Â̾ÞÈËÊÓƵ

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT.V.A.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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A. Employee Benefits¹

1. State Delegation of Authority
   1. State law () delegates to the Board of Trustees authority to hire, employ, and compensate such personnel as are "needed to provide a well-coordinated system of public higher education."
2. General Policy on Benefits
   1. The University System shall provide an employee benefits program designed to attract and retain competent faculty and staff in a cost-effective manner.
   2. The University System benefits program may include a flexible benefits plan. Benefits offered under such a plan may include, but are not necessarily limited to, medical and dental coverage, and life and disability insurance.
   3. The Board of Trustees is committed to a single program of University System-wide benefits consistent with its status as a single employer. The University System will continue to review industry specific data; however, the benefit programs will be designed with the expectation that there is a single set of benefits for all faculty and staff.
      1. Standards for Exceptions. There are circumstances where Â̾ÞÈËÊÓƵ may seek to differentiate benefits for a specific employee group. The standard for these exceptions will require: a clearly articulated rationale; an analysis of the cost effectiveness including ease of administration; an analysis of the internal equity and fairness; and an analysis of the extent to which other organizations make the proposed differentiation in benefits (for example, other universities commonly provide sabbatical leave options to tenured faculty but not necessarily to other employee groups).
      2. Procedure for approval of the exception. A proposal to establish a different benefit for a specific group of employees will require a recommendation from the Administrative Board and approval by the Board of Trustees' committee on Financial Affairs.
3. Trustee Delegation of Authority
   1. The Board of Trustees delegates to the Administrative Board oversight responsibility for the administration of the employee benefits plan.
   2. The Board of Trustees delegates to the Administrative Board the authority to design the University System benefits plan in accordance with financial and benefits parameters authorized by the Board of Trustees. The Administrative Board shall report at least annually to the Board of Trustees on the effectiveness and suitability of the current plan with recommendations for changes to such plan if appropriate.

¹See, Â̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT V.B.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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B. Affirmative Action¹

1. Policy of Commitment to Affirmative Action
   1. The Â̾ÞÈËÊÓƵ is committed to seeking full participation and utilization of women and minorities in the workplace and all members of the Â̾ÞÈËÊÓƵ community shall act affirmatively in recruitment, selection and employment of women and minorities.
   2. The Â̾ÞÈËÊÓƵ shall comply with all state and federal legal mandates to take affirmative action in its personnel policies and practices.
2. Adoption of an Affirmative Action Plan
   1. The Administrative Board shall adopt an Affirmative Action Plan and related personnel policies covering the University System and each of its component institutions. The Plan shall be consistent with all relevant state and federal legal mandates.
3. Appointment of Affirmative Action Officers
   1. The Chancellor shall designate a University System employee to perform the functions of an affirmative action officer as required by state and federal law. The president of each of the component institutions shall likewise designate an employee to perform the functions of an affirmative action officer for his/her respective institutions.

¹See, Â̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT V.C.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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C. Employment Policies¹

1. Ìý State Law

1.1Ìý ÌýState law () authorizes the Board of Trustees to hire, employ, and compensate such personnel as are "needed to provide a well-coordinated system of public higher education."

2. Ìý Authority

2.1 ÌýÌýEstablishment of Executive Positions. The Board of Trustees shall be the authority for the establishment of Executive positions, including those governed by the Administrative Board. ÌýExecutives are the highest ranking leadership roles within a Â̾ÞÈËÊÓƵ institution or System Office and, as such, have the uppermost level and broadest scope of authority with System-wide impact. ÌýThe institution’s ability to meet its mission is significantly impacted by the Executive’s performance of that authority and responsibility. The two types of Executives are: Chief Executive Officers and Executive Officers.

2.2Ìý ÌýThe Board of Trustees reserves to itself the authority to establish and amend any employment policies applicable to the Chief Executive Officers.

