CWUP 1-70

Bylaws of the Board of Trustees

• 1-70-010 Business Procedure
• 1-70-020 Protocol for Meetings
• 1-70-030 Provisions Relating to Duties of Certain Officers of the Board
• 1-70-040 Use of University Seal

CWUP 1-70-010 Business Procedure

(1) Legislative Matters. The Office of the President shall coordinate the representation of the board of trustees and the university in all matters requiring action by the legislature or officers of the state of Washington.

(2) Gifts.

(A) General Policy. The constitution of the board of trustees (CWUP 1-60-070(3)) names the vice president for business and financial affairs as the treasurer of the board of trustees. This is the only position authorized to receive "on behalf of the board of trustees, any funds, securities, properties, or other assets distributed to the board of trustees of Central Washington University or departments or divisions from any estate, or received as gifts, or from any trusts, and to issue appropriate receipts and releases in connection therewith.”

(B) CWU Foundation Relationship. Central Washington University has entered into a separate agreement with the Central Washington University Foundation (a Washington nonprofit corporation). Any gifts, devises, bequests and trusts which the university receives from the foundation, whether tendered in the name of the original donor or in the name of the foundation itself, shall, if accepted, be received and administered in the same manner as if received from any other source.

(3) Business Procedure – Board Travel Policy

Under RCW 28B.10.525, trustees are entitled to receive reimbursement for travel expenses in accordance with RCW 43.03.050 and 43.03.060 for each day or portion thereof in which the trustee is actually engaged in business of the board. According to the State Administrative and Accounting Manual (SAAM), Central’s board of trustees is an unclassified board and is entitled to reimbursement on the same basis, and under the same regulations, as regular state officials and employees. Reimbursement requires prior written approval from the president or authorized designee.

Board business is defined as any activity—meetings, conference calls, university sporting events, commencement events, conferences, or university function—in which a trustee is communicating or acting together with one or more other persons in an official capacity. Portion of day is defined as any period over 30 minutes in a calendar day.

[10/2010, Res. 10-12; 10/2011, Res. 11-09; 06/2013, Res. 13-04]

[06/2008, 10/2010, 10/2011, 06/2013: Responsibility: Board of Trustees; Authority: Cabinet/UPAC; Reviewed/Endorsed by: Cabinet/UPAC; Review/Effective Date: 02/2020; Approved by: James L. Gaudino, President]

(Back to the Top)

CWUP 1-70-020 Protocol for Meetings

(1) Agendas for the Meetings of the Board of Trustees.

(A) The agendas for the meetings of the board of trustees will be developed collaboratively by the chair of the board, the president, and the board officers. 

(B) Distribution. An agenda for each regular meeting shall be available on the board of trustees' website at least seven days prior to the board meeting. Proposals for tuition and fee increases will be made public twenty-one days prior to the meeting.

(3) Communications. Written communications to the board of trustees received within seven days of a regularly scheduled board meeting will be included by the board secretary in board briefing materials as appropriate. Communications received after that time will be shared at the following board meeting. Prior to each regular meeting of the board, the president of the board of directors of the Associated Students of Central Washington University, and the chairs of The Faculty Senate, Association of Exempt Employees, and the Employee Council, may send a report to the board. With the permission of the board chair, individuals, or representatives of organizations, may address the board during the business meeting. All written communications presented to the board of trustees shall be filed by the board secretary.

(4) Minutes. Minutes of each meeting of the board of trustees, regular or special, will be available no later than one week prior to the next public meeting. Minutes of the board of trustees' meetings will be available online or by contacting the president’s office.

(5) Authority to vote. Neither staff nor officers and representatives to the board shall have the authority to make motions or to vote on any matter before the board. This authority is limited exclusively to the trustee members of the board. Trustees must be present at a meeting or participating by phone in order to vote and may not vote by proxy.

[02/2010, Resolution 10-06; 10/2010, Resolution 10-12; 10/2011, Resolution 11-09; 12/2011, Resolution 11-15; 05/2012, Resolution 12-04; 06/2013, Res. 13-04]

[11/1997, 06/2008, 02/2017, 10/2010, 10/2011, 12/2011, 05/2012, 06/2013: Responsibility: Board of Trustees; Authority: Cabinet/UPAC; Reviewed/Endorsed by: Cabinet/UPAC; Review/Effective Date: 02/2020; Approved by: James L. Gaudino, President]

(Back to the Top)

CWUP 1-70-030 Provisions Relating to Duties of Certain Officers of the Board of Trustees

(1) Secretary. The secretary shall assist all committees of the board of trustees as required by them, and shall cooperate with all other officers of the board as may be requested by them in the performance of their duties.

The secretary may certify to any action of the board of trustees or its committees, or to the identity, appointment, and authority of officers of the board of trustees or to the provisions of the board of trustees constitution.

The secretary shall cause to be filed or recorded in appropriate offices of public record, or posted, or published, as may be required by law or as may be necessary for the protection of the university, documents and notices which it is necessary or appropriate for the secretary to file, or record, or post, or publish, in the performance of his or her duties.

The secretary is authorized, in the name of the board of trustees, to execute proxies, sign receipts and acknowledgements, and notices and declarations, as may be appropriate or necessary in the performance of his or her duties as ordered by the board of trustees. The secretary is authorized to respond on behalf of the board to all correspondence and initiate and send correspondence on behalf of the board.

(2) Treasurer. The treasurer is authorized to give receipts for all money due the board of trustees, and for all securities which the board of trustees is entitled to possess, which are received by the treasurer.
The treasurer is authorized to endorse checks and warrants in the name of the board of trustees as ordered by the board of trustees, but only for deposit in depository accounts of the board of trustees.

[12/2011, Resolution 11-15]

[06/2008; 12/2011: Responsibility: Board of Trustees; Authority: Cabinet/UPAC; Reviewed/Endorsed by: Cabinet/UPAC; Review/Effective Date: 02/2020; Approved by: James L. Gaudino, President]

(Back to the Top)

CWUP 1-70-040 Use of University Seal

The university seal is reserved for use by the Office of the President and Board of Trustees, and may be affixed to any document executed by an officer on behalf of the board of trustees and on formal university documents such as diplomas, transcripts, or certificates. The seal should not be used by CWU offices or departments on materials that represent individual departments or programs. Use of the university seal in other applications, such as merchandise, are subject to review and prior approval of the Department of Public Affairs.

[Responsibility: Board of Trustees; Authority: Cabinet/UPAC; Reviewed/Endorsed by: Cabinet/UPAC; Review/Effective Date: 06/2008; 02/2020; Approved by: James L. Gaudino, President]

(Back to the Top)