1.1 Governance Commitment
Policy 1.1 - Governance Commitment
The purpose of governance is that the Board, on behalf of the residents of the Waukesha County Area Technical College District (from here written as College), guarantees the accountability of the Waukesha County Technical College by assuring, in concurrence with Chapter 19 of the Wisconsin State Statutes and specifically to State Statutes 19.81, 19.84 and 19.85 that pertain to open meetings of governmental bodies, that it (a) achieves satisfactory results for students, employers and the community at an acceptable cost and (b) maintains compliance with the Board’s Executive Limitations. In fulfillment of this charge, the Board is committed to rigorous, continual improvement of its capability to define values and vision.
Drafted: March 26, 1996
Approved: November 12, 1996
Revised: August 12, 1997
Reviewed: February 7, 2002
Revised: November 22, 2005
Revised: July 13, 2009
Revised: May 12, 2015
See Wisconsin State Statute 19.81 – Declaration of Policy
See Wisconsin State Statute 19.84 – Public Notice
See Wisconsin State Statute 19.85 - Exemptions
See Board of Trustees Policies 3.1 - 3.15 – Executive Limitations
1.2 Governing Style
Policy 1.2 - Governing Style
The Board will govern with an emphasis on outward vision rather than an internal preoccupation, strategic leadership rather than administrative detail, collective rather than individual decisions, future rather than past or present, and proactivity rather than reactivity. Effective governance will depend on encouragement of diversity in viewpoints and will require clear distinction of Board and chief executive roles. The Board will:
- Cultivate a sense of group responsibility. The Board, not the staff, will be accountable for excellence in governing. The Board will use the expertise of individual members to enhance the ability of the Board as a body rather than to substitute the individual judgments for the Board’s values.
- Lead, direct, control, and inspire the organization through the careful establishment and communication of broad written policies reflecting the Board’s values and perspectives. The Board’s major policy focus will be on the intended long-term impacts outside the operating organization, not on the administrative or programmatic means of attaining those effects.
- Enforce upon itself whatever discipline is needed to govern with excellence. Discipline will apply to matters such as attendance, preparation for meetings, policymaking principles, respect of roles, and ensuring the continuity of governance capability. Continual Board development will include orientation of new members in the Board’s governance process and periodic Board discussion of process and performance improvement. The Board will allow no officer, individual or committee of the Board to hinder or be an excuse for not fulfilling its commitments. Monitoring will be done using a minimum of Board time so that meetings can be used to create the future rather than to review the past.
Drafted: March 26, 1996
Approved: January 14, 1997
Reviewed: February 7, 2002
Revised: November 22, 2005
Revised: July 13, 2009
Revised: May 12, 2015
1.3 Board Job Description
Policy 1.3 - Board Job Description
The job of the Board is to represent the residents of the Waukesha County Area Technical College District in determining and demanding appropriate organizational performance. To distinguish the Board’s own unique job from the jobs of its staff, the Board will concentrate its efforts on the following job products or outputs:
1. The link between the College and:
- WCTC Students
- Residents of the Waukesha County Area Technical College District
- The Wisconsin Technical College System (WTCS) District Boards Association
- The WTCS State Board
- Other WTCS District Boards
- Local, State, and National Elected and Appointed Officials
- Employer Organizations
- Labor Organizations
- Public and Private K-12 Systems
- Public and Private Universities
- Other future partnerships that may develop
Written governing policies which, at the broadest levels, address:
- Governance Process: Specification of how the Board conceives, carries out and monitors its own task. (See Policies 1.1 – 1.10)
- Board-President Relationship: How power is delegated and its proper use monitored; the President’s role, authority and accountability. (See Policies 2.1 – 2.3)
- Executive Limitations: Constraints on executive authority, which establish the prudence and ethics boundaries within which all executive activity and decisions must take place. (See Policies 3.1 – 3.15)
- Ends: Organizational products, impacts, benefits, outcomes, recipients, and their worth (what good for which needs at what cost). (See Policies 4.1 – 4.3)
The assurance of the President’s performance against Ends (see 2.D. above) and Executive Limitations (see 2.C. above).
Drafted: March 26, 1996
Approved: November 12, 1996
Reviewed: February 7, 2002
Revised: November 22, 2005
Revised: July 13, 2009
Revised: May 12, 2015
1.4 Chairperson's Role
Policy 1.4 - Chairperson's Role
The Chairperson assures the integrity of the Board’s process and represents the Board to outside and inside parties. The Chairperson is the only Board member authorized to speak for the Board, beyond simply reporting Board decisions, other than in specifically authorized instances.
