board bylaw. • As fiduciaries, sole responsibility is to the financial and operational well-being of the University.

12. Individual Board Members’ Responsibilities • Declare any and all perceived or actual conflicts of interest • Offer your perspective as an individual derived from personal and work experience – act in interest of the University rather than personal or group interest • Sign annual confidentiality and conflict of interest attestation in order to participate in meetings and receive meeting packages • Consequences for breach of confidentiality, conflict of interest, or other bylaw/policy = verbal warning to removal from the Board or Committee

13. Composition

14. Standing Committees • Work of the Board is, for the most part, effected through its Committees • role and responsibilities of Committees is to do “heavy lifting” – review materials in greater depth, ensure all issues are addressed, and submit recommendations with rationales to Board • Committees provide summary verbal or written reports on matters reviewed, as appropriate

15. Standing Committees • Audit Committee (Chair, Peter Farmer) • ensures that appropriate controls and accountabilities exist with respect to finance and areas of material risk, including but not limited to, environmental issues and health and safety • Executive Committee (Chair, Martin Girash) • may exercise all the powers of the Board, between regular Board meetings (with exception of approving bylaws, collective agreements, strategic plan, operating budget, appointing President & Board members) • conducts President’s annual performance review and reviews/advises on other HR matters.

16. Standing Committees • Governance Committee (Chair, Werner Keller) • makes recommendations to the Board with respect to governance policies and procedures and nomination/election policies and procedures • Investment Committee (Chair, Fred Quenneville) • makes recommendations to the Board with respect to strategic and operating matters relating to investments

17. Standing Committees • Pension Committee (Chair, Vince Bassman) • does not administer but has oversight over the administration and governance of the Pension Plans by ensuring compliance with pension legislation and regulatory policies (with exception of plan investments) • receives valuations and reviews annual audited financial statements of the pension plans • Resource Allocation Committee (Chair, Penny Allen) • makes recommendations with respect to the oversight of the property & financial resources of the University

18. ORANIZATIONAL CHART AND ROLES

20. The Chancellor • Honourable Edward C. Lumley, P.C., LL.D • Installed as the University of Windsor Chancellor at the June 2006 convocation. • Main function is to confer degrees and diplomas on behalf of the Senate and act as ceremonial head of the University at various functions, the most important being convocation.

21. BICAMERAL GOVERNANCE The University of Windsor Act sets the powers and jurisdictions of the Board of Governors and the Senate Board of Governors (oversight of all fiduciary/ operational aspects) Senate (oversight of academic matters)

22. BOARD APPROVAL ORIGINATING AREA ADMINISTRATION BOARD COMMITTEE(S) BOARD OF GOVERNORS The Process of Approval

23. The President • Dr. Alan Wildeman • Joined the University in 2008 • Sixth president • Primary conduit between the Board and administration • Ensures that Board approved directions are followed • Provides leadership for the University’s internal and external mandates • Oversees the management of the University • Develops with consensus a strategic plan and ensures its implementation • Ensures that communications with the Board are consistent, clear and meaningful • Ensures that the Board and Senate processes are consistent with stated mandates and bylaws

24. University Secretary • Ms. Renée Wintermute • Senior advisor on University governance issues • Ensures the effective and efficient operation of the University’s bicameral system of governance • Provides administrative support and counsel relating to governance matters

25. Provost and Vice-President, Academic • Dr. Leo Groake • Chief academic officer of the University • Oversees all academic programs and serves as the principal advisor to the President on academic matters • Acts on behalf of the President in his absence

26. Vice-President, Research • Dr. Ranjana Bird • Develops, promotes, supports, and mentors academic research and creativity at the University • Leads policy development on research matters, and implements new, or maintains current university policy related to research.

27. Vice-President Planning and Administration • Ms. Sandra Aversa • Oversees the use of fiscal and physical resources of the University, and the allocation and management of such resources in accord with the directives of the President and the policies of

28. Vice-President University Advancement • Mr. Jonathan Braniff • Raises funds to support capital, endowments, faculties and special projects • Contributes to building reputation and profile, and fosters relationships with internal and external constituents, alumni, stakeholders and communities

29. Chief Human Resources Officer • Ms. Rita LaCivita • Provides advice on strategic HR matters and participates in University collective bargaining • Leads and oversees HR related University wide strategies, policies and programs • Oversees the delivery of an array of services in the following areas: Employee andLabourRelations; Health and Safety; Pensions and Benefits; HR Information Systems; Employment and Salary Administration; Employee Engagement and Development

30. Chief Communications Officer • Ms. Holly Ward • Communications and public affairs messaging • Development of marketing strategies • Spokesperson for the President’s office and the University as needed

31. Director, Human Rights, Equity and Accessibility • Ms. Kaye Johnson • Works with faculty, staff and students on matters of human rights, equity and accessibility • Education and outreach on these matters • Advocates for a diverse, respectful culture

32. THINKING FORWARD … TAKING ACTION The University of Windsor in the decade to come

33. Thinking Forward... Taking Action A University that is about… • Students • Achievement without pretense • Commitment to community • A glimpse of Canada’s future • The head not losing sight of the feet • Accountability and good governance … Planning for the next decade

34. Thinking Forward... Taking Action Priorities Actions Quality of instruction Positive interactions, independent learning Focus on academic advising Services that enrich UWindsor experience Encourage student identity and pride Provide an exceptional undergraduate experience Research plans that embrace excellence Rigorous tenure and promotion guidelines Inter- and intradisciplinary research and creative activity Expand graduate & prof. programs where we have expertise Integrate research into undergraduate experience Research and graduate programs that build on strengths Informative and supportive hiring practices Career-long recognition of distinctive service Collegial workplace that is supportive of all people Open dialogue between management and employees Strive for CBAs that support strategic plan Recruit and retain the best faculty and staff Develop criteria for valuing efforts to help community Bring together of UWindsor and community experts Partner with Windsor-Essex educational institutions Be innovative, accessible and integrated into the community Inventory of University-community initiatives Enhance the economic and social well-being of the Windsor-Essex region International engagement through recruitment and programs built on strengths International initiatives across all academic programs Attract and retain the best international students Faculty, staff and student exchange, co-op, internships Int’l research and graduate programs in areas of strength Promote UWindsor as a destination

35. Essential bookends to the strategic plan Thinking Forward… Taking Action Making it work Our realities Goal #1 Goal #2 Goal #3 Goal #4 Goal #5 Planning and resource allocation Our current numbers Government policies Students and stakeholders The economy People and capacity Competing institutions Communication Managing risk Enabling success

37. Planning and Reporting • Strategic Plan and 2nd annual report (F2012) • Vision for the campus • Current capital projects • Campus Transformation Plan

38. Campus Transformation Plan • Plan approved by Board – Spring 2012 • Provides a vision/framework for ensuring that decisions on the physical environment meet certain objectives and are consistent with agreed upon principles: • serves the needs of the University community • enables the institution to realize its Strategic Plan • provides an efficient work and study place

39. Campus Transformation Plan • Key principles that underpin Plan: • Campus environment • Land use and massing • Balanced intensification • Sustainability • Heritage preservation • Accessibility

43. Artists Renderings: Centre for Engineering Innovation and Innovation Centre/Parking Structure

44. A view from Sunset Space to promote UOW A view from CEI

45. Innovation Centre/Parking Structure

46. Artist Rendering: Windsor Star Property (Social Work)

47. Artist Rendering: Armouries Building (Music, Visual Arts, Film)

48. Bus Depot (Music, Visual Arts, Film)

49. Campus Transformation Plan … Let’s take a walk