3. Ìý Delegation of Authority

3.1 ÌýÌý?The Administrative Board shall adopt such University System employment policies as are necessary to meet the requirements of this policy and provide a well-coordinated system of public higher education.ÌýThe University System employment policies shall establish terms and conditions of employment which will maximize the efficient and effective utilization of Â̾ÞÈËÊÓƵ human resources and ensure compliance with all applicable federal and state laws.Ìý

3.1.1 Ìý At a minimum those policies shall cover the following topics: Equal Opportunity Employment, recruitment and selection, placement, orientation, appointments, performance evaluation, probation and discipline, termination and lay-off, and benefits and compensation, and specific policies outlined below.

3.1.1.1 Ìý Reduction in Force.ÌýThe Administrative Board shall adopt a policy for Reduction-in-Force which provides the greatest amount of management flexibility consistent with fair and equitable treatment of Â̾ÞÈËÊÓƵ employees.

3.1.1.2 ÌýÌýSeparation Incentive Plans.ÌýThe Board of Trustees delegates to the Administrative Board the authority to establish policy and approve programs which will encourage faculty and staff voluntary separation from Â̾ÞÈËÊÓƵ including regular retirement, early retirement and termination. The goal of these programs shall be to provide sufficient predictability to enable and encourage succession and transition planning as well as to provide flexibility to encourage voluntary separations when programmatic and organizational needs make such termination desirable. Such authority includes the obligation to comply with the principles noted below. Any such program shall be less valuable per participant than the previous program offered to any of the potential participants; prior authorization by the Board of Trustees is required for any non-conforming plan proposal.

Ìý Ìý Ìý Ìý 3.1.1.2.1 Ìý AllÌýincentives offered must be within legal constraints.

Ìý Ìý Ìý Ìý 3.1.1.2.2 Ìý Financial parameters shall require that plans do not include any new long-term liabilities (i.e. more than two years) and that plan offerings have a prudent funding mechanism. All funding plans shall be within previously approved overall budget guidelines. Any plan which utilizes a funding source not approved as part of the annual personnel or benefits operating budget shall require approval by the Financial Affairs Committee of the Board of Trustees.

Ìý Ìý Ìý Ìý 3.1.1.2.3 ÌýÌýCompensation and plan design parameters shall include a requirement that the design features meet and continue to meet tax and benefit legal constraints, and that all plans be offered on a one-time, non-continuing basis. The intent of this provision is that incentive plans not be offered as benefit entitlement programs, but rather as institutionally discretionary separation incentives.

Ìý Ìý Ìý Ìý 3.1.1.2.4 ÌýÌýEach Chief Executive Officer is authorized to determine if a program will be offered at his or her institution, to whom it is offered, when it is offered, and which features of the plan it will offer.

3.2 ÌýÌýThe component institutions shall adopt such institutional policies as are necessary to meet theÌýrequirements of the University System policies referred to in BOT V.C.3.1.Ìý

4. Ìý Employment of Trustees

4.1 Ìý No member of the Board of Trustees, other than the Chief Executive OfficersÌýand student trustees, may receive compensation for services rendered to Â̾ÞÈËÊÓƵ or any of its components, related or affiliated entities except under the conditions set forth below.

4.2 Ìý Student members of the Board of Trustees may be compensated for services rendered to Â̾ÞÈËÊÓƵ or any of its component institutions, provided:

4.2.1Ìý ÌýAny such compensation shall be disclosed by the student member in the annual process provided for in the Board policy on conflicts of interest, BOT III.I.3.1.

4.2.2 Ìý The fair market value of the services equals or exceeds the amount of compensation, and the quality of the service provided by the Trustee is equal to or in excess of that available by a bid or other open application process.

4.2.3 Ìý The proposed employment is in conformance with the Board of Trustees Bylaws Article VII regarding conflict of interest and does not involve the setting of reimbursement or compensation or the establishment of policy in any of those areas.

Ìý4.2.4 Ìý Any work product that is the result of such employment shall remain the property of theÌýentity providing the compensation.

