Standing committees

Policy on standing committees to the Board of Directors

Rationale

The Board of Directors (“Board of Directors”) of the Kansas State University Foundation has established several standing committees for the purpose of more efficient governance and review of the activities, transactions, and operations of the Foundation. This policy will establish the operating practice for these committees.

Applies to

This policy applies to all members of the Board of Directors, all members of the standing committees and all employees of the Foundation who support the committees and the Board of Directors.

Policy

The Board of Directors of the Foundation has established the following standing committees:

• Asset Management Committee
• Development Committee
• Executive Committee
• Finance & Audit Committee
• Governance Committee

Standing committees can be added by a majority vote of the Board of Directors.

Each committee shall establish an operating charter which is subject to the following operating principles:

1. In order to more effectively accomplish its mission, a committee may, from time to time, establish various subcommittees or task forces.
2. At all times, a majority of the committee members must be members of the Board of Directors of the Foundation.
3. All committees will regularly report to the Board of Directors the action taken by the committee since the last board meeting. The action of the committees is subject to review and approval by the Board of Directors, except to the extent that the Board of Directors has specifically authorized the committee to act without further approval.
4. If any committee recommends action to the Board of Directors that has not been approved by a majority of the board members on the committee, it must be so noted in the minutes and report of the committee to the Board of Directors.
5. Board of Director assignments to each standing committee will be determined by the executive committee and approved by the Board of Directors.
6. To enhance consistency of standing committee leadership, each standing committee shall have a chair and chair-elect with each serving two years.
7. A quorum shall be a majority of the committee membership, with a majority of the Board of Directors of the Foundation.

Standing committees may engage trustees or non-trustees (non-board members) to serve on a committee as voting members, ad hoc ex-officio non-voting members, or as advisors for the purpose of providing specific expertise/knowledge that is not available from other foundation board members. Service on the committee may be for a specific period of time, but in no event shall the term limit for non-board members be more than two years with a maximum of two terms, which will be effective on a prospective basis.