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THE REGENTS OF THE UNIVERSITY OF CALIFORNIARICHARD C BLUM 909 Montgomery Street

Suite 400San Francisco, CA 94133(415) 434-1111Fax: (415) 434-3130

March 27, 2008

Mark G. YudofBauer House1909 Hill Oaks CourtAustin, TX 78703Dear Mark:I am pleased to recommend to The Regents of the University of California ("University"or "UC") at their March 27, 2008 meeting that you be appointed to the position ofPresident, University of California, subject to Regental approval and effective on a dateto be mutually agreed upon, but no later than September 1, 2008 ("Effective Date").Your appointment comes at a critical time in the University 's history and I know you willmake an important contribution to the future development and success ofUC.The following summarizes the terms and conditions of the job offer that I am prepared topresent to The Regents for approval. If you agree with the details as shown, please signand return this letter to indicate your acceptance of these terms, and I will recommendyour appointment to The Regents.Your appointment is contingent on Regental approval. Once approved by The Regents,the terms of your compensation (as defined in The Regents' 1993 Principles for Reviewof Executive Compensation) contained in this offer letter will be released to the public.1. Base Salary

Your recommended base salary is $591,084 per year, effective the date of yourappointment. Your first salary review will occur on October 1, 2009, inaccordance with established procedures for Senior Managers.2. Automobile AJIowance

You will be provided with an automobile allowance, consistent with Universitypolicy. This benefit will be in the form of a monthly allowance and will beconsidered taxable income, subject to appropriate tax withholding. Additional

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Chancellor YudofPage 2information can be found in our policies at: http://ucop.edulucophome/policies/acctman/e-821.pdf.

3. Outside Professional ActivitiesYou may accept honoraria for activities outside the University of California andyou may accept stock options and other forms of remuneration as compensationfor corporate board service and other professional activities in accordance withthe University's policy and guidelines on outside professional activities that applyto the President and Senior Managers. A copy of the policies and guidelines isattached.You should also know that all board service (compensated and non-compensated)and any compensation derived from it is reported annually to The Regents and tothe public.Based on our discussions, we will report to the Regents that you currently serveon the Board of Directors of Healthtronics, Inc. and that we are working toidentifY any conflicts of interest that should be resolved before the Effective Datein connection with such service. Please let me know prior to the Effective Date ifyou are engaged in any other board service, including compensated and noncompensated board memberships, so that they can be approved and reported toThe Regents in accordance with University policy.

4. HousingAs President, you will be provided suitable housing by the University and berequired to live full-time in the accommodations and use such residence forUniversity-related business functions. In the event it is necessary to leasefacilities for housing accommodations, those housing arrangements will beapproved by the Committee on Compensation. We are also reviewing any taximplications of a leased arrangement and will provide you with information as itbecomes available and amend the terms of your compensation as agreed upon ifsuch housing is taxable.Any repair, upkeep and house maintenance will need to comply with theImplementing Requirements that provide detailed instructions to assureaccountability for the use of University resources. These instructions can befound at http://www.ucop.edulucophome/policieslbfb/g45.pdf.

5. Vacation, Sick Leave, Disability, Health and Welfare PlansYou will be eligible to participate in the University's health and welfare benefitoptions and under the University-wide programs for vacation, sick leave anddisability. You will be eligible for our Senior Management benefits, includingUniversity-provided Senior Manager Life Insurance coverage of $850,000,Executive Business Travel Insurance and Executive Salary Continuation forDisability. You may also purchase supplemental life insurance up to a maximum

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Chancellor YudofPage 3coverage amount of $1 ,000,000 under the University's program. Please see theenclosure to this letter for a brief description of these various programs.

