(Approved at March 21, 2014 Board of Trustees Meeting)

CO

!"! O# C$A% !&TO' BOA%( O# T%)&T!!& M!!T*'" #rida+, #e,ruar+ 2-, 2014 %ando.ph $a.. Boardroo/ 0120 a./. 3residing1 "regor+ (. 3adgett, Chair

Board Me/,ers 3resent1 Mr. (ona.d $. Be.4, Mr. 5ohn $. Busch, Mrs. (e/etria 'oisette C.e/ons, (r. . Cherr+ (anie., Mr. #ran4 M. "adsden, Mrs. %enee B. "o.dfinch, Ms. $enrietta ). "o.ding, Mr. (avid $. $a+, Ms. 3ans+ 6ing7%eid, Mr. ". ee Mi4e.., Mrs. Anna.i8a O. Moorhead, (r. To+a (. 3ound, Mr. (anie. %avene., Mrs. %enee B. %o/,erger, (r. !d9ard . Tho/as, 5r., Mr. 5oseph #. Tho/pson, 5r., and Mrs. %icci and :e.ch. Board Me/,ers 3articipating ,+ Conference Ca..1 Mr. 5effre+ M. &chi.8 and Mr. 5ohn B. :ood, 5r. Others present1 6athr+n Bender, &enior ;3 for ega. Affairs<"enera. Counse.= Mi4e $as4ins, !>ecutive ;3 for !>terna. %e.ations= !.i8a,eth 6asse,au/, !>ecutive &ecretar+ to the Board of Trustees ? ;3 for Co..ege 3ro@ects= 5a/ie #errare, A"B &earch #ir/ Consu.tant= Brian Mc"ee, Chief of &taff<&enior ;3 for !>ecutive Ad/inistration= Mi4e %o,ertson, &enior (irector, Media %e.ations= 5oAnn Throc4/orton, Ad/inistrative Assistant= and Bett+ Craig, recording secretar+. Chair 3adgett ca..ed the /eeting to order at 0120 a./. noting that the /eeting notice has ,een posted and the press notified as reAuired ,+ the #reedo/ of *nfor/ation Act. WELCOME AND INTRODUCTIONS1 Chair 3adgett 9e.co/ed ever+one attending the /eeting, inc.uding those /e/,ers of the ca/pus co//unit+ interested in the 3residentia. &earch. [For the record, the list of interested members of the campus community is included at the end of these minutes.] A.so, he 9e.co/ed (r. 5a/ie #errare, A"B &earch Consu.tant, 9ho @oined the /eeting to assist 9ith the 3residentia. &earch 3rocess. Chair 3adgett 9e.co/ed /e/,ers of the Board of Trustees 9ho 9ere present in the roo/ B Trustees (on Be.4, 5ohn Busch (9i.. arrive short.+), (e/etria C.e/ons, Cherr+ (anie., #ran4 "adsden, %enee "o.dfinch, $enri "o.ding, (avid $a+, 3ans+ 6ing7%eid (9i.. arrive short.+), ee Mi4e.., Anna.i8a Moorhead, To+a 3ound (9i.. ,e .ate), (an %avene., %enee %o/,erger, !ddie Tho/as, 5oe Tho/pson and %icci :e.ch. $e noted that 5eff &chi.8 (9i.. ,e .ate) and 5ohn :ood 9i.. participate ,+ conference ca... And fina..+, he recogni8ed 6athr+n Bender, Brian Mc"ee, !.i8a,eth 6asse,au/, Mi4e $as4ins, Mi4e %o,ertson and Bett+ Craig as other attendees at the /eeting.

