Board of Trustees
Richard Barch, Founder and Chief Executive Officer of Stauder, BARCH & ASSOCIATES, INC., Michigan’s largest municipal bond advisors for over 48 years. The firm completed over 4,500 financings with school districts, cities, and countys; including financing for school bonds, sewage, drains, airports, and community colleges. Mr. Barch has been a pioneer in the development of innovative financings such as: the first increment, jail, co-generation, resort authority, taxable county revolving fund and energy savings financings in the State.
In response to the need for energy retrofit in Michigan cities and schools, Mr. Barch originated and implementad the concet of “pay as you go financing” which facilitated the enactment of Public Act 431 (Act 22) the “Energy Act” enabling more than 150 Michigan municipalities to be more energy efficient. He originated and successfully implemented similar legislation in Ohio with the enactment of H.B. 264 in the fall of 1985. Additionally, his firm was also appointed by the Michigan State Treasurer to act as Financial Advisor to the State of Michigan Municipal Bond Authority. Mr. Barch has substantial experience in working with Moody’s Investors Service, Inc. and Standard & Poor’s Corp., and has improved more credit ratings for Michigan Municipalities than any other firm in Michigan.
Mr. Barch is a graduate of the University of Oklahoma and also attended the Wharton School of Business at the University of Pennsylvania. Mr. Barch also received an honorary Doctorate from Lake Superior State University.
Patricia Caruso, 2nd Vice Chair
Patricia L. Caruso joined the Michigan Department of Corrections in 1988 and served in several capacities including three years as business manager, nine years as warden, two years as regional prison administrator, and ten months as deputy director. In July of 2003 she was appointed Director of the Department by Governor Jennifer Granholm. She retired from the Department on January 1, 2011. Director Caruso received a B.A. in political science and sociology from Lake Superior State University and a Master of Arts in comprehensive occupational education from the University of Michigan. She is the Chairperson of the Foundation Board at Lake Superior State University.
Director Caruso has an extensive career in Criminal Justice and has served on a number of posts throughout her career and remains active in a number of professional correctional organizations.
- Association of Women Executives in Corrections, past President
- Association of State Correctional Administrators, past President
- American Correctional Association (ACA), past Vice President
- 2018 recipient of ACA’s ER Cass Award recognizing lifetime achievement in the corrections field
- North American Association of Wardens and Superintendents, past President
Director Caruso is currently the lead facilitator for the Warden Peer Interaction Training program at Sam Houston State University and is the facilitator of the National Institute of Corrections flagship leadership program, Executive Excellence. She provides consultation and expert witness services to a group of law firms representing Michigan prisoners impacted by the recent US Supreme Court decision regarding juveniles sentenced to life without parole. Director Caruso also speaks in various venues around the country on topics such as Michigan’s successful prison population reduction, prisoner reentry, and professional management in the public sector, women in corrections, leadership, sentencing reform, and the politics of corrections.
Director Caruso and her husband, Stan, have been married for forty three years and make their permanent home in Sault Ste. Marie, Michigan and own and operate two small businesses. They are the proud parents of two grown children. Their son, Timothy, is an air traffic controller and licensed commercial pilot. He and his wife Heather, along with their twelve year old son, Christian and his two year old brother Caleb, make their home in the Detroit area. Their daughter, Sarah, received her MD from Wayne State Medical School and is an ObGyn in Sault Ste. Marie. She and her husband, Chad, reside there with their ten year old daughter, Reese and her eight year old sister, Mia.
Sheri Davie, of Marquette, is the executive director for the Marquette Brownfield Authority. Ms. Davie previously worked as the Upper Peninsula district representative for Sen. Debbie Stabenow and in multiple roles at LSSU. She holds a Bachelor of Science in Individualized Studies from Lake Superior State University and a Master of Public Administration from Northern Michigan University. Ms. Davie is appointed for a term commencing August 11, 2022, and expiring January 27, 2030.
Jon P. DeRoo, of Chesterfield, is the financial secretary and treasurer for Detroit Plumbers Local 98. Mr. DeRoo also serves as the chair of the Joint Apprenticeship Training Committee and as an elected member of the Anchor Bay School District Board of Trustees. He holds a Bachelor of Science in History from LSSU and an Associate of Applied Science in Construction Supervision from Washtenaw Community College. Mr. DeRoo is appointed for a term commencing August 11, 2022, and expiring January 27, 2030.