6. Retirement PlansI will be recommending to The Regents that the University provide you with aSupplemental Retirement Benefit (SRB) provided primarily under theUniversity's defined benefit retirement plan, the University ofCalifomiaRetirement Plan (UCRP) and will be in lieu of the basic UCRP benefit for yourfirst seven years ofUniversity employment.. 1 This SRB would provide anannuity that annually increases over your first seven years ofUniversityemployment to produce a benefit of an individual life annuity of $350,000.2 YourSRB will be immediately vested and will accrue at the end of each year to providethe following annual benefits as of the end ofYears 1-7: Year 1-$29,554; Year 2$60,217; Year 3-$92,029; Year 4-$127,307; Year 5-$230,000; Year 6-$300,000;and Year 7-$350,000 (In other words, if you terminate employment after Year 3,your annual retirement annuity will be $92,029, or if you terminate employmentafter Year 7, your annual retirement annuity will be $350,000.) For anyadditional years of University employment after Year 7, your retirement benefitswill accrue at the basic UCRP rate, currently 2.5% of the average of the highestthree years of covered compensation (under the normal UCRP formula) to theextent such benefit exceeds the previously accrued SRB amount of $350,000.As part of your compensation package and in addition to the regular funding ofUCRP benefits, additional funding will be provided by UC for the first sevenyears of your University employment to produce the promised SRB. Suchcontributions, in addition to normal UCRP funding amounts, for the first sevenyears will be: $228,000; $237,256; $246,487; $256,065; $266,001; $229,673;$229,673. You will be required to make mandatory employee contributions asrequired under UCRP. Currently, employee contributions are redirected fromUCRP to the University ofCalifomia Defined Contribution Plan (the "DC Plan").Your mandatory DC Plan contributions, based on your salary, will be made toyour account under the DC Plan until such time that such contributions aredirected back to UCRP. Your mandatory contributions will be made at thecurrent rate of: 2% of salary up to the Social Security wage base (currently$102,000), and 4% of salary over the Social Security wage base, less $19 amonth. The contributions being redirected to the DC Plan are on a pre-tax basisand you can direct the investment of your account under the DC Plan.You will also be eligible for the survivor benefits coverage under UCRP. Thisfeature of the plan provides an individual who has at least two years of University

\1 UCRP currently provides basic retirement benefits, at age 60 or over, of2.5% of average compensation;for the high three years, subject to a five year vesting schedule. The University estimates that the basic\UCRP benefit would be less than the SRB for your first seven years of employment and, therefore, the~ i s c u s s i o n references your basic UCRP benefit after year seven when the SRB accruals cease.o If necessary, another retirement plan may be used to provide this benefit.

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Chancellor YudofPage 4employment, but less than five years when he dies (and is an active member at hisdeath), a pre-retirement survivor benefit to his spouse equal to 25% of theemployee's monthly final salary (minus $106.40 as an offset for social security).If you have five or more years of University employment at death, (and you areactive, disabled or an inactive member ofUCRP), your spouse will be entitled tothe greater of final salary benefit described above or the benefit the spouse wouldbe entitled to under UCRP as though you had retired the day before death andelected a full joint and survivor with your spouse as the contingent annuitant. (TheSRB discussed above would be used to calculate a surviving spouse benefit afterfive or more years of employment with the University.)In addition to the required employee contributions to the DC Plan, you will alsobe eligible to participate and defer a portion of your salary to the University ofCalifornia Tax Deferred 403(b) Plan and the University of California 457(b)Deferred Compensation under the terms of those plans.For advice and assistance concerning your coverage under these University-wideemployee benefit programs, as well as any special benefit arrangements that mayapply in your case, please feel free to contact either Associate Vice President ofHuman Resources and Benefits, Judy Boyette at (510) 987-0301 orJudy.Boyette@ucop.edu or Executive Director ofSenior ManagementCompensation, Policy and Recruiting, Dennis Larsen at (510) 987-0299 orDennis.Larsen@ucop.edu.

7. Sabbatical LeaveIf your appointment is approved by The Regents and you seek and obtain afaculty appointment, you will accrue sabbatical credits as does any member of thefaculty under the University's sabbatical policy found in the Academic PersonnelManual at APM 740 and APM 758 (APM 740:http://www.ucop.edu/acadadv/acadpers/apm/apm-740.pdf and APM 758:http://www.ucop.edulacadadv/acadpers/apm/apm-758.pdf). After earningsufficient credits to qualify for a leave, you will be eligible to take sabbaticalleave in accordance with these same academic policies.I would like to highlight a couple of points about the current sabbatical policy.Should you hold a full time administrative position for five years or more andqualify for sabbatical leave at the end of your tenure as President, you will beallowed to take a leave immediately following your service as President. Thisleave will be in lieu of a sabbatical leave and will be classified as anadministrative leave, in accordance with University policy. Your salary levelduring this leave will be at the rate of your Presidential salary. As required bypolicy, should you choose to take administrative leave, you will be required toreturn to University service directly following that leave for a period at least equalto the period of the leave.