5. Ìý Performance Reviews for Chief Executive Officers

5.1 Ìý Purposes. The performance review is intended to (1) enable the Chief Executive OfficersÌýto collaborate with the Board in establishing shared goals and objectives, (2) provide for effective communication between each CEO and the Board about the discharge of their respective and collective governance responsibilities, including the Board’s confidence in the quality and effectiveness of the CEO’s leadership, (3) assist the Chief Executive OfficersÌýto strengthen theirÌýown performance, and (4) assess the Chief Executive Officer’s performance including the quality and effectiveness of their leadership for both their institution and Â̾ÞÈËÊÓƵ. The performance review process is not intended as a substitute for regular, ongoing communication about progress toward goals between the Board and each of the Chief Executive Officers.

5.2 Ìý Authority. The Executive Committee shall oversee the conduct of an annual performance review for each Chief Executive Officer, in accordance with the basic process set forth in this policy. The Executive Committee may from time to time add to the process as it deems necessary or useful to most effectively accomplish the purposes of this policy. The Board Officers, with approval of the Executive Committee, shall appoint annually one special committee of three to five members (including the Board Chair, Vice Chair, Secretary, and discretionary additional members)Ìýfor the purposes set forth in this policy, giving due consideration to the dual purposes of renewal and continuity. The committee shall be known as the Executive Compensation and Performance Review Committee and shall report to the Executive Committee periodically.

5.3Ìý ÌýSelf-Assessment. Each Chief Executive Officer shall begin the review process by preparing a self-assessment statement, which shall include:

• Previously agreed-upon goals along with a description of efforts toward accomplishment and an assessment of progress made to date;
• Other personal or institutional accomplishments;
• Quality and effectiveness of the CEO’s leadership;
• Significant personal or institutional conditions, including relationships, that affected progress toward goals, whether positively or negatively, and identification of those likely to persist in the coming year;
• Quality and effectiveness of the CEO’s executive leadership team;
• Proposed goals, personal and institutional, for the coming year and for the next three to five years, which shall take into account the mission of Â̾ÞÈËÊÓƵ as well as that of the CEO’s institution;
• His or her professional development plans and related support required, if any;
• Assessment of his or her institution’s principal current opportunities and challenges; and
• Key areas and ways in which he or she would benefit from the Board's support in the coming year and beyond.

5.4Ìý ÌýExecutive Compensation and Performance Review Committee Process. The Executive Compensation and Performance Review Committee shall solicit, accept, review and consider such input from members of the Board of Trustees, Â̾ÞÈËÊÓƵ employees, and other individuals as the Committee believes may be helpful in the performance of its responsibilities under this policy.

5.4.1ÌýCommittee Meeting with the CEOs. The Committee shall meet with each CEO individually to review and discuss the CEO's self-assessment as well as insights gained through the process established under section 5.4, above. The Committee shall discuss with the CEO any additions, deletions, or other adjustments, which the Committee believes would make the CEO's self-assessment more complete or accurate.

5.4.2Ìý ÌýEligibility. In order to be eligible for any merit increase a CEO must have at least six months of service in the position as of the effective date of the increase. A CEO who has more than six months of service, but less than 12 months, will be eligible for a pro-rated merit increase.

5.4.3Ìý ÌýReport to the Executive Committee. The Committee shall establish a final set of goals for each Chief Executive Officer, review CEO performance against annual goals,Ìýassess the quality and effectiveness of the CEO’s leadership, and report the results of its work, including the performance assessments of each CEO and resulting performance award recommendations, to the Executive Committee. ÌýThe amount of an annual performance award is within the range of 0% to 150% of the performance award target. Each Chief Executive Officer shall receive a copy of the portion relating to his or her performance and goals.

5.4.4 ÌýÌýRecords. The records prepared during the performance review process, including but not limited to self-assessments, evaluations, and goals as well as all related correspondence, shall be a part of the Chief Executive Officer'sÌýpersonnel file and kept confidential to the fullest extent permitted under law and applicable Â̾ÞÈËÊÓƵ policy.

5.4.5 ÌýÌýTiming. Each year the Executive Compensation and Performance Review Committee shall establish a calendar providing for the orderly accomplishment of the process outlined in this policy.