Dr. Lynn G. Gillette, Interim President
Dr. Lynn G. Gillette joined Lake Superior State University on July 1, 2018, as the Provost and Vice President for Academic Affairs. On April 3, 2023, the Lake Superior State University Board of Trustees appointed Dr. Gillette as Interim President of Lake Superior State University, effective immediately.
Prior to joining LSSU, he served as Provost and Vice President for Academic Affairs at Nicholls State University. He worked with faculty and staff to create and implement multiple initiatives to increase student success and retention. In three years, freshmen retention increased by 11 percentage points. He also worked with the faculty to add new programs that increased enrollment.
Prior to joining Nicholls, he was Provost and Executive Vice President and then President of Sierra Nevada College (SNC). Working with everyone on campus, large historic operating deficits were eliminated and the College achieved unprecedented financial stability. He worked with the faculty to transform SNC to a culture of active learning in every class, undergraduate research in every major, service learning required for all interdisciplinary majors, and student academic competitions and symposiums. He and the faculty added fifteen new academic programs that led to an increase in enrollment.
Dr. Gillette has served on the faculty of multiple institutions including Texas A & M University, the University of Texas at Austin, Southern Methodist University, the University of Kentucky, and Tulane University.
He is a recognized expert in innovative teaching techniques that engage students in their learning, and he has received 13 outstanding teaching awards. He has given over 60 presentations at professional conferences on active learning, retention, and change management. He received a BA in Economics from the University of Richmond, a Ph.D. in Economics from Texas A&M University, and he is a graduate of the Management Development Program at Harvard University.
Dr. Gillette has two daughters: Jacquelyn, an Assistant Professor of Accounting at the MIT Sloan School of Management, and Danielle, a senior at the University of Missouri – Columbia and a future medical doctor. He has an identical twin brother, Bob, who is a professor in economics at the University of Kentucky. He and his brother both played intercollegiate baseball at the University of Richmond.
Timothy L. Lukenda, Chair
Tim Lukenda was the President and Chief Executive Officer of Extendicare Inc. from April 2008 until October 2018. As CEO, Tim had overall responsibility for the strategic, financial and operational success of one of North America’s largest public companies in the Senior healthcare sector. Extendicare owned and operated 245 senior care centers in 12 States and five Canadian provinces with over 30,000 employees. In addition, Extendicare became the largest provider of home healthcare services in Canada and operated an industry-leading management services and group purchasing organization. In his role, Tim was committed to a vision of “helping people live better” by delivering high-quality care and service throughout the senior healthcare continuum. Before joining Extendicare, Tim was the President and Chief Operating Officer for over 11 years at Tendercare, the largest provider of skilled nursing and rehabilitation centers in the State of Michigan. Prior to Tendercare, Tim was Vice President, Investment Banking with RBC Dominion Securities in Toronto and Calgary, Canada where he was involved in numerous private and public financings and acquisition and divestiture transactions. He is a graduate of the University of Notre Dame with a Bachelor of Business Administration in Finance (with Honors) degree and achieved a Bachelor of Laws (LLB/JD) degree from the University of Western Ontario and an MBA from the Ivey School of Business in London, Ontario.
Tim is currently the President and Governor of the Soo Greyhounds Hockey Club of the Ontario Hockey League.
Tim has been married for 28 years to his high school sweetheart, Mary-Lynne, and together they are raising three wonderful children (Carter, Macauley, and Cooper) and supporting them in the pursuit of their passions.
Cynthia Williams, 1st Vice Chair
Cynthia Williams served as the Executive Director of the Michigan Education Special Services Association, known as MESSA, for sixteen years prior to her retirement. In business for 60 years, MESSA provides health and related benefits to Michigan public schools, community colleges, and universities.
In her capacity as Executive Director, she managed all aspects of MESSA’s business operations, including working with the Association’s elected Board of Trustees. Her responsibilities included financial and strategic planning, business retention and development, and management of a staff of 300 employees.
Prior to joining MESSA, Ms. Williams served in senior management and as Legal Counsel to the Michigan Education Association. She has also worked in a private law practice, where she developed an expertise in the areas of labor and employment law, civil rights, and education law. She served as a law clerk to Michigan Supreme Court Justice Michael Cavanagh prior to entering private practice.