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Chancellor YudofPage 5You should know also that The Regents are in the process of reviewing this policyand it will likely be revised in the near future. Please note that you will be subjectto any newly implemented policy regarding sabbatical and administrative leave inlieu of sabbatical, including the rate of pay for such leave should you be eligiblefor this leave after stepping down as President.

8. Faculty StatusIn accordance with the normal academic process, you will be recommended toreceive an appointment as Professor at 0% time at the University ofCalifornia,Berkeley Campus. The approval process for a tenured faculty appointment willbe expedited. Your faculty salary will be adjusted in accordance with the normalacademic process. This salary level will only be used if you choose to return tothe faculty upon stepping down as President.

9. At Will EmploymentYour appointment as President, if approved by the Regents, is an "at will"appointment, which means you will serve at the pleasure of the Board of Regents,and your appointment can be terminated at any time with or without cause. Tothat end, if your appointment is terminated other than for cause, you will be ableto exercise the retreat rights to your academic appointment that may beestablished. If your appointment as President is terminated for cause, theUniversity reserves the right to institute disciplinary or dismissal proceedingsregarding your faculty appointment pursuant to personnel policies applicable tomembers of the Academic Senate.

10. Performance ReviewsAs a direct report to the Board ofRegents, you will participate in an annualperformance review process that The Regents will initiate. The process forperformance reviews for senior managers is under review at this time, but it islikely that the process will include a leadership review that will occur every fiveyears.

11. Moving Costs for Personal and Office ItemsIn lieu of the relocation allowance of25% of your base pay ($147,771) availableunder policy, the University will contribute this amount toward your retirementbenefits provided through UC's tax-qualified plans, including your SRB.In addition, you will be provided reimbursement of normal relocation services,under policy. UC will arrange for packing and relocation of your householdeffects associated with the relocation from your current residence to the housingprovided for the President, which will be in the San Francisco Bay Area, up to amaximum of$25,000. This will include up to 30 consecutive days of storage ofand insurance for household goods and personal effects while in transit.Reimbursement of packing, relocation, and storage expenses will be according to

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Chancellor YudofPage 6policy. Eligible expenses and reimbursements are defined under policy andregulations governing moving and relocation. The move must be completedwithin one year from the Effective Date in order for it to be considered by the IRSas nontaxable and may be accomplished in one or more stages. If you will berelocating to a furnished President's house, and if your personal furniture cannotbe accommodated within the house, the University will reimburse you reasonablestorage and insurance costs for up to one month, per policy. In addition, theUniversity will also arrange to pack and move your library and related materialsto the Oakland area from your current offIce in accordance with policies relatingto this move; reimbursements of actual expenses associated with moving yourlibrary are excluded from the $25,000 limit noted above.Arrangements will be made with the moving company for packing your effects inthe old location and unpacking in the new location. Please be aware that theremay be tax implications to you for some of these reimbursements or payments,and we suggest that you seek the advice of a qualified tax consultant.Reimbursement for the cost of transporting household goods and travel (excludingmeals) to a new location is not included in taxable income provided the move ofyou and your spouse is made within one year.Upon leaving the President's position, and provided you return to the UniversityofCalifornia faculty upon stepping down as President, movement of yourpersonal belongings will be arranged and paid for by the University to a locationclose to the Berkeley campus.The University will also arrange to pack and move your library and relatedmaterials to your new faculty office from your current office in accordance withpolicies relating to this move. According to policy, if you do not return to a UCfaculty position, relocation benefits will not be provided for moving personal orlibrary effects.Details of the moving and relocation policy can be found on line at web sitehttp://www.ucop.edu/ucophome/policieslbfb/g13all.pdf.If you have any particular questions regarding the application or interpretation ofthis policy, please contact Dennis Larsen on (510) 987-0299 orDennis.Larsen@ucop.edu.