6. Reporting Allegations of Employee Sexual Harassment and Violence

6.1Ìý ÌýReporting to the Board of Trustees. The chief executive officer of a Â̾ÞÈËÊÓƵ institution shall report to the Chair of the Board of Trustees and the Chair of the Audit Committee any allegation of sexual harassment or violence by an employee of the institution as soon as the allegation is known to the chief executive officer.Ìý[See also Protocol for Reporting, Management, and Tracking of Allegations of Sexual Misconduct CommittedÌýby Â̾ÞÈËÊÓƵ Employees].

¹See, Â̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT V.D.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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D. Employee and Labor Relations¹

1. Authority
   1. State law () authorizes the Board of Trustees to hire, employ and compensate such personnel as are needed to provide a well-coordinated system of public higher education.
   2. The Board of Trustees shall retain the authority to approve any proposed contract between the Board and duly authorized collective bargaining agents representing Â̾ÞÈËÊÓƵ faculty or staff.
2. Delegation of Authority
   1. The Board of Trustees delegates to the Executive Committee the direction and oversight of labor relations and the establishment of bargaining parameters.
   2. The Executive Committee shall report from time to time on an as-needed basis to the Board of Trustees on the status of any labor negotiations.
   3. The Board of Trustees delegates to each president for his or her institution the authority to determine labor negotiations strategy, adopt appropriate policy and communication methods, appoint representatives to the negotiating team, and establish a means for contract administration and grievance handling.
   4. The Administrative Board, shall establish an employee relations policy which shall include compliance with all state and federal laws. Components of such employee relations policy will include statements on drug-free workplace, safety, right-to-know, non-smoking, wellness, nepotism, conflict of interest, grievance and complaint resolution, personnel files, contagious diseases, political activities, and nondiscrimination, as well as other working condition issues.

¹See, Â̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT V.E.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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E. Professional Development and Training¹

1. Authority
   1. State law () authorizes the Board of Trustees to hire, employ, and compensate such personnel as are needed to provide a well-coordinated system of public higher education.
   2. The Board of Trustees delegates to the Administrative Board, the authority to establish Professional Development and Training policies.
2. General Policy
   1. The University System and each of its component institutions shall establish policies and procedures to promote the training and development of faculty and staff in order to foster a productive work force and to provide opportunities for upward mobility. These policies shall be consistent with BOT V.B.2 and USY V.B.2 , relating to Affirmative Action.
   2. Policies and practices developed shall include staff and supervisory training, internal promotions, and sabbatical and development leaves.
   3. Development and training policies shall comply with all state and federal laws and where appropriate support Employment and Affirmative Action policies established by the Administrative Board.

¹SeeÌýÂ̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011

(Note: OLPM sections on this page may be cited following the format of, for example, "BOT V.F.1.1". These policies may be amended at any time, do not constitute an employment contract, and are provided here only for ease of reference and without any warranty of accuracy. See OLPM Main Menu for details.)

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F. Ìý Compensation¹

1. Ìý Authority

1.1 ÌýÌýState law () delegates to the Board of Trustees authority to hire, employ and compensate such personnel as are needed to provide a well-coordinated system of public higher education.

1.2Ìý ÌýCompensation Policy. The Board of Trustees retains the authority over all aspects of compensation for Â̾ÞÈËÊÓƵ's Chief Executive Officers.

1.3Ìý ÌýThe Board of Trustees retains the authority to approve compensation agreements contained in collective bargaining agreements.

2. Ìý Executive Total Compensation

The Board of Trustees delegates to the Executive Committee of the Board of Trustees theÌýreview and approval ofÌýTotal Compensation for the Chief Executive Officers, the Chief Academic Officers (CAOs), and the highest ranking financial or administrative officer at each of the institutions,Ìýusing the following options and procedures. It is the goal of the following statements, that the Board of Trustees establish an overall Total Compensation philosophy and practice that will foster its ability to attract and retain highly qualified candidates for leadership positions within the University System. The University System aspires to establish accountability and recognition systems that will foster the accomplishment of those strategic goals which support the mission of its institutions. This includes both the vigorous processes for establishing and reviewing goals as well as policies and practices that recognize the importance of the contributions of the organization’s leadership to its overall success.