Williams was a member of the Michigan Children’s Trust Fund Board of Directors from 2009-2012, serving as its chairperson from 2010 to 2012. She also served on the Lake Superior State University Foundation Board of Directors from 2011 to 2019. She currently serves as a member of the Planning Commission for the City of East Lansing.
Ms. Williams holds a Bachelor of Arts degree in English Language and Literature from Lake Superior State University and a Juris Doctorate from Thomas M. Cooley Law.
She has two sons, Andrew and Jeff (married to Kathryn Loomis), and two grandchildren, Sylvia and Mackinac.
She was appointed to the Board of Trustees of Lake Superior State University by Governor Whitmer in July 2020.
Bylaws of the Board of Trustees
The Board of Lake Superior State University is vested with the authority to govern this public institution of higher education by virtue of Section 6, of Article 8, of the Constitution of the State of Michigan and Public Act 26 of 1969, as amended.
In their stewardship, the Trustees intend to uphold and foster the highest standards of human conduct and achievement for all members of the University community.
The Board encourages all University staff and students to attain the highest standards of academic excellence, and to demonstrate responsible and ethical standards of conduct to sustain the common good of the University.
The Board of Trustees pledges to uphold all principles of law and sound government in performing its oversight responsibilities.
LAKE SUPERIOR STATE UNIVERSITY BOARD OF TRUSTEES’ BYLAWS
These Bylaws are promulgated to lend guidance and assistance to the University. The Board of Trustees, the President and the entire University community are bound by and shall uphold these Bylaws.
ARTICLE 1.00 MEETINGS
Section 1.01. Organizational and Regular Meeting Dates of the Board. An organizational meeting of the Board shall be held each year (the first regular meeting that is convened after the month of commencement graduation exercises of the University) for the purpose of electing officers and the transaction of business. At the first meeting of the fiscal year, which commences July 1 and ends June 30, the Board shall establish the date, time and location for regular meetings for the ensuing fiscal year.
Section 1.02. Location of Meetings. Meetings shall be held on the campus or any other location designated by the Board.
Section 1.03. Special and Emergency Meetings. Special or emergency meetings may be called by the Chair alone or upon the request of any three Trustees. In addition to Public Notice, as required by law, notice of such meetings shall be given by the Secretary, to the Trustees, which notice shall designate the date, time, place and tentative agenda for the meeting, as well as the manner by which the call for the meeting occurred.
Section 1.04. Notice of Regular Meetings of the Board. The Secretary shall provide notice, either by mail or electronic means to each Trustee at least ten (10) days prior to each scheduled regular meeting. The Notice shall contain the agenda, time and place of the meeting and all necessary information.
Section 1.05. Public Notice of Regular Meetings of the Board. The Secretary shall give public notice of all meetings of the Board, as required by law and these Bylaws. Public Notice shall be given by prominently posting a copy of the notice at the principal office of the Board and other campus locations. The notice shall specify the date, time and place of the meetings, and the address and telephone number of the Board Office. Once each year, the Secretary shall give public notice of the schedule of the Board’s regular meetings for that respective fiscal year, which notice shall include the date, time and place of each meeting. Change or alteration of any information contained in the original notice requires that the notice be posted anew in the same manner.
Section 1.06. Public Access and Addresses. All regular, special and emergency meetings of the Board shall be open to the public. Persons shall be permitted to address the Board in accordance with the law and under rules established and recorded by the Board. These rules shall be made available to the public upon request.
Section 1.07. Agenda for Meeting. An agenda shall be prepared in advance of each meeting by the President in conjunction with the Secretary and the Chair. The agenda, together with all supporting documents, shall be furnished to each Trustee in accordance with the provisions of Section 1.04. above. Any Trustee, as a matter of right, may cause an item of business to be placed on the agenda of the upcoming meeting by notifying the Chair. Upon Board approval, the President shall be excused from full compliance of the rules under subsection 1.04 whenever critical issues require Board deliberation.
