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Bo ARD OF TRUSTEES 150 E South Col lege Street
Yellow Springs, OH 45387-1635
Tel: 937-769-1340
Fax: 937-769-1350
www.antioch.edu
Minutes, Closed Session Antioch Board of Trustees
Thursday, February 7,2002, at 12:30 PM
AUSC – Los Angeles
Present: Bedford, Chappell, Crockett, Deming, Fraser, Guernsey, Hall, Harris, Hooper, Kaplan,
Kasch, Krinsky, Lipnack (via telephone at 1:05 p.m.), Lovelace, Mann, McDonald, Merselis,
Winslow, Zucker.
Others Present: David Weaver (University Counsel/Minutes)
Bob Krinsky opened the meeting at 12:30 p.m. He indicated that the purpose of this initial
closed session of the Board was to review the agenda and to discuss any matter that trustees
thought might be beneficial to them in dealing with the issues that will arise during the meeting.
Among other things, he noted that a delegation of faculty and students from the College would
be present at the open sessions. Jim Hall summarized the concerns of the delegation.
Other matters raised and discussed included Joan Straumanis, dealing with the ULC’s reluctance
to consider/develop a nepotism policy and the College’s shared governance system.
This closed session recessed at 1:30 p.m.
The Board resumed in closed session at 8:55 p.m. Barbara Winslow distributed copies of the
confidential minutes of the February 1,2002 Management Transition Committee and Executive
Committee meetings. ‘
The Board then discussed the agenda and process for selecting a new Board Chair and other
Board officers.
The meeting was concluded for the evening at 9:25 p.m.
Antioch College Antioch New England Graduate School Antioch University Soulbcra California Antioch University Seattle Antioch University McGregor
Minutes, Closed Session Antioch Board of Trustees
Saturday, February 9,2002, at 7:00 a.m.
AUSC – Los Angeles
Present: Bedford, Chappell, Crockett, (at 7:30 am.)Deming, Fraser, Guernsey, Hall, Harris,
Hooper, Kaplan, Kasch, Krinsky, Lovelace, McDonald, Merselis, Winslow, Zucker. Lipnack by
telephone (at 7:35 a.m.). Also present: Legal Counsel, David Weaver.
Management Transition Committee Report
1. Bruce Bedford repeated his intention to resign as the executive Vice Chair of the
Board and CEO, once the interim chancellor has been appointed.
2. There was a general discussion concerning the issues involving Mark Schulman’s
stepping down as President of Antioch University Southern California.
3. Jim Craiglow joined the meeting at 7:45 a.m. to discuss what he would like to
accomplish as the interim chancellor. At 8:15 a.m. Jim Craiglow was excused,
after which the following motion, made by Dan Kaplan, and seconded by Jack
Merselis, was unanimously approved.
RESOLVED, that James Craiglow is hereby elected Interim Chancellor
effective in mid-February, 2002, subject to the negotiation of an
employment agreement as hereinafter authorized; and
RESOLVED, FURTHER, that the Chair of the Board, in consultation with
the Management Transition Committee, is hereby authorized and directed
to negotiate an employment agreement with James Craiglow to serve as
Interim Chancellor through August 31, 2003.
Report from the Trusteeship Committee – Jack Merselis:
Jack Merselis reported that the Trusteeship Committee had two matters to present to the Board.
First, the Committee wanted to offer the name of Dan Kaplan as a potential board chair in order
to determine whether or not there was general support for his nomination at the annual meeting
in June. Jack indicated that the Committee intended to permit additional nominations from the
floor at the annual meeting. Second, the Trusteeship Committee was suggesting that a full slate
of officers be presented and voted upon at the June Board meeting. There was considerable
discussion regarding each of these proposals, the result of which was that it was decided to
conduct a “straw poll” sense of the Board at this meeting in order to let the Trusteeship
Committee know whether or not more work is needed between now and the annual meeting to
identify a candidate that will have broad support among trustees. In due course, Dan Kaplan and
Jim McDonald were proposed and seconded along with the proposal to have the Chair jointly
filled by the chairs of the Board’s standing committees. Dave Weaver pointed out that having a
shared board chair arrangement would require a bylaw change. Dan Kaplan was given the
opportunity to identify his interest in the position and describe his vision. Jim McDonald was
then given the same opportunity but chose instead to withdraw his name from consideration. It
was then agreed that the straw poll would be conducted by secret ballot, the result of which was
that Dan Kaplan received 11 votes, the committee chair shared governance arrangement received
2 votes. There was one vote for “none” and two abstentions.
A discussion ensued concerning the purpose of offering a “slate” of board officers at the
conclusion of which, upon motion duly made and seconded, it was decided to have the
Trusteeship Committee propose a slate of officers at the Annual Meeting. 10 trustees voted for
the slate concept and 7 voted against it.
Jack Merselis next indicated that the Trusteeship Committee intended to nominate Barbara
Winslow as Vice Chair, along with Dan Kaplan as Chair, and two other yet to be determined
trustees to hold the positions of secretary and treasurer. Jack suggested another sense of the
Board straw poll on this proposed slate. After discussion it was decided by consensus that such a
poll at this time would serve no purpose since the committee had not yet identified potential
nominees for the positions of secretary and treasurer.
