2006 Kansas Code - 76-781

      76-781.   Subsidiary corporation, requirements and limitations; board of directors. The board of regents is hereby authorized and shall form one subsidiary corporation under K.S.A. 17-6001 et seq., and amendments thereto, in accordance with the procedures therein contained, to perform or to assist the board of regents in the performance of powers, duties and functions under this act. The subsidiary corporation shall be subject to the same restrictions and limitations as to the powers and purposes under this act to which the board of regents is subject. The board of regents may delegate any of its powers, obligations and duties under this act to the subsidiary corporation by inclusion of such powers, obligations and duties in the articles of incorporation of the subsidiary corporation. The subsidiary corporation so formed shall constitute a legal entity separate and distinct from the board of regents and the state. The board of regents shall not be liable for the debts or obligations or for any actions or inactions of its subsidiary corporation unless the board of regents expressly agrees otherwise in writing. The board of directors of the subsidiary corporation shall be composed of seven voting members and one nonvoting member. The seven voting members shall be appointed as follows: (1) One voting member shall be appointed by the speaker of the house of representatives, (2) one voting member shall be appointed by the minority leader of the house of representatives, (3) one voting member shall be appointed by the president of the senate, (4) one voting member shall be appointed by the minority leader of the senate, and (5) three voting members shall be appointed by the board of regents. Each voting member of the board of directors shall serve at the pleasure of the officer or board making the appointment. The voting members appointed by the speaker of the house of representatives, the minority leader of the house of representatives, the president of the senate and minority leader of the senate may be, but are not required to be, members of the legislature. Of the three voting members appointed by the board of regents, not more than two may be members of the board of regents. Any vacancy occurring in the board of directors shall be filled in the same manner as the original appointment. The secretary of administration, or the secretary's designee who shall serve at the pleasure of the secretary of administration, shall serve as the nonvoting member of the board of directors. All members of the board of directors shall serve without compensation. Each member of the board of directors shall be appointed on or before 60 days following the effective date of this act. After all members have been appointed, the executive director of the state board of regents shall call the first organizational meeting of the board of directors. The executive director of the state board of regents shall serve as the temporary, nonvoting chairperson at the first organizational meeting until a chairperson is elected as provided by this section. The members of the board of directors shall organize by electing from its membership a chairperson and a vice-chairperson. The vice-chairperson shall exercise all of the powers of the chairperson in the absence of the chairperson. Any vacancy occurring in the chairperson or vice-chairperson positions shall be filled in the same manner as the original election. The state, any municipality or any state commission, public authority, agency, officer, department, board or division authorized and empowered to enter into agreements with, to grant, convey, lease or otherwise transfer any property to, or to otherwise transact business with the board of regents, shall have the same authorization and power to engage in these activities with the subsidiary corporation of the board of regents. The subsidiary corporation formed pursuant to this section shall be dissolved by the board of regents after completion and official acceptance by the board of regents of all of the capital improvement projects initiated for research and development facilities for state educational institutions under this act or at such earlier time as may be prescribed or determined in accordance with the provisions of the articles of incorporation of the subsidiary corporation.

      History:   L. 2002, ch. 120, § 5; May 23.