Section 1.08. Rules of Procedure. The rules of customary parliamentary practice contained in Robert’s Rules of Order, Newly Revised, shall govern Board proceedings. Section 1.9. Approval of Agenda. Board action for agenda approval shall occur at the beginning of each meeting; however, the order of items may be altered by the Chair. In addition to the provisions of Section 1.07., any Trustee, as a matter of right, may augment the agenda of a meeting under “Other Business” with items of business for action at that meeting.
Section 1.10. Reports and Resolutions. Prior to regular Board meetings, reports of executive officers and proposed formal resolutions shall be presented and distributed in writing.
Section 1.11. Records of Meetings. Minutes of the proceedings of the Board shall be kept by the Secretary or a Board designee. Proposed minutes of each meeting, upon completion, shall be forwarded immediately to the Trustees. Thereupon, minutes shall be considered for approval with any modification and required revisions at the next regular meeting. The Board meeting minutes will be archived in the President’s Office, the LSSU Shouldice Library and on the LSSU website.
SECTION 2.00 QUORUM AND VOTING PROCEDURES
Section 2.01. Quorum. A quorum for any meeting shall be a majority of Trustees appointed and serving.
Section 2.02. Voting. Ayes and nays shall be called and entered upon each vote. Affirmative action of the Board shall carry by a majority of the Trustees appointed and serving, except where a greater number otherwise is required.
Subsection 2.02 (a). To adopt the operating budget, appoint or dismiss the President, establish tuition, and other motions that the Board from time to time may specify, requires a vote of a majority of the Trustees appointed and serving.
Subsection 2.02 (b). Action on all motions to adopt the operating budget, establish tuition and room-and-board rates, buy or sell real property, authorize the University to enter into a lawsuit or other motions deemed appropriate by the Chair, or any Trustee, shall be by roll-call vote.
SECTION 3.00 BOARD OFFICERS
Section 3.01. Election of Board Officers. At the first regular meeting of the calendar year meeting, the Board, by majority vote of the Trustees appointed and serving, shall elect the following:
Subsection 3.01 (a). For a term of one year, elect and install all Board officers, a Chair, First Vice Chair, Second Vice Chair, Secretary, and Treasurer. The Secretary and Treasurer shall be University staff members and each shall serve at the pleasure of the Board.
Subsection 3.01 (b). Board officers shall hold office until their respective successors are elected and installed. Vacancy in any office, except as provided in Section 3.02 (b), shall be filled for the unexpired term of the previous holder of that office by a majority vote of the Trustees appointed and serving.
Section 3.02. Duties of the Officers. The officers of the Board shall perform the duties expressly enjoined upon them by the laws of the State of Michigan, by these Bylaws, by any guidelines established by this Board, by parliamentary custom and practice, and such other incidental duties as may be deemed traditional within each respective office. Enumerated duties of the respective officers of the Board are the following:
Subsection 3.02 (a). The Chair shall preside at Board meetings. Subject to the provisions of Article I, Section 1.03. above, the Chair may call the Board into special session when deemed appropriate, whether by the Chair’s election or upon the petition of three Trustees.
Subsection 3.02 (b). Whenever the Chair is absent, incapacitated or otherwise temporarily unavailable, the First Vice Chair shall assume the role of acting Chair and preside at Board meetings; whenever the Chair and First Vice Chair are both absent, the Second Vice Chair shall act as Chair and preside.
Subsection 3.02 (c). Whenever the Chair, First Vice Chair, and Second Vice Chair are all absent from any meeting, the Trustees present at the meeting shall elect a Chair, pro tempore.
Section 3.03. Filling Unexpired Terms. Election to fill the unexpired term of a Board officer shall be by a majority vote of the Trustees appointed and serving.
SECTION 4.00. ADMINISTRATIVE OFFICERS
Section 4.01. President. The Board shall hire a President to serve as chief executive officer of the University and as an ex officio, non-voting Trustee of the Board.
Subsection 4.01 (a). The President occupies the leadership role in fostering and promoting education, research and public service.
Subsection 4.01 (b). The President shall promote, support and otherwise protect the common good of the University.
Subsection 4.01 (c). The President shall manage and direct all University affairs, subject to and within the confines of, the policies and directives of the Board.
Subsection 4.01 (d). The President may issue directives and executive orders in consonance with existing Board policies and shall implement all Bylaws, rules, regulations and directives of the Board.