112. Reimbursement of University-Related ExpensesReimbursement of expenses for University-related business after appointment butprior to the Effective Date will be reimbursed in accordance with Universitypolicy (Business and Finance Bulletin G-28). (The tax implications may varydepending upon if the expenses are paid before or after the Effective Date.)

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Chancellor YudofPage 713. Annual Compensation Reports

You should be aware that all elements of your compensation, benefits, perquisitesand outside compensation will be reported annually to the Board of Regents andwill be made available to the public. In addition, similar information will beprovided to The Regents and the public as part of your initial appointmentprocess.

14. Administrative Fund AllocationYou will be entitled to an annual Administrative Fund allocation for officialentertainment and other purposes permitted by University policy and procedures.The amount of this fund is established by The Regents on an annual basis and willbe subject to the University's Accounting Procedures for administrative fundpayments.In accordance with University policy, your spouse may be appointed formally asAssociate of the President. Under this policy, the travel expenses of your spouse,if she accompanies you on official University-related business, are reimbursable,provided it can be established that the spouse's presence serves a bona fideUniversity business purpose. Spousal travel expenses may not be charged to statefunds. The following link provides you with details of the Policy on Associate ofthe President: http://www.ucop.edu/ucophome/coordrev/policy/4-11-9S.htmI.

15. Reimbursement of Club MembershipsIt is the policy of the University of Califomia to consider University membershipin organizations that would promote the advancement of education and research,enhance the professional standing of its administrative personnel, and facilitatefavorable community relations. A major consideration in securing a membershipis the cost of membership in relation to the benefits the University expects toderive from an individual's membership. Any personal use of a social clubmembership would be included in your taxable income. The following linkprovides additional detail on this policy. http://www.ucop.edu/ucophome/policies/bfb/g43.pdf

16. Public DisclosureYou will be required to comply with the requirements of the California PoliticalReform Act with respect to disclosure and disqualification. The following linkprovides details on this policy. http://www.ucop.edu/ogc/coi/econinterest.html

All elements of your total compensation package-both cash and non-cashcompensation, benefits and perquisites-are represented above. I trust I have addressedall the items necessary to secure your commitment to become the new President of theUniversity of California. I very much look forward to working with you during thecorning months.

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Chancellor YudofPage 8The Chair of the Committee on Compensation has indicated that the Committee wouldlike to have a signed copy of this letter before the meeting on the afternoon of March 27.Please sign a copy of this letter and return it to Associate Vice President Judy Boyettewhen you arrive in Oakland this week or earlier via fax at (510) 587-6476. I look forwardto your confinnation of these tenns.

-,---

/ . )/"

,I

Richard C. BlumChainnan, Board ofRegentsUniversity ofCalifornia

cc: General Counsel RobinsonSecretary & ChiefofStaff GriffithsAssociate Vice President Boyette

Please indicate your acceptance of these tenns by your signature below.

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ATTACHMENTMore Detailed Descriptions of Benefit ItemsSummary:Enclosed are more detailed descriptions of some of the current benefit programs UCoffers, as referred to in the offer letter.

I. Health and Welfare BenefitsMedicalUC offers a wide range of medical plans from which an eligible employee maymake a selection. The options available are listed on page 21 of the enclosedbooklet, Your Group Insurance Plans.DentalUC offers a choice of two dental plans, as described on page 27 of Your GroupInsurance Plans.Vision CareUC offers a Vision Plan that covers a variety ofvision care services, as describedon page 31 of Your Group Insurance Plans.Disability InsuranceUC offers a Short-Term Disability Plan that pays 55% of eligible earnings for upto six months ($800 monthly maximum), after a waiting period. SupplementalDisability Insurance may be purchased by the employee to provide extendedcoverage to pay up to 70% of eligible earnings ($10,000 monthly maximum).Both plans are described on page 33 of Your Group Insurance Plans.Life InsuranceUC provides eligible employees with life insurance equal to annual base salary upto $50,000. Supplemental Life insurance may be purchased by the employee toprovide coverage up to four times annual salary (to $1,000,000 maximum). Theplans are described on pages 39-40 of Your Group Insurance Plans. DependentLife insurance may be purchased by the employee as described on page 43 ofYour Group Insurance Plans.AD&D InsuranceAD&D Insurance may be purchased by the employee to provide up to $500,000protection for employee and family for accidental death, loss of limb, sight,speech, or hearing, or for complete and irreversible paralysis, as described onpage 46 of Your Group Insurance Plans.