The responsibility of the Chairperson is to assure that the Board adheres consistently to its own rules and those legitimately imposed upon it from outside the organization. In carrying out its responsibility, the Chairperson shall assure that:
- Meeting discussion will only be on those issues which, according to Board policy, are clearly appropriate for the Board to decide.
- Deliberation will be fair, open, and thorough, but also efficient, timely, orderly, and to the point.
- Board discipline will be maintained.
- A Board member may participate in a meeting from a remote location as long as there is a quorum of board members physically present at the meeting. This provision does not apply to closed sessions.
- The authority of the Chairperson consists of making decisions that fall within the topics covered by Board policies on Governance Process and Board-President Relationship, except where the Board specifically delegates portions of this authority to others. The Chairperson is authorized to use any reasonable interpretation of the provisions in these policies.
The Chairperson is empowered to chair Board meetings according to Robert’s Rules of Order for Small Boards. In particular, motions need not be seconded and the Chairperson can speak in discussion without rising or leaving the chair; and, subject to rule or custom within the particular Board, which should be uniformly followed regardless of how many members are present, he/she usually can make motions and usually votes on all questions.
- The Chairperson has no authority to make decisions about policies created by the Board within Ends and Executive Limitations policy areas. The Chairperson acts on behalf of the Board to instruct the President. (See Policy 2.1)
- The Chairperson may represent the Board to outside and inside parties. This includes announcing Board-stated positions, decisions and interpretations within the area delegated to him or her.
- Only the Chairperson and the President (or designee) shall have the authority to contact legal counsel on behalf of the district. District Board members and employees who contact district legal counsel without delegated authority shall be responsible for all costs incurred as a result of their actions.
Requests for information by Board members to the President or staff which require data compilation about college operations and activities shall be directed through the Chairperson. The Chairperson, College President or designee will respond to all requests within three (3) business days indicating an approximate time frame for obtaining the information requested.
Drafted: March 26, 1996
Approved: January 14, 1997
Revised: April 28, 1998
Reviewed: February 7, 2002
Revised: December 13, 2005
Revised: July 13, 2009
Revised: May 12, 2015
See Board of Trustees Policy 2.1 - Chief Executive Role
1.5 Committee Structure
Policy 1.5 - Board Committee Structure
Board committees, when used, will be assigned to reinforce the wholeness of the Board’s job and to never interfere with delegation from Board to President. Committees will be used sparingly and ordinarily in an ad hoc capacity. The purpose and task of a committee shall be set forth with as much specificity as possible.
When the Board determines that a Board committee should be formed, the Chairperson shall call for volunteers from the Board. If a committee is to include members other than Board members, selection of non-Board members shall be determined by the Board.
A committee is a Board committee only if its existence and charge come from the Board, regardless whether Board members sit on the committee. The only Board committees are those which are set forth in this policy. A committee shall be dissolved by the Board Chairperson as soon as its task is complete, unless otherwise stated.
Drafted: March 26, 1996
Approved: November 26, 1996
Revised: February 7, 2002
Reviewed: November 22, 2005
Revised: July 13, 2009
Revised: May 12, 2015
1.6 Committee Principles
Policy 1.6 - Board Committee Principles
- Board committees are to help the Board do its job and will not exercise authority over the President, staff or college operations. Committees assist the Board by preparing policy alternatives and implications for Board deliberation.
- Board committees may not speak or take action for the Board except when formally given such authority for specific and time-limited purposes. Expectations and authority will be carefully stated in order not to conflict with authority delegated to the President.
- This policy applies only to committees, which are formed by Board action, whether or not the committees include non-board members. It does not apply to committees formed under the authority of the President.
Drafted: March 26, 1996
Approved: November 26, 1996
Revised: April 8, 1997
Reviewed: February 7, 2002
Reviewed: November 22, 2005
Revised: July 13, 2009
Revised: June 9, 2015
1.6A Board Advisory Council
Policy 1.6A - Board Advisory Council
The Board Advisory Council (AC) is a standing committee and will be comprised of the Chairperson, Vice-Chairperson, and Secretary-Treasurer. The AC will meet monthly with the President (and designees) prior to the scheduled Board meeting.
The role of the AC is to review timely matters/information and provide feedback to the President. There will be no formal action during AC meetings. Any action will be at an open meeting once the information is shared and discussed by the entire Board.
Drafted: July 2020
Approved: October 12, 2021
1.7 Policy Development, Review and Modification
Policy 1.7 - Policy Development, Review and Modification
The Board shall develop and maintain policies which are essential to govern itself and shall review all policies periodically. Policies shall be reviewed and adopted by a majority of the Board in accordance with a policy review schedule to be conducted during regular Board meetings. Board policies shall consist of the Governance Process, Board-Staff Relationship, Executive Limitations and Board Ends.