Subsection 4.01 (e). The President shall oversee the preparation of an annual operating budget to be submitted and recommended to the Board.
Subsection 4.01 (f). The President shall exercise such other powers, duties, and responsibilities as are essential to the performance of all enumerated duties expressly and occasionally delegated by the Board.
Subsection 4.01 (g). Although ultimate responsibility rests with the President, he or she may delegate authority to members of the University Administration, faculty and staff.
Subsection 4.01 (h). Delegating of major areas of authority, as may be defined by the Board, must have the prior consent of the Board.
Subsection 4.01 (i). The President is charged with the duty of developing, maintaining and promoting protocol in relations with the Trustees.
Subsection 4.01 (j). The President serves at the pleasure of the Board and should a vacancy in the presidency occur, the Board shall appoint an acting president until a successor is hired.
Subsection 4.02. Secretary of the Board. The Secretary of the Board shall perform the following duties:
Subsection 4.02 (a). Keep all records of the transactions of the Board;
Subsection 4.02 (b). Keep the minutes of each regular and special meeting of the Board and disseminate all minutes to the Trustees;
Subsection 4.02 (c). Give written notice to each Trustee of approved changes in the date, time and place of all meetings of the Board; and
Subsection 4.02 (d). Perform such other duties as from time to time may be designated by Trustees and the Board.
Subsection 4.02 (e). Collect a signed conflict of interest statement on an annual basis from each member of the Board of Trustees at the first regular meeting of the fiscal year and in accordance with University policy. University policy will guide the types of conflicts that should be disclosed with the understanding that Board members should have no personal financial interest in any financial transactions with the University.
Section 4.03. Treasurer of the Board. The Treasurer shall have the authority and responsibility to administer financial matters.
Section 4.04. Secretary-Treasurer. The Board may appoint one person to serve as both Secretary and Treasurer.
Section 4.05. Limitation of Powers. No officer shall have the power to incur obligations or to dispose of the Board’s real and substantial property and funds except pursuant to Board action.
SECTION 5.00 RESPONSIBILITIES AND RESERVE AUTHORITY
Section 5.01. Powers the Board Shall Exercise.
- hire and terminate the employment of the President;
- assess the President’s performance on an annual basis
- adopt, revise or reaffirm the mission, goals, objectives and priorities of the University;
- assess University programs, including curricular offerings, to assure compliance with established Board policy and to assure that such programs meet all appropriate standards, and upon careful analysis, propose approval, change or deletion;
- maintain financial solvency and protect and preserve the assets of the University; and
- preserve institutional autonomy and independence; and
- maintain University relationships.
Section 5.02. Final Authority Reserved to the Board. The Board of Trustees, being a body corporate with statutory responsibility to govern the University, is ultimately responsible to provide oversight for the institution’s financial and academic policies; and the Board upon proper notice and at its discretion may act as a final appeal board.
Section 5.03. Performance, Evaluation and Personnel Management. The Board retains authority and oversight powers in the following:
- developing procedures for both evaluating and assessing the performance of all aspects of the presidency;
- granting tenure and promotion in academic rank and approving sabbatical leaves.
Section 5.04. Bylaws. The Board retains authority to exercise oversight powers in adopting and modifying these Bylaws.
Section 5.05. Financial Matters. The Board retains authority to exercise oversight powers over the following:
- approval of operating and capital outlay budget requests that are submitted to the State;
- approval of the annual operating budget;
- establishment of all tuition and student fees;
- review of all endowments prior to acceptance;
- acceptance of all private, State, Federal, and institutional grants and gifts;
- appointment of the external auditing firm;
- the annual financial audit; and
- investment policies.
Section 5.06. Contracts. The Board retains authority to exercise oversight powers over the following:
- approval of proposed collective bargaining position, strategies and negotiations, as well as approval of the agreements that may result; and
- contract policy, with component authority to be delegated to the President.
Section 5.07. Student Policy, Degrees and University Programs. The Board retains authority to exercise oversight powers over the following:
- the criteria for residence and non-residence classifications, for assessing tuition rates;
- all admission and retention policies;
- the assessment of programs, including approval to delete academic programs;
- all policy governing intercollegiate programs, including intercollegiate athletics;
- the conferral of degrees and the granting of diplomas; and
- the approval of the recipients of honorary degrees and special awards.