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Legal InsuranceLegal insurance may be purchased by the employee to provide basic legalassistance for preventive, domestic, consumer, and limited defensive legalservices, as described on page 49 of Your Group Insurance Plans.Eligibility for These and Other BenefitsSee pages 3-7 of Your Group Insurance Plans to determine eligibility for theseand other Health and Welfare benefits for employees and their family members.An eligible employee should enroll in DC-sponsored plans when first becomingeligible; most plans have an enrollment deadline.

II. Retirement PlansUniversity of California Retirement PlanOne of the most generous benefits ofUC employment is the University ofCalifornia Retirement Plan (UCRP). UCRP benefits include lifetime monthlyretirement income, disability benefits, survivor income, and death benefits.Please see the enclosed Summary Plan Description for more information. Pleasenote that the Supplemental Retirement Benefits described in this letter will applyin your case and we will provide further details on those benefits. The materialsprovided here are for the standard benefits provided to all regular Universityemployees.Retirement Savings PlanThe UC Retirement Savings Program offers a convenient, tax-advantaged way tosave for retirement. The Program consists of:

the Defined Contribution Plan, the Tax-Deferred 403(b) Plan, and the 457(b) Deferred Compensation Plan.Please see the enclosed Summary Plan Descriptions and 457(b) Deferred

Compensation Plan booklet for more information.

III. Vacation EligibilityUC provides vacation for rest, relaxation, and renewal to eligible employees asdescribed in the enclosed Personnel Policies for StaffMembers, 41. Vacation.

IV. Senior Management BenefitsIn addition to the above, members of the UC Senior Management Group with fulltime (100 %) career appointments may be eligible for additional benefits asdescribed in the enclosed Senior Management Benefits brochure.

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Senior Management Supplemental Benefit ProgramThe Senior Management Supplemental Benefit Program provides for a 3% or 5%contribution (based on the appointment level) to the Retirement Savings Program.Certain Senior Managers in full-time appointments are eligible to participate inthe Program. You are not eligible to participate in the program if you: hold a tenured academic appointment;

are appointed less than full-time; or are appointed in an acting or interim capacity.Since you are being provided the Supplemental Retirement Benefits describedin this letter, you will not be eligible for the Senior ManagementSupplemental Benefit Program.

Salary Continuation for DisabilitySenior managers with five or more consecutive, uninterrupted years of servicewho become totally and permanently disabled are eligible to receive 12 months offull salary continuation before receiving DC-sponsored disability insurancebenefits.Senior Management Life InsuranceSenior managers are eligible for DC-Paid Senior Management Life insurance.The coverage amount is two times your annual salary to a maximum of $800,000.The coverage is in addition to the $50,000 DC-paid Life insurance and anycoverage selected under the employee-paid Supplemental Life insurance. DCpays the premiums for Senior Management Life insurance, but under the InternalRevenue code, the value of employer-paid life insurance in excess of $50,000 istaxable income to you and is reported on your annual Form W-2. You may,however, decline or discontinue this coverage at any time.Business Travel Accident InsuranceAs a member of the Senior Management Group, you are provided with BusinessTravel Accident Insurance coverage in the amount of $250,000 when you travelon DC business. DC pays the premiums.

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The Regents of the University of California Page 1 of 1

Regents President AC;21c1emle AboutUC News Office of the SystemwIdeSenate PresIdent Home

Cu rrent PoliciesPOLICY ON OUTSIDE PROFESSIONAL ACTIVITIES OF THE PRESIDENT,PRINCIPAL OFFICERS OF THE REGENTS, AND OFFICERS OF THEREGENTSApproved March 17, 1995For the purpose of codifying and clarifying long-standing Universitypractice, The Regents establish the policy described below pertainingto outside professional activities, Including paid service on corporateboards, for the President, Principal Officers of The Regents, andOfficers of The Regents