- All policies will have a consistent format with drafted date, approval date, review date and/or revision date. Statutory references shall be included, where appropriate.
- All new, revised, suspended or deleted Board policies shall require public notice and approval by the Board at regularly scheduled Board meetings and actions recorded in the minutes.
- All Board policies, including statutory references, will be maintained on the College’s web-site, www.wctc.edu, and accessible to all staff and the public.
- Board policy considerations may be initiated by any sector of the community; however, the Board may direct the topic to be considered as an Administrative policy rather than a Board policy.
- The Board may recommend that legal counsel review appropriate new policies, or where appropriate, update existing policies, for concurrence with statutes, administrative codes or other legally binding regulatory organizations governing the College.
The purpose of monitoring is to determine the degree to which Board policies are being complied with. A given policy may be monitored in one or more ways:
- Internal report: Disclosure of compliance information to the Board from the President.
- External report: Discovery of compliance information to the Board from a third party.
- Direct Board inspection: Discovery of compliance information by the Board as a whole. This could include a Board inspection of documents, activities or circumstances directed by the Board which allows a "reasonable person" test of policy compliance.
Drafted: July 24, 1997
Approved: September 9, 1997
Reviewed: February 7, 2002
Revised: December 9, 2003
Approved: January 27, 2004
Revised: November 22, 2005
Revised: July 13, 2009
Revised: February 9, 2010
Revised: June 9, 2015
1.8 Annual Board Planning Cycle
Policy 1.8 - Annual Board Planning Cycle
To accomplish its job outputs with a governance style consistent with Board policies, the Board will follow a plan which explores Ends policies and improves its performance through providing Board education, obtaining valuable input, and deliberating effectively.
Plan
The annual cycle (July 1 - June 30) will include:
- The Board’s Retreat.
- Defining Board activities in alignment with broad goals identified at the Board’s Retreat(s) and in alignment with the President’s goals.
- Jointly establishing guidelines for the coming year’s tax levy with the President.
- A review of the President’s Performance.
Do
Board activities throughout the year will include:
- Broadening its view of WCTC’s role in the district and focusing on understanding needs and goals related to:
- Workforce development
- Economic development
- Community development
- Cultural development
- Legislative relationships
This will be accomplished through interaction with these groups, including, but not limited to: K-12 partnerships/collaboration, public/private universities, WTCS Board, other technical colleges, legislators, labor groups, employer groups, student body, community, and other future partnerships that may develop.
2. Educating the Board members through active involvement in the WTCS Boards Association, Association of Community College Trustees (ACCT), American Association of Community Colleges (AACC), Community Colleges for International Development, Inc. (CCID), and other workshops related to WCTC's current and future directions.
3. Seeking and sharing published materials that will help the Board reach its objectives.
4. Receiving and reviewing summary information related to WCTC operations. Sources include, but are not limited to:
- President’s Report
- Legislative Update
- Board review of New Program Development
- Financial reports
- Reports on new WCTC initiatives
- Internal WCTC publications and reports
- Feedback of progress towards accomplishments of Ends objectives
5. Deliberating on issues of importance in order to formulate and recommend a course of action for the Board and WCTC
Study
- Measure outcomes compared to Ends statements.
- Self-evaluate the Board at its Retreat.
Act
- Take Board action based on measures of Ends achievement.
- Use information and insights gained during the current year to plan the content and format for the next planning cycle.
Drafted: August 27, 1996
Approved: January 28, 1997
Revised: April 8, 1997
Reviewed: February 7, 2002
Revised: December 13, 2005
Revised: July 13, 2009
Revised: June 9, 2015
1.9 Board Members' Code of Conduct
Policy 1.9 - Board Members' Code of Conduct
1. Statement of Expectations. It is the policy and expectation that each Board member shall provide leadership, guidance, and direction for the college by promoting the vision and mission, upholding the reputation, and fostering the economic well-being of the college. Each Board member shall:
- A. Act in the best interest of our students and the entire college community. Exercise the duties and responsibilities with integrity, collegiality, and care.
- B. Represent the college in a positive and supportive manner at all times on and off campus.
- C. Act according to Board policies and the laws of the United States and the state of Wisconsin, and local ordinances.
- D. Create an atmosphere in which diversity of opinion is welcomed and respected, controversial issues or different philosophical stances can be presented fairly, and in which the dignity of each individual is maintained.