Section 5.08. University Property. The Board retains authority to exercise oversight powers in the:
- naming of facilities and memorials;
- authorizing all entry into property and facility leases, as lessor or lessee, which are longer than one year’s duration and in excess of $50,000; and
- establishing the sale and purchase price of real property, and authorizing the conveyancing thereof.
Section 5.09. Board Trustees Ineligible for Certain Posts. No Trustee while serving shall be eligible for appointment as Secretary or Treasurer of the Board, or be employed by the University.
SECTION 6.00 AUTHORITY
Section 6.01. Authority to Act. The authority of the Board is conferred upon it as a body corporate; accordingly, decisions and directives must solely emanate from Board action.
SECTION 7.00 CONFERRING OF HONORARY DEGREES
Section 7.01. Criteria Related to the Conferring of Honorary Doctoral Degrees. Upon nomination by the President, individual Trustees or any member of the University community, the Board from time to time, may confer honorary doctoral degrees, in recognition of distinguished accomplishment and service. Honorary doctoral degrees that may be conferred are the Doctor of Business Administration, Doctor of Engineering, Doctor of Law, Doctor of Science, Doctor of Literature, and Doctor of Humane Letters.
Section 7.02. Ineligibility to Receive Honorary Doctoral Degrees. Lake Superior State University Board of Trustees members, faculty, and staff may not be considered eligible for receipt of an honorary degree during their term of service with the University.
SECTION 8.00 COMMITTEES
Section 8.01. Standing Committees. Standing committees of the Board are as follows:
- The human resources committee shall monitor the University’s compliance with state and federal laws related to employee benefits, health and safety and initiatives that support the strategic plan.
- the finance and development committee, prior to Board action, shall review and make recommendations on all matters of fiscal and financial impact on the University.
- the academic and student affairs committee, prior to Board action, shall review and make recommendations on all academic programs and student affairs programs.
- the government affairs committee, shall assist the President with identifying opportunities to interact with legislators and key members of the executive branch for the benefit of the University.
Section 8.02. Special Committees. The Chair of the Board may establish special committees.
Section 8.03. Appointments to Committees. All committee chairs, trustees, external parties and ex officio members shall be appointed by the Board Chair, except the Nominating Committee which shall be selected by the Board, and the Chair of the committee shall be elected by committee members.
Section 8.03 (a). The Chair shall be an ex officio member of all committees except the Nominating Committee, on which the Chair may not serve in any capacity.
Section 8.04. Committee Functions. Committees function to make recommendations for full Board consideration and action, and committee proceedings are governed by rules established by the Board.
Section 8.05. Committee Business. Committees function in an advisory capacity. Committees are not vested with final authority to resolve issues. Issues that rise to the level of recommended committee deliberation shall be placed on the agenda for Board action.
SECTION 9.00 PROCEDURES AND REQUIREMENTS OF NOTICE FOR AMENDMENT OF THE BYLAWS
Section 9.01. Notice Requirement for Amendment to Bylaws. Bylaws may be amended at any meeting by a two-thirds majority vote of the Trustees appointed and serving, provided the amendment was submitted to the Board in the notice for the meeting.
Section 9.02. Procedure for Consideration of Amendments. Proposed amendments to Bylaws shall be submitted to the Secretary, who shall thereupon give written notice by mail or electronic means in a regular meeting notice to each Trustee.
Section 9.03. Suspension of Bylaws. Any Article or Section of Bylaws may be suspended at any meeting by an affirmative vote of two-thirds majority vote of the Trustees appointed and serving.
SECTION 10.00 BYLAWS SUBJECT TO CONTRACTS AND PROVISIONS OF LAW AND STATUS OF PRIOR BYLAWS
Section 10.01. Precedence of Bylaws. Provisions of these Bylaws shall take precedence over tradition, custom and the practice of this University where conflict exists; however, federal and State statutes and applicable cases made and provided, as well as contracts and collective bargaining agreements of this University may operate to alter, modify, abridge or extend the force of rules hereof to which these Bylaws are subject.
Section 10.02. Repeal of Prior Bylaws. All previously enacted Bylaws are repealed, effective on the date of adoption of these Bylaws.
Adoption Date: May 1, 2015
Amended Date: July 16, 2021