ICC Board of Directors and Executive Director/Academic Dean
BOARD OF DIRECTORS, POWERS AND DUTIES
General Powers and Duties
The affairs of the College shall be managed by the Board of the College. The Board shall act only as a Board of Directors and the individual Directors shall have no power as such except at a duly called meeting of the Board. The Board shall exercise all powers and responsibilities in accordance with applicable law, consistent with the best interests of the College and its students, and within the limits of responsible business judgment. Subject to the foregoing, the Board may, unless the context otherwise requires:
1)Engage in any lawful business consistent with the purposes of the College.
2)Exercise general authority and responsibility for the management and the operation of the College, within and without the lands of the YST and exercise the powers set forth in this Charter without previous authorization or subsequent approval except as otherwise provided herein.
3)Engage in the formulation of all actions necessary or desirable incidental to the establishment of the College’s organization including the identification of a mission and vision for the College, specifying key goals, and ensuring that college management implements strategies for attaining those goals.
4)Adopt management and administrative systems, policies and procedures in written form for the effective management and administration of the College, including, but not limited to policies and procedures for purchasing, accounting, grants and contracts, equipment, personnel, financial aid, registration, and student policies and procedures. These shall be interpreted to give usual and essential latitude to the college President and the President’s delegated employees.
a)Limitations shall be established on funds, which may be expended without specific prior written approval of the Board.
b)The Board shall provide copies of all College policies and procedures to the Business & Claims Committee.
5)The Board shall exercise full authority and shall be responsible for the custody, utilization, management, maintenance and operation of all College property and facilities set aside therefore by the YST Business & Claims Committee or as otherwise acquired for said purpose. The Board shall plan for, develop and/or operate such lands for College purposes, plan for and construct improvements and, subject to approval of the Business & Claims Committee, negotiate and hold leases or sublease real property, and take any and all usual, necessary and convenient actions incidental thereto, provided that nothing in this Charter shall be construed as authorizing the College to mortgage or encumber trust or restricted real property of the Tribe without the prior written consent of the Business & Claims Committee.
6)Select, employ, supervise, direct, evaluate, and remove the College President.
7)Adopt rules for the orderly conduct of the business of the Board, evaluate the effectiveness and the efficiency of the Board and provide for training and evaluation of individual Board members.
8)Make investment decisions, subject to the limitations contained herein or in any advance of funding.
9)Borrow funds, subject to the express limitation that the Board shall not incur obligations on behalf of the College in excess of its ability to pay as required and on the condition that the Tribe shall not be liable for the debts or obligations of the College incurred by the Board.
10)Establish and maintain effective fiscal and operating policies.
11)Select, employ, elect, hire or appoint officers, agents, teachers, curriculum developers, auditors, independent legal counsel, and such professional consultants the Board determines may be needed from time to time, and to define their duties and fix their compensation.
12)Acquire by gift, purchase, exchange, lease, hire or otherwise and to hold, own, manage, operate, mortgage, pledge, hypothecate, exchange, sell, deal in and dispose of, either alone or in conjunction with others, all College personal property and interests therein, and commodities of every kind, character and description necessary or incidental to the purposes of the College set forth in this Charter and in the ordinary course of business therefore.
13)Acquire by gift, application, assignment, purchase, exchange, lease, hire or otherwise and to hold, own, use, license, lease, and sell, either alone or in conjunction with others, the absolute or any partial or qualified interest in and to inventions, improvements, letters patent and applications therefore, licenses, formulas, privileges, processes, copyrights and applications therefore, trademarks and applications therefore, and trade names, provided that title of all such acquisitions shall be taken in the name of the YST and such interest may be sold only with the prior consent of the Business & Claims Committee.
14)Make any guaranty, respecting indebtedness, interest, contracts or other obligations lawfully entered into by or on behalf of and in the name of the College, to the extent that such guaranty is made in furtherance of the purposes set forth in this Charter.