APPROVAL OF MEETING MINUTES: Trustee ee Mi4e.. as4ed for unani/ous consent to a/end the /inutes of the #e,ruar+ 11, 2014 &pecia. Board Meeting. Be.o9 is the state/ent to ,e added on page 2 of the #e,ruar+ 11, 2014 &pecia. Board Meeting Minutes. CChair 3adgett than4ed the Board for a productive discussion of candidates for the position of 3resident, and he .oo4s for9ard to the continued discussion of candidates at the ne>t /eeting 9hich 9i.. ,e schedu.ed at a date and ti/e to ,e deter/ined.D The motion was made ! T"#stee Che""! Danie$% and se&onded ! T"#stee Renee Rom e"'e"% to a(("o)e the min#tes o* the Fe "#a"! ++% ,-+. /oa"d Meetin'% as amended0 The Chai" &a$$ed *o" the !eas and na!s% and the amended Min#tes we"e a(("o)ed ! )oi&e )ote0 #or the record, Trustee $enrietta "o.ding a,stained fro/ voting on the a/end/ent since she didnEt attend the #e,ruar+ 11 Board Meeting. PRESIDENTIAL SEARC1 PROCESS REVIEW: Chair 3adgett re/inded the Board /e/,ers that at its /eeting on #e,ruar+ 11 the Board considered the reco//ended candidates provided ,+ the 3residentia. &earch Co//ittee. $e stated that the 9or4 of the 3residentia. &earch Co//ittee is critica..+ i/portant, and he e>pressed his than4s to the facu.t+, ad/inistrators, student, Trustees, and vo.unteer .eaders 9ho /ade up the search co//ittee. The candidates reco//ended ,+ the &earch Co//ittee 9i.. receive ever+ consideration. #urther, Chair 3adgett noted that toda+ the Board /ust fu.fi.. its dut+ and decide 9ho 9i.. ,eco/e presidentia. fina.ists and 9i.. continue the process that shou.d .ead to the announce/ent of Board7 approved presidentia. fina.ists and intervie9s 9ith those fina.ists. Chair 3adgett stated that he 9anted to ,e a,so.ute.+ c.ear on a fe9 issues that have ,een raised in recent da+s. *nitia..+, so/e friends of the Co..ege have 9orried that the &earch Co//itteeEs findings are not receiving the carefu. attention of the Board of Trustees. &o/e have even suggested that the Trustees shou.d consider rei/,ursing the #oundation Board the cost of the search, if the &earch Co//itteeEs resu.ts are not respected. $e assured ever+one that he and his fe..o9 Trustees have enor/ous respect for the findings of the &earch Co//ittee. Those findings and reco//endations are ,eing used ,+ the Trustees. *t is the case, ho9ever, that the Board, and on.+ the Board, is u.ti/ate.+ responsi,.e for na/ing presidentia. fina.ists. On a re.ated point, the BoardEs u.ti/ate responsi,i.it+ for na/ing fina.ists shou.d not ,e a surprise to an+one. Chair 3adgett read fro/ the Charge to the 3residentia. &earch Co//ittee fro/ the 'ove/,er F, 2012 /inutes of the co//ittee, 9hich are avai.a,.e on .ine1

CThe Board of Trustees of the Co..ege of Char.eston charges the 3residentia. &earch Co//ittee G 9ith conducting a search for the Co..ege of Char.estonEs 22nd 3resident and presenting to the Board of Trustees the na/es of no /ore