The Board took a brief recess at 9:50 a.m. and resinned in closed session at 10:00 a.m.
Trusteeship Committee report (continued)
Jack Merselis put forward the Trusteeship Committee candidates for the at-large member of the
Executive Committee to fill vacancy created by the death of July Palmer. Nominations of the
Committee were: Sandra Deming, Jeff Kasch, Art Zucker.
Secret ballot vote resulted in Sandra Deming being elected to fill the vacancy.
Bob Krinsky then announced that he would also ask the chair of the Facilities Committee, Bill
Hooper, to serve on the Executive Committee, but no action was taken on this matter.
Other matters discussed and approved by the Board:
Employment Contract Modification
Bob Krinsky reported that Bob Devine had requested a modification of his employment
agreement with respect to the initial faculty salary to be paid to him following his post-
presidential sabbatical. After brief discussion, the Board authorized a change in post-sabbatical
initial salary from THE formula (his current agreement provides that he will be paid the
equivalent salary of the highest paid faculty member at the time) to $85,000.00. 10 trustees
voted for the motion; 5 voted no.
Bruce Bedford gave a report of the Future of Antioch Committee: The committee
recommended that the Interim Chancellor and his successor assume leadership of this planning
effort. Jack Merselis and Bruce Bedford will act as BOT liaisons. There was no opposition to
this recommendation.
Tenure Relinquishment
RESOLUTION 2.9.02:14
RESOLVED, that Board hereby ratifies, confirms and approves the negotiation and
execution by the College’s Vice President and Dean of Faculty of the following
tenure relinquishment agreements, each dated as set forth below and each having
been reviewed at this meeting by the Finance Committee:
Robert Fogarty January 1,2004
Victor Garcia January 11,2002
Hazel Latson December 10,2001
Steve Schwerner December 5, 2001
Marianne Whelchel January 10,2002
Harold Wright December 12,2001
Hassan Nejad January 15,2002
RESOLVED FURTHER, that the negotiation and execution of said agreements are
authorized for the purpose of tenninating the rights of those faculty members to
continued employment as members of the Antioch College Faculty beyond the
dates set forth therein.
RESOLVED FINALLY, that the negotiation or execution of said agreements shall
not establish any precedent or constitute any evidence of an early retirement
policy applicable to any other member of the Antioch College faculty.
Unanimously approved.
AUSC President Schulman Resolution of Appreciation.
RESOLUTION 2.09.02:15
WHEREAS, Mark Schulman, Ph.D., has served as President of Antioch University
Southern California since September 1,1998; and
WHEREAS, as president of AUSC he supported the initiation of the successful
Community Humanities Education (CHE) Program for low-income individuals,
and has developed regional academic programs such as the master of Arts in
Education/Teacher Credentialing Program; and
WHEREAS, he brought his considerable talents and experience in higher education to the
focus of increasing democratic participation in the Antioch workplace and increasing
Antioch’s visibility in Southern California as a leader for progressive education and social
justice, and
WHEREAS, he brought to the University and the University Leadership Council a keen
sense of humor and insight, a devotion to international study, a devotion to the democratic
process bom from his days as a Antioch College student and faculty member
NOW, THEREFORE, BE IT RESOLVED, that the Antioch University Board of Trustees
celebrates with deep appreciation the many and varied contributions of Mark Schulman to
Antioch University, and especially his dedicated service to students, faculty, and
administration as President of Antioch University Southern California and Vice President
of Antioch University, on this day, Saturday, February 9,2002.
Unanimously approved.
Epstein Memorial Resolution.
RESOLUTION 2.09.02:17
In memory of David Mayer Epstein.
WHEREAS, David Mayer Epstein, Ph.D., Antioch College Class of 1952 and former
Antioch College faculty member, served on the Antioch College Alumni Board from 1996
to 1999 and the Antioch University Board of Trustees from 1999 to 2002; and
WHEREAS, David was a gifted composer and conductor, professor of music at the
Massachusetts mstitute of Technology, and contributed to the College’s intellectual and
cultural life as the Music Director of the Antioch Shakespeare Festival, as an Alumni
Lecturer on music and the emotions, and as a teacher of composing and conducting in the
Summer Music Institute; and
WHEREAS, David was a man of integrity, creativity, passion, and dedication as a
classmate, friend and colleague, professor, educator and musician, and as husband of Anne
Merrick Epstein, Class of 1954, father and grandfather.
NOW, THEREFORE, BE IT RESOLVED, that the Antioch University Board of Trustees
commemorates David’s earnest contributions to Antioch College and Antioch University
on this day, Saturday, February 9, 2002.
Unanimously approved.
James W. Hall Resolution of Appreciation.
