MINUTES OF THE SPECIAL MEETING 
of the 
MICHIGAN STATE UNIVERSITY 
BOARD OF TRUSTEES 
September-9,. 1982 

President  Mackey called the meeting to order in Room 104 A & B, Kellogg Center, 
at 7:17 p.m. p.m., September 9. 

Present:  Trustees Bruff, Fletcher, Howe, Lick, Martin, Reed and Sawyer; 

President Mackey, Provost Winder, Vice Presidents Breslin, Cantlon, Dickinson, 
Schonbein, Stewart and Thompson; Associate Vice Presidentand Secretary 
Wilkinson, General Counsel Carr, and Assistant to the President Carlisle. 

Absent:  Trustee Krolikowski 

1..-  Executive Session 

President Mackey announced that under Section 8. c. of the Open Meetings Act, an 
Executive Session was held at 5:15 p.m. this afternoon to discuss negotiations of 
collective bargaining agreements. 

2.  Approval of the Proposed Agenda 

Trustee Bruff moved approval of the proposed agenda.  Seconded by Trustee Sawyer. 
Approved by a vote of 7 to -0.---

The Board recessed at 7:18 p.m. for a meeting of the Board Audit Committee.  The 
Committee reviewed the draft financial statements for the year ended June 30, 1982. 

The Board reconvened at 9:30 p.m. 

Absent:  Trustees Krolikowski and Martin. 

I.  ACTION ITEM 

,1.: Discussion of Research and Development Agreement with Meridian Instruments, Inc. 

The Board considered the research and development agreement with Meridian Instruments, 
Inc.  President Mackey introduced the discussion on this topic, and the following 
summary background information was provided to the Board. 

Research and Development Agreement with Meridian Instruments, Inc. 

Representatives from the Office of the Vice President for Research and 
Graduate Studies have been negotiating a research and development 
agreement between Meridian Instruments, Inc. of Ann Arbor, Michigan, 
and the University.  This agreement covers the adaptation of computer 
programs developed for a prototype instrumemt designed by our faculty 
to make them useful for operating commercial analytical instruments. 
Three faculty members have been involved with the creation of Meridian 
Instruments, Inc.  One of the three is the Principal Investigator under 
the proposed agreement.  We have been informed that none of the named 
faculty members are employees of Meridian or will be permitted to assume 
officer positions within the organization, although they are three of 
eight members of the Board of Directors.  They do not currently own 
stock in this firm but hold options to small percentages of the company 
stock.  Pursuant to University policy they could act as consultants to 
Meridian. 

The Board discussed the importance of such research and development projects for the 
the benefit of the Michigan economy, but recognized the need to protect the interests 
of the University from conflict of interest.  The need for a revised conflict of 
interest policy was emphasized by several members of the Board.  Following these dis 
cussions, Trustee Bruff, supported by Trustee Reed, made the following motion: 

RESOLVED that the Board directs the Administration to approve the 

Meridian Instruments Research and Development Agreement 
as an exception as provided by Board of Trustees policy 
relating to conflict of interest. 

Approved by a vote of 6 to 0. 

continued  - --

Q QC 

Discussion of 
Research and 
Development 
Agreement with 
Meridian: 
Instruments, 
Inc•, cont. 

I,  ACTION ITEM, cont. 

September 9, 1982 

11.  Discussion of Research and Development Agreement with Meridian Instruments, inc., 
i 

cont. 

Trustee Fletcher asked that the letter signed by the three faculty members 
involved with Meridian Instruments be made part of the Secretary's file 
relating to this action. 

Adjourned at 9:57 p.m. 

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PresAcfent 

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S e c r e t a ry 

JESSS. 

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