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UW Policy Directory

Article II—Officers of the Board

Table of Contents

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1.  Election

At its regular meeting held in September of each year, the Board of Regents shall elect a Chair and Vice Chair, who shall be members of the Board. The Board shall also elect a Secretary and a Treasurer and such other officers as it may desire, who need not be members of the Board. All elections shall be by majority vote. The Chair and Vice Chair shall hold office for one year and until their successors are elected. All officers of the Board shall hold office at the pleasure of the Board. Neither the Faculty Regent nor the Student Regent is eligible for election to be Board Chair or Vice Chair.

2.  Chair and Vice Chair

The Chair of the Board shall preside at all meetings of the Board and shall sign all contracts and other written instruments required to be executed by the Board. The Chair shall perform the duties usually attached to the office, including the statutory duties of board president, and shall have such other authority and duties as prescribed by these Bylaws, the Standing Orders, Regent Policies, and the Board. The Vice Chair of the Board shall have the authority and shall perform the duties of the Chair of the Board in the event of the Chair’s absence or incapacity.

3.  Secretary

The Secretary of the Board, if not a Regent, is an Officer of the Board reporting to the Chair of the Board. The Secretary shall:

  1. Serve as primary liaison between and among the Regents and the University, working directly with the Chair of the Board and the President of the University or the President’s designee(s), and as primary point of contact for communications between the Regents and parties outside the University;
  2. Plan and execute, in consultation with the Board and Committee Chairs and with the President and the Provost or designee(s), meetings of the Board in compliance with law and policy;
  3. Give notice of all meetings of the Board in the manner prescribed by applicable law and these Bylaws;
  4. Attend all meetings of the Board, and make and retain custody of complete and permanent minutes and records of all proceedings of the Board;
  5. Be custodian of the permanent records of all rules and regulations of the Board;
  6. Coordinate, under the direction of the Chair of the Board, the chairs and Regent members of each committee or board, and the relevant unit, the work of the Board’s advisory committees and boards;
  7. Advise, in conjunction with the Attorney General’s Office, and the President of the University or the President’s designee, on the Board’s and the University’s governing documents, and provide or obtain substantive research and analysis on matters relating to the Board’s statutory functions;
  8. Execute or attest all contracts and other written instruments required to be signed by the Chair of the Board;
  9. Maintain custody of the seal of the University and affix it to appropriate documents; and
  10. In general, have the authority and perform all duties incident to the office of Secretary and such other authority and duties as prescribed by these Bylaws, the Standing Orders, Regent Policies, and the Board.

If an Assistant Secretary is elected by the Board, the Assistant Secretary shall have the authority and shall perform the duties of the Secretary in the event of the Secretary’s absence or incapacity, and shall perform such other duties as may be assigned by the Board.

4.  Treasurer

The Chair of the Finance and Asset Management Committee shall perform the statutory functions of the Treasurer of the Board.

If an Assistant Treasurer is elected by the Board, the Assistant Treasurer shall have the authority and shall perform the duties of the Treasurer in the event of the Treasurer’s absence or incapacity, and shall perform such other duties as may be assigned by the Board.

BR, October 27, 1995; October 17, 1997; January 20, 2005; March 17, 2005; November 14, 2013 [Effective January 1, 2014]; July 11, 2019; September 8, 2022.