- E. Cultivate a sense of group responsibility for collective rather than individual decisions.
- F. Refrain from engaging in conduct that may embarrass the college or adversely affect its reputation or the Board’s governance.
- G. Enforce upon itself whatever discipline is needed to govern with excellence.
- H. Attend all regular and special Board meetings, unless excused from attendance.
- I. Comply with policy governance.
- J. Accept the responsibility of being informed of the major initiatives of the college, the global perspective of the Wisconsin Technical College System, and related national activities such that each Board member is better able to make the necessary decisions that maintain or strengthen our commitment to students of the college.
2. Code of Ethics. The Board expects ethical conduct by itself and its members. This includes proper use of authority. Board members shall carry out their duties with the highest ethical conduct and shall follow those policies and Sec. 19.45, Wis. Stat. entitled Standards of Conduct: State Public Officials and the Wisconsin Code of Ethics for Public Officials and Employees, 19.41-19.59, Wis. Stats.
Board members shall:
- A. Maintain unconflicted loyalty to the interests of the College. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups and membership on other boards or staffs. This accountability supersedes the personal interest of any Board member acting as an individual consumer of college services.
- B. Observe the Wisconsin Open Meeting Law, 19.81-19.98, Wis. Stats., adhere to agenda items for each meeting, and not knowingly participate in closed meeting except as permitted by the Open Meetings Law. Board members shall observe the Wisconsin Public Records and Property Law, Secs. 19.21-39, Wis. Stats.
- C. Avoid any exercise of individual authority over the college except as explicitly set forth in Board policies or with specific Board authorization. A Board member’s interaction with the President, staff, public, press and other entities must recognize the lack of authority in any individual Board member or group of Board members except as noted in board policies or by specific Board authorization. No Board member or Board members may speak for the whole Board unless so designated by the Board.
- D. Not use the Board member’s position to obtain financial gain or anything of value for his/her private benefit or that of a family member for the purpose of influencing a decision or action in the discharge of the Board member’s official duties. A “family member” is defined in Chapter 19, Wis. Stat. and in College policy.
3. Confidentiality. Board members shall maintain confidentiality of privileged information and shall not use confidential information for personal gain or benefit or for the benefit of family or others. Board members shall maintain the confidentiality of discussions which occur at legally held closed meetings of the Board and shall not discuss personnel or performance matters in public except in accordance with board policies or as may be required by law.
4. Conflict of Interest.
- A. Board members owe a duty of loyalty to the college and to the community. Board members must avoid conflicts of interest or the appearance of a conflict of interest with respect to performance of their duties and fiduciary responsibilities.
- B. A conflict of interest exists when the Board member is in a position to influence, directly or indirectly, college business or college-related decisions which does or could result in personal financial gain for the Board member or that of a family member, subject to Sec. 946.13, Wis. Stat.
- C. A Board member shall timely disclose a conflict of interest to the Board, or for reasons of confidentiality, to the Board Chairperson. When the Board will consider a matter as to which a Member has an unavoidable conflict of interest, the Member shall abstain himself/herself from that portion of the meeting at which the matter is considered and voted upon. The Member shall not participate in the discussion or vote on the matter.
- D. Board members shall not use their positions to obtain employment at the college for themselves or family members, as defined in Chapter 19 Wis. Stat. and in College policy. Board members shall not use their positions to protect or maintain employment at the college for themselves or family members, as defined herein.
5. Sexual Misconduct. The college has a zero tolerance policy for gender and sex-based discrimination, and seeks to create and maintain a campus free from sexual misconduct. Board members shall comply with this policy and avoid all prohibited activity.
6. Sexual Harassment. Board members shall comply with this policy and avoid all prohibited activity.
7. Harassment. Board members shall comply with this policy in their conduct with staff, students, Board members, vendors, and the general public and shall avoid all prohibited activity.
8. Abuse of Power. A Board member shall not, by virtue of the position as a Board member, expect, demand or coerce special favors, attention or treatment from any other Board member or employee or student of the college, or any other Entity or Individual.
9. Consensual Relationships.
- A. A Board member is strongly discouraged from engaging in a consensual relationship of a romantic or sexual nature involving another Board member, employee or student. Such relationship may constitute or create a situation of alleged abuse of power, sexual or other harassment, conflict of interest, or other conduct prohibited by these policies.
- B. A Board member who is in a consensual relationship shall disclose the nature of the relationship to the Board chairperson and/or President.
10. Board Member Reporting Requirements.
- A. A Board member who has a reasonable basis to believe another Board member has violated a Board policy shall report the alleged violation to the College President, Chairperson of the Board, or any officer of the Board.