RESOLUTION 2.09.02:18
WHEREAS, James W. Hall, Ph.D., became Chancellor of Antioch University on January 1,
1998, and brought to the University his expertise and many years of experience in higher
education; and
WHEREAS, he also served as Acting President of Antioch College from October 2001 until
February 2002 and successfully guided a budget transition process for the College; and
WHEREAS, his high profile within the higher education community significantly increased
Antioch’s visibility and reputation; and
WHEREAS, he formulated and implemented Antioch’s University Strategic Plan, and
negotiated the process of naming campus CEOs presidents; and,
WHEREAS, he has devoted substantial time and energy to the creation and implementation
of the Ph.D. in Leadership and Change, Antioch’s first University-wide Ph.D. program,
seeing it through the accreditation process of the Ohio Board of Regents; and
WHEREAS, he has been an advocate for adult education, demonstrating support through his
time, seminal contributions, and writings; and
WHEREAS, he has traveled extensively both nationally and internationally representing
Antioch University on boards and at conferences; and,
WHEREAS, he has guided the University and its campuses as a statesman, leading the
University with untrammeled candor and salient strengths, including a gentle and positive
leadership style; and,
WHEREAS, he has been a gracious host and ambassador for the University and a gifted
musician who has entertained his co-workers and friends with his musical talents;
THEREFORE, Be It Resolved, that the Antioch University Board of Trustees extends its sincere
appreciation to James W. Hall for his dedicated service and commitment to the University.
Unanimously approved.
Leslie Johnson Resolution of Appreciation. ‘
RESOLUTION 2.09.02:19
WHEREAS, Leslie Bates Johnson has faithfully served as Assistant Secretary of the Board
for several years; and
WHEREAS, during that time Leslie Bates Johnson has conscientiously prepared the Board’s
meeting agendas, resolutions and minutes, and similar documents for the Executive
Committee and other Board Committees and taskforces; and
WHEREAS, Leslie Bates Johnson has also skillfully performed the many tasks needed to
arrange for Board and other meetings at every campus of the University and elsewhere; and
WHEREAS, due to unforeseen circumstances, Leslie Bates Johnson is unable to attend this
meeting of the Board of Trustees but has, nevertheless, taken the time and effort to handle
the meeting arrangements and has well prepared her assistant, Jessica Hughes, to provide
the administrative support needed so that this meeting could run smoothly in her absence;
and
WHEREAS, the Board sincerely appreciates the work and dedication of Leslie Bates
Johnson; and
WHEREAS, the Board wishes to acknowledge and thank Leslie Bates Johnson on behalf of
the Board of Trustees; and
WHEREAS, the Board also wishes to thank Jessica Hughes for her assistance at this
meeting.
NOW, THEREFORE, BE IT RESOLVED, that the Antioch University Board of Trustees
hereby expresses its deep appreciation and sincere thanks to Leslie Bates Johnson for her
conscientious efforts and able contributions to Antioch University and for her devotion and
kindness in the “care and feeding” of the Board of Trustees.
FURTHER RESOLVED, that the Board also expresses its appreciation to Jessica Hughes
for handling the arrangements and providing the administrative support for this meeting.
Unanimously approved.
Closed session adjourned at 10:45 a.m.
Respectfully submitted,
Barbara Winslow
Minutes, Closed Session, Antioch Board of Trustees
Friday, February 8,2002, at 4:40 p.m.
AUSC – Los Angeles
Present: Bedford, Chappell, Crockett, Deming, Fraser, Guernsey, Hall, Harris, Hooper, Kaplan,
Kasch, Krinsky, Lovelace, McDonald, Merselis, Winslow, Zucker.
Management transition report (continued from open session).
Bruce Bedford gave the status of the searches/management transition:
Joan Straumanis arrives February 18.
• Jim Hall steps down February 15. He will be a Distinguished University
Professor and Chancellor Emeritus.
• Jim Craiglow agreed to be considered for interim Chancellor; he has been vetted
by the ULC. Before he makes his decision, he wants to go back to Keene, where
we will know of his decision by February 22. The search for the full-time
Chancellor begins Fall ’02 with the hope that we will have a Chancellor by
summer of’03. The New England search is underway. If Jim Craiglow takes the
Chancellorship, he will be both president of ANE and the University Chancellor
for a brief period of time.
• Resignation and reassignment of Antioch Co. California President and candidates
for interim So. California presidency. AUSC is interviewing three in-house
candidates. Reuben Harris, Toni Murdock, Jim Craiglow and Sandra Deming are
the search committee. The search for a full-time AUSC president will begin in
Spring ’03
• The full-time college president’s search begins ’04.
Mark Schulman will be working on program development and the Future of
Antioch Task Force.
• Bruce Bedford will be stepping down as Executive Vice Chair of the Board and
CEO effective February 22, or when Jim Craiglow begins as Interim Chancellor.
Meeting adjourned at 5:05 p.m.
Minutes, Closed Session of the Executive Committee
Saturday, February 9,2002
AUSC – Los Angeles
Present: Bedford, Deming, Hooper, Kaplan, Krinsky, Lovelace, McDonald, Merselis,
Winslow
The Executive Committee met briefly immediately after the Closed Session of the Board. The
EC decided that since the majority of the committee could not meet in Yellow Springs on either
March 7 or 8, and that since the full Board would be meeting in Yellow Springs in October, we
would not meet in Yellow Springs in March after all. The date and times of the next EC meeting
will be determined.
Respectfully submitted,
Barbara Winslow
