MINUTES OF THE BOARD OF GOVERNORS
RISK MANAGEMENT AND AUDIT COMMITTEE
MISSOURI STATE UNIVERSITY-WEST PLAINS
JUNE 20, 2019, 4:00 P.M.
Present - Mr. Craig Frazier, Committee Chair
Mr. Gabriel Gore, Committee Member (by conference phone)
Mr. Gregory Spears, Committee Member (by conference phone)
Ms. Carrie Tergin, Committee Member (by conference phone)
Also Present - Mr. Clifton Smart III, President
Mr. Keith Boaz, Senior Associate Athletic Director, Athletics and Entertainment, Hammons
Student Center (by conference phone)
Ms. Donna Christian, Director of Internal Audit and Risk Management
Ms. Amelia Counts (by conference phone)
Dr. Chris Craig, Deputy Provost
Mr. Ryan DeBoef, Chief of Staff and Assistant to the President for Governmental Relations
Ms. Rachael Dockery, General Counsel and Chief Compliance Officer
Dr. Frank Einhellig, Provost
Mr. Steve Foucart, Chief Financial Officer
Dr. Tammy Jahnke, Dean of the College of Natural and Applied Sciences
Dr. Shirley Lawler, Chancellor, West Plains Campus
Ms. Beverly Miller Keltner, Governor
Mr. William Miller, Student Governor
Mr. Kyle Moats, Director of Athletics
Mr. Wes Pratt, Chief Diversity Officer and Vice President for Diversity and Inclusion
Mr. Kendall Seal, Governor
Mr. Scott Schneider, Director, Business and Support Services, West Plains Campus
Ms. Carol Silvey, Governor
Dr. Dee Siscoe, Vice President for Student Affairs
Ms. Kristan Gochenauer, Secretary to the Board
1. Roll Call – Mr. Craig Frazier, Committee Chair, called the Risk Management and
Audit Committee meeting to order at 4:00 p.m. on Thursday, June 20, 2019, on the Missouri
State University – West Plains campus.
2. Approval of Minutes – Mr. Frazier mentioned that the first item of business was the approval of minutes from the February 21, 2019 meeting. Mr. Gregory Spears made a motion, seconded by Mr. Gabriel Gore.
Motion passed unanimously.
3. Discussion of Entertainment Contract Risks – Ms. Donna Christian, Director of Internal Audit and Risk Management along with Mr. Keith Boaz, Senior Associate Athletic Director, Athletics and Entertainment, discussed the risks associated with entertainment contracts. At the May meeting, revisions were made to the University contract policy to allow for appropriate handling of contracts and annual reporting to the Board. Mr. Boaz reviewed how he negotiates contracts and the changes in handling of these over the last few years. President Clif Smart pointed out that he originally tasked Mr. Boaz with only bringing in shows that broke even or made a profit. Over the last three years, Mr. Boaz has been very successful. Mr. Boaz stated he uses two models – the Arena model, which holds zero risk and the Hall model, which carries some risk, which is mitigated through co-promoting/co-partnerships of shows by working with companies to bring large shows to Springfield at the same time they are being shown in larger cities. He noted the importance of quality over quantity and shared that ticket season holder numbers continue to increase. Mr. Frazier agreed with the approved policy changes and noted that the Board is comfortable moving forward.
4. Closed Meeting – It was determined that the Board of Governors needed to meet in a closed session to consider items of business provided in the Revised Statutes of Missouri. Mr. Frazier asked if a resolution authorizing a closed meeting of the Board was prepared. Thereupon, the following resolution was presented for consideration:
BE IT RESOLVED by the Board of Governors for Missouri State University that a closed meeting, with closed records and closed vote, be held during a recess of the June 20, 2019, Risk Management and Audit Committee meeting of the Board of Governors to consider items of business pursuant to:
A. R.S.Mo. 610.021(13). “Individually identifiable personnel records, performance
ratings or records pertaining to employees or applicants for employment…;” and
B. R.S.Mo. 610.021(17). “Confidential or privileged communications between a
public governmental body and its auditor,...”
Ms. Carrie Tergin moved the approval of the resolution and Mr. Spears seconded the motion.
A roll-call vote on the motion was as follows: those voting in favor – Governors Frazier, Gore, Spears and Tergin; those voting against – none.
Mr. Frazier declared the resolution passed unanimously. The open meeting was recessed at 4:40 p.m. to go into closed session.
The open meeting was reconvened at 5:48 p.m.
5. Adjournment – Mr. Frazier adjourned the meeting at 5:48 p.m., on the motion
of Ms. Tergin, the second of Mr. Spears, and the unanimous approval of the committee.
Kristan Gochenauer
Secretary to the Board