2.1Ìý ÌýThe Board Officers, with approval of the Executive Committee, shall establish and appoint annually one Board-designated committee of three to five Trustees (consisting of the Chair, Vice Chair, Secretary, and discretionary additional members)Ìýfor the purposes set forth in this policy, giving due consideration to the dual purposes of renewal and continuity. The committee shall be known as the Executive Compensation and Performance Review Committee and shall report to the Executive Committee periodically.ÌýAny member of the Committee that has, or reasonably appears to have, a material financial interest in the outcome of any issue that comes before the Committee, including an actual, potential, or apparent financial interest which could be affected by the outcome, shall recuse themself from consideration of the issue and physically leave the committee meeting before deliberations are undertaken and decisions are made.

2.2Ìý ÌýThe policy of the University System is to provide direct total compensation programs which reflect the relative size, complexity, and type of education curriculum of the University System in the segment of higher education institutions of which it is a part and which accomplish the University System's mission and tax exempt purpose without causing any part of the University System's net earnings to inure to the private benefit of an individual or group of individuals.

2.3Ìý ÌýConsistent with the Â̾ÞÈËÊÓƵ Board of Trustees’ policies on compensation of executives (BOT V.F.1 through 5) and the statement of Total Rewards Objectives, adopted on February 17, 2011, compensation packages for executives shall support the mission, vision, and values of Â̾ÞÈËÊÓƵ and its component institutions and be calculated to:

• Attract and retain talent
• Competitively position Â̾ÞÈËÊÓƵ and its component institutions
• Reward performance (see also BOT V.C.5)
• Maintain fiscal responsibility

2.4Ìý ÌýThe executive positions covered by this policy are the Chief Executive Officers (CEOs), the Chief Academic Officers (CAOs), and the highest ranking financial or administrative officer at each of the institutions. ÌýFor the CEOs the Executive Compensation and Performance Review Committee shall make recommendations to the Executive Committee, which shall remain responsible for the review and approval of all aspects of CEO compensation. For other Executive Officer positions covered by this policy, the Executive Compensation and Performance ReviewÌýCommittee shall review and approve the CEO’s compensation plans and recommendations prior to implementation. If the committee objects to any aspect of a compensation plan and/or recommendation, the CEO shall adjust the plan and/or recommendationÌýaccordingly.

2.5Ìý ÌýCompetitive Compensation. The Executive Compensation and Performance Review Committee shall use the following process when developing its recommendations. ÌýCEOs also generally shall use this process when developing compensation plans for their Executive Officers.

• Engage independent and qualified consultants to advise and assist with the process
• Establish appropriate peer groups of comparator institutions
• Establish appropriate total cash compensation target (base salary plus performance award target) within the peer group; this peer group target for any particular executive might vary from the 45th percentile of the peer group’s total compensation to the 60th percentile
• For each Executive Officer, using the 50th percentile for target total cash compensation (base salary plus performance award target) as the starting point, determine and document reasons for varying either down to the 45th or up to the 60th percentile
• Incorporate the total cash compensation peer group target percentile into the executive’s employment agreement, and use this peer group target as a guide for setting the executive’s starting base salary
• Use the total cash compensation peer group target percentile as basis for annual adjustments to the Executive Officer’s base salary
• Report the recommended initial base salary and the performance award target, and annual base salary adjustments to the Executive Committee for final decision.

2.6 Ìý In determining the appropriate variance from the 50th percentile and developing compensation recommendations for each CEO, the Executive Compensation and Performance Review Committee shall consider all appropriate factors including but not limited to:

• Performance
• Relevant education, training, and experience
• Available resources
• Internal equity
• External equity
• Best interests of the institution and University System.

2.7Ìý ÌýEligibility. In order to be eligible for any general or merit increase, a CEO must have at least six months of service in the position as of the effective date of the increase. A CEO, who has more than six months of service, but less than 12 months, will be eligible for pro-rated general or merit increases.

2.8Ìý ÌýOne-Time Bonus Recognition. After review of recommendations, the Executive Committee may approve one-time bonus payments awarded to recognize significant contribution and/or extraordinary effort.

2.9Ìý ÌýDeferred Compensation for CEOs. The Executive Committee may award one-time or multiple year payments to a deferred compensation plan for a CEO, consistent with market practices.