than five candidates, unran4ed, for consideration. The Board of Trustees, acting under the authorit+ granted to it under &C Code H07120720, sha.. se.ect and eva.uate the fina.ists and appoint the 22nd 3resident of the Co..ege of Char.eston.D This sa/e point, na/e.+, that the Trustees se.ect the fina.ists, 9as /ade at the 5anuar+ 1F, 2014 /eeting of the &earch Co//ittee. Chair 3adgett is confident that ever+ Trustee 9i.. give the &earch Co//itteeEs reco//endation their fu.. consideration. But, he noted that, as Board Chair, he doesnEt have the po9er to go ,ac4 in ti/e and revise the charge given to the &earch Co//ittee. $e a.so cannot ignore the .ega. authorit+ given to the Board of Trustees under the &. C. Code of a9s. The Co..ege of Char.eston 3residentia. &earch 9e,page on the Co..egeEs 9e,site 9i.. continue to ,e updated as appropriate in order to 4eep the ca/pus co//unit+ infor/ed. And fina..+, again, Chair 3adgett stated that it is persona..+ and professiona..+ gratif+ing to hi/ to 9or4 9ith ever+one on this i/portant effort for the future of the Co..ege of Char.eston. Chair 3adgett as4ed 5a/ie #errare, A"B &earch Consu.tant, to share his thoughts ,efore the+ continue their discussion of the presidentia. search 9ith the Board of Trustees. 5a/ie to.d ever+one the+ shou.d ,e proud of the 3residentia. &earch Co//ittee. The Co//ittee 9or4ed di.igent.+ and fo..o9ed the process. $e stated that he .oo4s for9ard to 9or4ing 9ith the Board of Trustees in this process. E2ECUTIVE SESSION1 The motion was made ! T"#stee Lee Mi3e$$% and se&onded ! T"#stee F"an3 Gadsden% to 'o into E4e&#ti)e Session at 5:.- a0m0 to &onside" a &andidate6s 7#a$i*i&ation *o" an hono"a"! de'"ee% dis&#ss em($o!ment &onsistent with the S0 C0 F"eedom o* In*o"mation A&t 8Se&tion 9-:.:;- <a= <+=> and dis&#ssion o* ne'otiations in&ident to ("o(osed &ont"a&t#a$ a""an'ements and ("o(osed (#"&hase?$ease o* ("o(e"t!0 A$$ in *a)o"0 Chair 3adgett noted that on.+ the /e/,ers of the Board of Trustees and 5a/ie #errare, A"B &earch Consu.tant, 9i.. re/ain in !>ecutive &ession. IElizabeth Kassebaum, Mike Haskins, Kathryn Bender, te!e "sborne, Mike #obertson and Betty $rai% left the meetin% room but &ere asked to remain in close pro'imity to the meetin% room.] [For reasons of confidentiality in E'ecuti!e ession, (eff chilz and (ohn )ood ackno&led%ed they &ere alone in a pri!ate !enue on a phone line not bein% recorded.] [*rustee (ohn Busch +oined the meetin% at ,,-.. a.m.] [*rustee (eff chilz +oined the meetin% !ia conference call at /-01 p.m.] The motion was made ! T"#stee @oe Thom(son% and se&onded ! T"#stee F"an3 Gadsden% to &ome o#t o* E4e&#ti)e Session at A:,B (0m0 A$$ in *a)o"0 [#e%ular session resumed.]

Chair 3adgett noted for the record that no action 9as ta4en during !>ecutive &ession. The motion was made ! T"#stee Dan Ra)ene$% and se&onded ! T"#stee Renee Rom e"'e"% that Edwin Pea"$stine e a(("o)ed to "e&ei)e an hono"a"! de'"ee at the Ma! ,-+. G"ad#ate S&hoo$ Commen&ement Ce"emon!0 The Chai" &a$$ed *o" the !eas and na!s% and the motion (assed #nanimo#s$! ! )oi&e )ote0 VOTES FOR PRESIDENTIAL CANDIDATES: A motion was made ! T"#stees 1en"ietta Go$din'% and se&onded ! T"#stee Dan Ra)ene$% to ado(t a s(e&ia$ "#$e o* o"de" (e"mittin' ("e*e"entia$ )otin' ! a$$ot% with the s(e&ia$ "#$e o* o"de" to "emain in e**e&t on$! d#"in' the /oa"d o* T"#stees meetin' o* Fe "#a"! ,C% ,-+.0 Consistent 9ith this specia. ru.e of order, the five presidentia. candidates receiving the /ost votes 9ou.d then ,e contacted ,+ the Board Chair or his designee and offered the opportunit+ to ,eco/e presidentia. fina.ists. The Chai" &a$$ed *o" the !eas and na!s% and the motion (assed ! )oi&e )ote. #or the record, Trustee 5eff &chi.8 stated that he had voted against the /otion1 C* a/ voting for the s.ate of candidates that 9as advanced to the Board ,+ the &earch Co//ittee. The &earch Co//ittee consisted of a ,road representation of various constituencies that are part of the CofC co//unit+. *t is /+ ,e.ief that it is of para/ount interest in this 3residentia. &earch process to find a .eader that 9i.. first, unite the Co..ege co//unit+, and second, enhance the reputation of the schoo.. Because of the strong consensus for the candidates the &earch Co//ittee sent the Board of Trustees, and out of respect for their 9or4, * a/ voting for those candidates.D As directed ,+ Chair 3adgett, !.i8a,eth 6asse,au/ distri,uted a paper ,a..ot to each Trustee. Trustees 9ere instructed ,+ the Chair that the+ cou.d vote for a /a>i/u/ of five candidates. !ach candidate 9as identified on the ,a..ot on.+ ,+ a previous.+ assigned .etter of the a.pha,et (e.g., CCandidate CD). Trustees 9ere then as4ed to /ar4 their ,a..ots and return the/ to !.i8a,eth 6asse,au/. [Ei%hteen ballots &ere collected. $hair 2ad%ett asked e!eryone to stand at ease &hile Ms. Kassebaum and $hair 2ad%ett counted the !otes.] #o..o9ing a count of the votes, Chair 3adgett announced the identities (,+ previous.+ assigned .etter of the a.pha,et) for the five presidentia. candidates receiving the /ost votes. !ach candidate fro/ this .ist 9i.. ,e invited to ,eco/e a presidentia. fina.ist. !ach fina.ist 9i.. ,e as4ed to participate in intervie9s on ca/pus 9ith various ca/pus constituencies. #or the record, Trustee 5ohn :ood stated that he did not vote in favor of the se.ected s.ate of candidates. Chair 3adgett announced that the na/es of the fina.ists 9i.. ,e /ade pu,.ic once the candidates confir/ that the+ 9ant to continue to ,e considered for the presidenc+. The motion was made ! T"#stee 1en"ietta Go$din'% and se&onded ! T"#stee Da)id 1a!% that the meetin' e adDo#"ned at A:BB (0m0