- B. A Board member shall report his/her own alleged violation of Board policy according to the provisions of Section 10(a). This includes, but is not limited to, conduct that may embarrass the college or adversely affect its reputation or the Board’s governance under section 1(g) of this policy, including, but not limited to, designation of sex offender status, pending charges under state or federal criminal law, or conviction under state or federal criminal law.
11. Complaint Procedure.
- A. This procedure applies to a Board member who allegedly violates this Board policy or any other Board policy. The College President, Chairperson of the Board or Officer of the Board who has received a report of an alleged violation is responsible for determining the appropriate procedure to be followed, which may include any procedure specified in the underlying policy.
- B. A report of violation under Section 10 Board Member Reporting Requirements made to the College President, Chairperson of the Board or Officer of the Board shall be promptly referred to the College President. An alleged violation which involves the College President shall be referred to the Chairperson of the Board. An alleged violation which involves the Chairperson of the Board shall be referred to the Board Advisory Council or Officers of the Board. The process under subsections (c) through (g) shall be followed.
- C. The College President shall inform the Board member against whom the allegation is made of the allegation and shall meet with the Board member and attempt to resolve the matter. If the matter is not resolved, it shall proceed to subsection (d).
- D. The Board Chairperson shall inform the Board member against whom the allegation is made of the allegation if subsection (c) is not applicable. The Board Chairperson, in his/her sole discretion, may meet with the Board member at any time prior to, during, or following any investigation to discuss and resolve the matter. If the matter is not resolved, the Board Chairperson shall refer the matter to the Board Advisory Council or the Officers of the Board.
- E. The Board Advisory Council or the Officers of the Board shall inform the Board member against whom the allegation is made of the allegation if subsections (c) and (d) are not applicable. The Board Advisory Council or the Officers of the Board may meet with the Board member to discuss and resolve the matter.
- F. The President, Board Chairperson, Board Advisory Council, or the Officers of the Board, at any time, may authorize an investigation of the matter by a qualified investigator, internal or external to the College. The final report of the investigation, if any, shall be provided to the Board.
- G. If the matter is not resolved, the Board may vote, by a majority of the full Board, to refer the matter, with or without a recommendation, to the Board Appointment Committee as then constituted pursuant to Sec. 38.10(1) Wis. Stat. The Appointment Committee may, by majority vote, remove the Board member at pleasure pursuant to Sec. 17.13(1) Wis. Stat.
- H. This policy acknowledges Sec. 17.13(3) Wis. Stat. which provides a Board member is subject to removal by the judge of the appropriate circuit court, for cause.
Drafted: June 7, 1996
Approved: January 28, 1997
Reviewed: February 7, 2002
Revised: November 22, 2005
Revised: July 13, 2009
Revised: June 9, 2015
Revised: October 12, 2021
See Wisconsin State Statute Chapter 19 – General Duties of Public Officials
See Wisconsin State Statute Chapter 946 – Crimes Against Government and Its Administration
1.10 Professional Development
Policy 1.10 - Professional Development
The Board recognizes it is important and necessary for the welfare and governance of the College that all Board members engage in educational and professional development opportunities beyond the local and state level as well as serving as advocates for the Wisconsin Technical Colleges.
It further acknowledges that the need for Board member professional development and advocacy must be balanced by fiscal responsibility.
All Board members are encouraged to attend Wisconsin Technical College District Boards Association meetings and events. For out-of-state Board development opportunities, participation will be determined as follows:
- At the beginning of each budget year, the Board Chair will provide each Board member with a descriptive list of Board professional development opportunities and confer with each Board member to determine his or her interest in attending one or more of the scheduled Board development conferences or meetings.
- Each year, the Board will set the budget for Board member development and receive a recommendation from the Board Executive Committee on which Board members should attend professional development opportunities during the course of the year. Determining factors may include availability and willingness to attend, record of attendance at Board meetings, record of attendance at College events and activities, previous travel and professional development opportunities attended, etc.
- Ordinarily, no more than two Board members will attend any one professional development opportunity. The Board Chair may authorize an exception when deemed appropriate and adequate funds are available.
- All Board members representing the College outside of Wisconsin must obtain prior approval of the Board.
- After participating in a professional development opportunity, the Board member will report to the full Board on what he/she learned and what value it brings to the Board.
Board members will be reimbursed for their travel expenses in accordance with WCTC’s travel reimbursement policy.
Drafted: March 12, 1996
Approved: January 14, 1997
Reviewed: February 7, 2002
Reviewed: February 28, 2006
Reviewed: July 13, 2009
Reviewed: June 9, 2015