15)Enter into, make, perform and carry out or cancel and rescind, contracts for any lawful purposes pertaining to the business of the College to the extent that such contract is necessary or incidental to the purposes of this Charter, provided that:
a)no contract or other transaction between the College and any one of the Board, officers or employees of the College or an elected officer or employee of the Tribe, or between the College and any corporation, partnership, firm or other legal entity in which one or more of the foregoing persons has a financial interest, directly or indirectly, shall be valid for any purpose, unless the entire interest of such persons is fully disclosed beforehand to the Board and the proposed contract or transaction is approved, ratified or confirmed by the affirmative vote of at least a majority of the entire Board who have no interest in the transaction;
b)provided that the Board shall not incur contract obligations in excess of the ability of the College to fully perform when due
c)Designate and approve all depositories used for the deposit of Funds of the College.
16)Approve and adopt budgets prior to the commencement of the subsequent fiscal year and take action with reference to the use of funds under the exclusive control of the College for operating and capital addition purposes. A copy of the approved budget shall be provided annually to the YST B&C.
17)Delegate executor authority by appointment and through formal action, recorded in written form, by two persons. Authorized individuals shall be the Board Chairperson, Vice-Chairperson, or Treasurer, and the President, who shall be authorized for a specific term to execute all checks, drafts or other orders for the payment of money, contracts, notes, bonds or other evidence of indebtedness, financial instruments and similar documents on behalf of and in the name of the College provided that:
18)under no circumstances shall said appointees be authorized to bind the College through contract or otherwise, absent prior formal written and recorded consent, of the Board; and
19)that such appointments be revocable at will by formal Board action; and
20)that the College shall require a background investigation of and may require an adequate Fidelity bond for all officers, agents or employees responsible for the handling or safeguarding of funds, property or other assets of the College prior to, or as a condition of said appointment, and may at its discretion, require aboard to be undertaken by such personnel.
21)Undertake an annual fiscal and management audit of the College’s operations through the services of an independent and certified public accounting firm. The Chairperson of the Board of Directors shall, after the completion of an annual fiscal and management audit, make a formal oral and written report to the Business & Claims Committee and General Council, not less often than annually and within 180 days of the close of the College’s fiscal year. Such report shall include a summary of the budget, which the Board has approved for the coming fiscal year, program details of the College’s major activities for the year just completed, and a comparison audit of the prior fiscal year.
22)Actively monitor management and administrative systems, policies and procedures described at Article IV (A)(4) herein, through internal reviews and audits. The Board shall have ultimate responsibility to ensure that these systems serve the best interests of the students, the College and the Tribe.
23)Adopt or amend any and all policies and procedures as required, through formal Board action.
24)Establish and implement sound accounting and financial systems in accordance with generally accepted accounting practices.
25)Set a reasonable stipends to be paid Directors for attendance at Board meetings, to authorize payment of a reasonable travel per diem, travel allowance or reimbursement for authorized expenditures for travel, and for other purposes.
26)Recommend amendment or revision of this Charter to the Business & Claims Committee and General Council whenever deemed appropriate to improve the operation and management of the College.
27)Have and exercise all powers necessary, proper, advisable, incidental and convenient to affect any or all of the powers, responsibilities and purposes for which the College is established.
General Powers and Duties
Until such time as duly authorized Administrators of the College listed in Article IX of this Charter are selected and appointed, or if vacancies therein occur due to death, resignation, or termination of employment of the Administrators, the Board shall have plenary authority to employ, supervise and direct consultants to fulfill the functions necessary for the day-to-day management and administration of the College.
Ihanktonwan Community College
"Seeking To Learn"
ADMINISTRATORS OF THE COLLEGE
Administrators of the College
The Administrators of the College shall provide the day-to-day management and administration of the College, which shall include, but not be limited to, Accounting, Education, Student Services, and Institutional Development and Research. The Administrators of the College may include, but not be limited to, the following:
A College President or Executive Director who shall have general oversight of all management, operations, facilities and staff of the college.
A Business Manager who shall have responsibility for Accounting, Finance, Property and Supply, Buildings and Grounds, Maintenance and Human Resources; and all other such departments necessary for undertaking the College’s mission to provide higher education. Answers to the Executive Director.