Me/,ers of Ca/pus Co//unit+ attending the 5anuar+ 21, 2014 Board of Trustees Meeting1 Ti/ Bar4er, Che/istr+ (epart/ent Trac+ Bates, *nfor/ation Techno.og+ &ean Bath, M!&<M3A Mar+ Batt.e, Aver+ %esearch Center Mar+ Bergstro/, %egistrarEs Office (e,orah Bid9e.., Bio.og+ (epart/ent %ichard Bode4, $istor+ (epart/ent 6risti Brian, *nstitutiona. (iversit+ Cher+. Car/oc4, !nviron/enta. &tudies :end+ Cor+, Che/istr+ (epart/ent 5i/ (eavor, &choo. of &ciences and Mathe/atics 6atie (e9itt, M3A 6aren !ppet, $ea.th Advising Marce..a #orconi, Che/istr+ (epart/ent Cassandra #oster, "raduate &tudies Chris "i..iard, M&3&<&afe Jone Bethan+ "oddier, Co//unications (epart/ent &usan $a..att, "raduate &tudies 6aren $auschi.d, Acade/ic Advising To/ $eene+, Co//unications (epart/ent To/ $o.co/,, %OA%<&afe Jone 5ason $o9e.., Mathe/atics (epart/ent Chris 6ore+, Bio.og+ (epart/ent Crist+ andis, Acade/ic Advising %ichard avric4, Che/istr+ (epart/ent Mar4 McConne.., "raduate &tudies 3ene.ope Mc6eeren, MBA &hannon Mc6en8ie, (isa,i.it+ &ervices Ada/ Mende.sohn, 5e9ish &tudies Beth Me+er Bernstein, Bio.og+ (epart/ent %o,+n O.e@nic8a4, "raduate &tudies (ave O9ens, Bio.og+ (epart/ent A..ison 3iep/ier, :o/en ? "ender &tudies Matt %utter, Bio.og+ (epart/ent Bri &anders, :o/en ? "ender &tudies Me.inda &charstein, i,rar+ Miche..e &e..ars, i,rar+ 6ir4 &tone, Co//unications (epart/ent Me.issa Tho/as, Center for &tudent earning Broo4 ;an $orn, Che/istr+ (epart/ent 5o.anda ;anArnhe/, i,rar+ 5ustin :+att, Che/istr+ (epart/ent