2.9.1Ìý ÌýThe Executive Committee may approve a one-year, non-reoccurring payment, or multi-year payments to Â̾ÞÈËÊÓƵ's IRC section 401(a) plan or 457(f) for the purpose of retention with a five-year vesting plan. The amount of the deferred compensation may vary by individual and by year but shall not exceed 15% of the CEO's annual salary rate, and shall be subject to federal tax and legal obligations and limitations.

2.10Ìý Third-Party Compensation or Employment of Â̾ÞÈËÊÓƵ CEOs. No Â̾ÞÈËÊÓƵ CEO may accept or receive compensation or employment from a source outside of Â̾ÞÈËÊÓƵ without the prior approval of theÌýExecutive Committee.

3. Ìý Appointment Conditions for CEOs and Other Executive Officers (CAOs and the highest ranking financial or administrative officers)

3.1 Ìý Approval of Appointment for CEOs. Employment Agreements shall be used for CEO appointments. ÌýThe Executive Committee shall review and approve employment conditions, including separation or retirement, in the Employment Agreements. ÌýEach agreement shall be reviewed and authorized for clarity and content by the Â̾ÞÈËÊÓƵ General Counsel and approved by the Board Chair.

3.2Ìý ÌýApproval of Appointment for Other Executive Officers. The Executive Committee shall review and approve the Chief Executive Officer's recommendations of all terms and conditions for appointments to Chief Academic Officers and the highest ranking financial or administrative officer. Confirmation of employment shall be in a written "letter of appointment." Written confirmation of employment is considered notice of appointment rather than a contract. These letters will contain the annual salary rate and effective date of appointment as well as confirmation that the appointment is subject to Trustee, Â̾ÞÈËÊÓƵ and institutional policy. These letters shall be reviewed and authorized for clarity and content by the Â̾ÞÈËÊÓƵ General Counsel and approved by the Board Chair.

3.2.1Ìý ÌýConditions of Appointment. Letters of appointment shall include any additional information about conditions of employment as approved by the Executive Committee. Only those options described below may be recommendedÌýas part of an initial appointment and require individualized approval at the time of appointment by the Executive Committee.

3.2.1.1Ìý ÌýOptions to be included in an initial appointment include the following choices. It is anticipated that the options will be tailored to the compensation and market demands at the time of hire.

3.2.1.1.1Ìý ÌýOne time Transition Payment. This is an option to provide a lump sum, non-recurring supplemental payment intended to aid transition to a new position, including, but not limited to the costs of moving and/or relocation. It is subject to applicable taxation.

3.2.1.1.2Ìý Ìý"Home office" options. This is an option to provide phone lines, computers, or other appropriate technology or telecommunication equipment or services.

3.2.1.1.3Ìý ÌýTenure or Concurrent Faculty Appointment. An appointment with tenure is an option available only to Chief Academic Officers. This option does not assume that the salary associated with the CAO will continue into the Faculty position. If a Chief Academic Officer with tenure decides to return to teaching, the salary for the instructional position shall be consistent with that of the rank and service for faculty in the specific discipline. If tenure is not appropriate, the CAO may be offered a one year transition to a teaching or research assignment.

3.2.1.1.4Ìý ÌýProfessional Development. This is an option to provide funds for attendance at a specific professional development program of a significant nature in terms of time and cost.

3.2.1.1.5Ìý ÌýSalary Incentives. Executive Officers will be eligible for annual salary increases. These are expected to be decided annually and atÌýthe discretion of the Executive Committee. In addition, one-time bonus or performance incentive award payments may be included in the annual compensation awardsÌýtied to successful completion of identified annual strategic goals.

4. Ìý Separation and Retirement of Executive Officers (CAOs and the highest ranking financial or administrative officer)

The Executive Committee of the Board of Trustees is responsible for the approval of the separation or retirement of an Executive Officer.

4.1Ìý ÌýVoluntary Retirement or Separation. It is anticipated that Executive Officers shall give at least 90 days' notice of resignation or retirement, or a notice period mutually agreed upon by the CEO and the Executive Officer. Unused vacation days, up to the policy maximum of 30 days will be paid to terminating Executive Officers.

