May 23, 2006

The Compensation Committee of the Board of Trustees of the University of Louisville met on May 23, 2006, at 12 Noon, in the Board Room of the Chancey Center, with the members present and absent as follows:

Present:                        Mr. Nathaniel Green, Chair, Presiding
                                    Ms. Sandra Metts Snowden, Vice Chair
                                    Ms. Donna Tinsley Denny
                                    Mr. Frank Hower, ex officio
                                    Prof. William Pierce
                                    Ms. Margaret Handmaker

Absent:             Mr. Ulysses L. Bridgeman, Jr.
                                   
Other Trustees
Present:                        Ms. Jessica Loving
                                    Mr. J. Chester Porter
                                    Mr. William A. Stone (arrived at 12:20 p.m.)
                                   

From the
University:                    Dr. James R. Ramsey, President
Ms. Julie DeMunbrum, Assistant University Counsel
Ms. Kathleen M. Smith, Assistant Secretary
                                    Ms. Debbie Dougherty, Board Liaison

I.          CALL TO ORDER

Having determined a quorum present, Chairman Green called to order the meeting at 12:05 p.m.   

II.         APPROVAL OF MINUTES

Prof. Pierce made a motion, which Ms. Denny seconded, to approve the minutes of July 14, 2005.  The motion passed unanimously.

III.       PRESENTATION OF GOALS

President Ramsey discussed the status of the Office of the President’s Goals for 2005-06 and presented the 2006-07 goals.  Dr. Ramsey and Ms. Smith retired from the meeting at 1:05 p.m..

IV.       RECESS OF OPEN MEETING

Pursuant to KRS 61.810(1)(f), Prof. Pierce made a motion, which Ms. Handmaker seconded, to recess the open meeting at 12:20 p.m., and go into executive session to discuss personnel matters.  The motion passed unanimously.

V.        OPEN MEETING RECONVENES

Chair Green reconvened the open session of the Compensation Committee at 1:15 p.m.  He reported the Committee discussed personnel matters during executive session.

VI.       BONUSES AND COMPENSATION

Ms. Denny made a motion, which Ms. Snowden seconded, to approve the following recommendation:

That the President receive a merit increase for 2006-07 of five percent  (5%)of his 2005-06 base salary in recognition of his exceptional performance during the past year; and

That the Board of Trustees hereby requests the University of Louisville Foundation, Inc. to make a supplemental payment to the President for achievement of annual goals set by the Board of Trustees in an amount equal to twenty-five (25 )% of the President’s total salary for 2005-06.

            The motion passed unanimously.

VII.      GOALS FOR THE OFFICE OF THE PRESIDENT

Chairman Green reported the Committee discussed the President’s 2005-06 Annual Goals and One-Time Strategic Goals and the proposed 2006-07 Annual Goals.  Ms. Handmaker made a motion, which Ms. Snowden seconded, to approve the

Compensation Committee’s recommendation that the Board of Trustees approve the annual performance goals for the 2006-07 year as described in the attached document, “Office of the President:  The Challenge for Excellence:  A Plan for Team-Based Accountability for 2006-07.  Mission Statement:  The University of Louisville shall be a premier, nationally-recognized metropolitan research university with a commitment to advance the intellectual, social, and economic development of our diverse communities and citizens.”
 
The motion passed unanimously.

VIII.     DISCRETIONARY BONUSES

Mr. Green noted the Committee discussed authorizing the President to use his discretion in awarding Foundation resources to approve one-time bonuses for those members of the Office of the President Leadership Team. Prof. Pierce made a motion, which Ms. Handmaker seconded, to approve the

Compensation Committee’s  recommendation that the Board of Trustees authorizes the President to use his discretion in awarding from Foundation resources appropriate one-time bonuses for those members of the Office of President Leadership Team should the UofL Foundation concur with the President’s discretionary proposal.

            The motion passed unanimously.

Chair Green noted that in Executive Session the Committee discussed the Long Term Strategic (One-time) Goals approved for Dr. James R. Ramsey by Board of Trustees on December 10, 2002:

No action was required.

IX.       ADJOURNMENT

Ms. Denny made a motion, seconded by Ms. Handmaker, to adjourn the meeting at 1:20 p.m.  The motion passed unanimously.