. 1. Service to outside public or private organizations may Include,professional and creative activities that benefit the state, the nation,and the public at large.2. Service on behalf of national commissions, government agenciesand boards, advisory groups to other universities, and other' nonprofitorganizations Is encouraged and may be undertaken during regularwork time, subject to conditions established In University policies andimplementing procedures, including provisions for receipt ot'honorariaand reimbursement for travel and per diem expenses incurred.3. I f compensation is received for service on a corporate board:a. Such service by the President and Principal Officers of The Regentsshall be subject to reView and prIor written approval by the Chairmanof the Board and shall be reported to The Regents at the next meetingfollowing the approval. In the case of an Officer of The Regents, thereview and pribr written approval of such service shall be theresponsibility of the appropriate Principal Officer of The Regents.b. Vacation leave shall be used if such service takes place during

OFFIce OF THE SECRETARvOF THE REGt:rnS1111 Fronldm St, 12th FIC>:lrODklllnd. CA 0.,607, ~ (510) 987-9220fulC (SLO) 9879224

Please email questionsor comments about theRegents' website toAnne...SbID't

Last updated:March 20, 2008

regular work time. Reporting of time will be consistent with Universitypersonnel policies and the Fair Labor Standards Act status of theOfficer. ,c. The President, Principal Officers of The Regents, and Officers of TheRegents shall be subject to the policy on outside professional activitiesfor faculty.d. All other applicable University personnel policies and the Universityof California Conflict of Interest Code shall apply to service to outsideorganizations.

http://www.universityofcalifornia.eduJregents/policies/61 58.html 3/21/2008

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University of California Human Resources and Benefits At Your Service Page 1 of2

) t:!2!M < Policies, Employee and labor Relations < Personnel Policies for Staff Members

Interim Policy on Outside Professional Activities for University Officers andDesignated Staff

On January 18, 2007, The Regents approved the following Interim modification to thePolicy on Outside Professional Activities for University Officers and Designated Staff,consistent with the recommendations of the Task Force on UC CompensatIon,Accountability and T r a n s p a ~ e n c y : ' 'L. This interim policy shall apply to all University employees who are members of theSenior Management Group or who are Designated Officers of the University,hereafter referred to as "Designated Employees".~ Service on a for-profit board that is not an entity of the University of California, forwhich the Designated Employee receives compensation and for which the DesignatedEmployee has governance responsibilities, hereinafter referred to as a DesignatedBoard, shall not exceed three such Designated Boards unless approved In advanceand In writing by the Chair of the Compensation Committee of The Regents and thePresident. .3. Any such service on any Board InclUding Designated Board(s) shall not negativelyimpact any employee's, including any Designated Employee's, ability to perform theirduties and responsibilities, nor result In any potential conflict of Interest, related totheir University of California positlon(s).k The time reqUired by the Designated Employee to perform their obligations on aDesignated Board(s) shall occur during non-University business hours or theDesignated Employee shall utilized their vacation hours.5. All Designated Employees shall obtain prior written approval to serve on any Board,including Designated Board(s), from their immediate supervisor.). Board Service in Excess of Three

A. For those Designated Employees who currently serve on more than threeDesignated Boards, those Individuals shall notify The President of the Universityof such service and the Designated Boards upon which they serve, and shalldivest themselves of those Designated Boards In excess of three such DesignatedBoards by December 31, 2007.B. A Designated Employee who currently exceeds the limit set forth In paragraph 2above and who desires to continue to exceed this limit after December 31, 2007shall obtain prior approval from the Chair of the Compensation Committee of TheRegents and the President prior to December 31, 2007 for such additionalDesignated Board service. Consideration shall be given to the circumstancessurrounding the undertaking of service of any Designated Board in excess ofthree in determining the ability of the Designated Employee to continue suchservice.

This modification will become effective immediately and will stay in effect until

htlp:llatyourservice.ucop.edu/employees/policies_employeeJabor_relations/personnel-po1... 3/21/2008

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University of Califomia Human Resources and Benefits At Your Service Page 20f2

Implementation of a revised permanent polley which Is currently under systemwidereview.. )In the event a conflict arises between this modification and current policies and/orguidelines, the Interim provision shall prevail.