4.1.1 ÌýÌýVoluntary separation for aÌýChief Academic Officer shall include a paid transition leave of one month per year of service up to a maximum of 6 months if s/heÌýis returning to teaching.

4.2Ìý ÌýInvoluntary Separation. Reasons for involuntary termination of Executive Officers may include, but are not limited to issues around performance, reorganization, cost containment, supervisor's loss of confidence and changes in strategic direction.

4.2.1 Ìý If an Executive OfficerÌýis recommended for termination he/she shall be given six months' notice of termination unless the separation is due to guilt in a crime, or other institutionally determined destructive or detrimental action such as, but not limited to, violations of conflict of interest or fraud.

4.2.2 Ìý The Executive Officer has grievance rights as defined in USY V.D.12.

5. Ìý Delegation of Authority to the Administrative Board

5.1 Ìý The Administrative Board shall establish a job evaluation system and compensation policies. These shall comply with state and federal legislation, promote the goals of internal equity, reward for meritorious performance, effective recruitment, and retention of faculty and staff, and further the purposes set forth in the Â̾ÞÈËÊÓƵ Total Rewards Objectives, adopted by the Board of Trustees on February 17, 2011.

5.2 Ìý Pay Ranges. The Administrative Board shall establish a set of pay ranges and classification assignments for PATs, Academic Administrators, Extension Educators, and Operating Staff. Pay levels and ranges if applicable for faculty salaries shall be set by individual institutional authority, unless covered by collective bargaining obligations.

5.3 Ìý Additional Pay Policies. The Administrative Board shall establish compensation policies relating to hours of work, work in excess of a regularly classified and compensated work day, holiday pay, shift differentials, and policy for payment of hourly and other adjunctÌýemployment.

5.4 Ìý Total Compensation Policy for Executive Officers. The Administrative Board shall adopt a comprehensive Total Compensation policy for Executive OfficersÌýfor the same purposes as set forth in subsection 5.1, above. In addition, the policy shall authorize the CEOsÌýto set the Total Compensation for their respective Executive Officers, following a process that includes, but is not necessarily limited to, the following steps:

5.4.1 Ìý Obtain from the Â̾ÞÈËÊÓƵ HR office and consider:

• current and relevant external market data on each of the positions;
• compensation data on all Â̾ÞÈËÊÓƵ Executive Officers; and
• current EEO/AA plan and related data.

5.4.2 Ìý Review the Board policy on Executive Compensation for CEOs (BOT V.F.2), in particular the principles, objectives, and spirit, but not the approval process or delegations of authority. CEOs should use the process outlined in F.2 when making salary total cash comp for executives.

5.4.3 Ìý Review the Total Rewards Objectives approved by the Board on February 17, 2011.

5.4.4 Ìý For each proposed increase each CEO will carefully consider:

• meritorious performance;
• external equity;
• internal equity, including the minimization of the potential for a "ratchet effect" among the institutions;
• EEO/AA plans, goals, objectives, and compliance;
• the principles, objectives, and spirit embodied in the Board policy on Executive Compensation for CEOs (BOT V.F.2); and
• the Â̾ÞÈËÊÓƵ Total Rewards Objectives, adopted by the Board on February 17, 2011.

5.4.5Ìý ÌýEach CEO will obtain approval from the Executive Committee for hiring salaries and Total Compensation of Chief Academic Officers and the highest ranking financial or administrative officer. ÌýTo support the goals of creating and preserving internal equity and minimizing the potential for creating a "ratchet effect" among the institutions, the CEO will discuss plans for other Executive Officers’ Total Compensation increases and hirings with the other Â̾ÞÈËÊÓƵ CEOs.

5.4.6 Ìý For each proposed Total Compensation increase or hiring and subsequential changes, the CEO must document the careful consideration of the relevant criteria as applied to the facts of each case, and be prepared to report her/hisÌýdecision and essential reasons to the Executive Committee.

¹SeeÌýÂ̾ÞÈËÊÓƵ Total Rewards Objectives, approved by Board of Trustees on Feb. 17, 2011