Mitchell Hamline School of Law

“The executive committee shall have a minimum of five members, including the chair. Vice chair, secretary and treasurer of the board. The president and dean is an ex-officio member of the executive committee, without power to vote, and is not counted as a member of the committee for the purposes of determining a quorum or otherwise. Between meetings of the board of trustees, the executive committee has a general supervision of the administration and property of the school except that, unless specifically empowered by the board of trustees to do so, it may not take any action inconsistent with a prior act of the board of trustees, award degrees, alter bylaws, remove or appoint the president, or take any action which has been reserved for the board.”

“In december 2015, william mitchell college of law and hamline university school of law combined to form mitchell hamline school of law (mhsl). Hamline university shall have the right to nominate candidates for the position of trustee in accordance with the provisions of mhsl's bylaws, up to one-third (33 1/3%) of the total number of trustees; provided that the president of hamline university shall count as a university-nominated candidate. The president of hamline university will be an ex-officio member of the mhsl board and shall have full rights, privileges and responsibilities of other trustees, including the right to vote and to place items on the agenda of any meeting, unless the combination agreement is terminated.”

“There are a limited number of "consequential matters" such as dissolutions, bankruptcy or name change that would require approval of the hamline university board, none of which involves the design or operation of the legal education program at mhsl.”

“The compliance committee of the board is authorized by the board of trustees to review the tax return with management. An advance copy of the return is distributed to the members of the committee a week before the meeting preceding the filing of the return. The committee reviews and accepts the return and a copy of the final version of the return is then distributed to each member of the board before it is filed.”

“The school's conflict of interest policy covers board trustees, non-trustee members of a board committee, any member of the president's senior leadership team or any key employee of the school. A person who has a conflict of interest shall not participate in or be permitted to hear the board's or committee's discussion of the matter except to disclose material facts and to respond to questions. Such person shall not be counted in determining the presence of a quorum for purposes of the vote. The person having a conflict of interest may not vote on the contract or transaction and shall not be present in the meeting room when the vote is taken, unless the vote is by secret ballot. Review of the potential conflicts of interest and determinations are made by remaining board or committee members that do not have a conflict. All proceedings are documented in the meeting minutes including details of the disclosure, relevant discussion, and the conflicted member's ineligibility to vote.”

“The human resource (hr) office gathers comparability data from outside independent sources and provides this information to the board, which allows them to set compensation in line with market data for the president and dean and guidelines for compensation for the rest of the school. Compensation for other employees is set by the president and dean in consultation with hr using comparability data provided by outside consultants and performance reviews. The process described here was last completed in 2024.”

“The school's governing documents, conflict of interest policy, and financial statements are made available upon request.”

“Change in split interest agreements -27,797.”

“The audit oversight process has not changed from prior year.”