risk management strategies. The Committee shall report regularly to the full Board, to the extent possible, its assessment of risk for the University and its evaluation of the University's risk management policies.

Organization

Membership/Structure/Quorum

The Governance Committee shall consist of at least three but no more than five members. The Committee chair and the members of the Committee shall be appointed by the Chair of the Board of Regents. The President of the University shall be a non-voting, ex-officio member of the Committee. Committee members should have business and/or legal expertise. A simple majority of the members of the Committee shall constitute a quorum.

Staff Designee

The Vice President for External Relations and Development shall be staff to the Governance Committee.

Meetings

The Governance Committee shall convene at least two times per year, prior to regularly scheduled full Board meetings, and as may be called by the Committee's chair. Committee members may participate by teleconference.

Agendas, Minutes, and Reports

The chair of the Committee, in collaboration with the staff designee, shall be responsible for establishing the agendas for meetings. An agenda, together with relevant materials, shall be sent to Committee members at least 14 days in advance of the meeting. Minutes for all meetings shall be drafted by the staff designee, reviewed by the Committee chair, and approved by Committee members at the following meeting.

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