University of California - Human Resources and Benefits

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Policy on Outside Professional Activities... Page 10f3

University ofCalifornia. Office of the PresidentJuly 1, 1995Policy on Outside Professional Activitiesfor University Officers and Desienated Staff

The opportunity for employees to engage in outside professional activities is a privilege long recognizedby the University. Longstanding University policies and practices, including Regents' Standing Orders,have recognized the value of contributions made by University employees to external educational andresearch institutions, not-for-profit professional associations, State and Federal government, and privatesector organizations. Considerable benefit accrues to the University from such service, deriving fromassociation ofUniversity leaders with business leaders and the exchange of ideas among them. Suchassociations are intended to create a broader and deeper understanding and awareness of the UniversityofCalifornia and its value to the State and the nation as a provider of education, research, public service,and health care. Such service also provides a stimulus for economic development and enhancedeconomiccompetitiveness. .While professional activities outside the University are beneficial and are to be encouraged, the primarycommitment of University of California employees shall remain the fulfillment of regular Universityresponsibilities. Outside professional activities shall not be pennittea to conflict with the commitmentexpressed in Regents' Standing Order I03.1(b) which provides that:

"No one in the service ofthe University shall devote to private purposes any portion oftime due tothe University nor shall any outside employment interfere with the performance ofUniversityduties. Arrangements for private employment by Officers, faculty members, or other employees ofthe University shall be subject to such regulations as the President may" establish. "1. Applicability

Consistent with Regental policy, outside professional activities of University s taff members at theexecutive level, including Officers of the University, shall be subject to the provisions of thisPolicy.II. Outside Professional Activities

Permissible outside professional activities include, but are not limited to, service on State ornational commissions, government agencies and boards, committees or advisory groups to otheruniversities, organizations established to further the interests of higher education, not-for-profitorganizations, and service on corporate boards of directors.Service on behalfof national commissions, government agencies and boards, advisory groups to

.other universities, and other nonprofit organizations is encouraged and may be undertaken duringregular work time, subject to conditions established in University policy concerning receipt ofhonoraria and reimbursement for expenses incurred as stated in Section IV. below.In the case of outside professional activities for which compensation is received, a Universityemployee shall use accrued vacation leave when participating in outside professional servicesduring the regular work week, consistent with personnel policy requirements.

http://www.ucop.edu/ucophome/coordrev/policy/6-28-95att.html 3/2] /2008

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Policy on Outside Professional Activities ... Page 2 of3

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For Officers of the University, Principal Officers of The Regents, Officers ofThe Regents, andother executives who hold an Academic Senate or other faculty title, outside professionalactivities shall also be subject to the time limits established in the President's Policy on OutsideEmployment of Faculty.III. Conflict of Interest

Participation in outside professional activities, including service on corporate boards, shall be inaccordance with Regents' Standing Order 103.1(b) and shall not interfere with the performance ofUniversity duties. .University policies on conflict of interest in conformance with the Sta te'o f Califomia's PoliticalReform Act of 1974 are applicable to outside professional activities.

IV. Receipt of Honoraria and Travel ReimbursementReceipt'ofhonoraria and travel reimbursement for expenses incurred in performing outsideprofessional activities shall be in accordance with existing University policies and procedures,including but not limited to:Executive Program Policy 8.J.Academic Personnel Polices 025, 660, and 667Business and Finance Bulletin: BUS-34Business and F i n a n c ~ Bulletin: G-28Accounting Manual D-371.35Policy and Guidelines Regarding Acceptance ofGifts and Gratuities under California'sPolitical Reform Act

V. Approval AuthorityService for which compensation is received, including membership on a corporate board, shall beapproved in advance and in writing by the immediate supervisor of the Officer of the Universityor staff member.

VI. Reporting Requirements for Corporate Board ServiceThe Chancellors, Laboratory Directors, and the Senior Vice President--Business and Finance shallsubmit a report annually to the President, including the following information:

a. name and title of the Officer of the University or other administrator covered by this Policyand the corporate entity for which service is performed;b. the general nature of each professional relationship;c. the term of each professional relationship; andd. the number of days spent during the fiscal year for such service.

Paid service on a corporate board by Officers of the University shall be reported annually to TheRegents.

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Policy on Outside Professional Activities ... Page 3 of3

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http://www.ucop.edulucophome/coordrev/policy/6-28-95att.html