The agenda was reviewed and approved with no changes.

Chief Williams presented an update as follows:

The draft board calendar will be presented on June 11, 2026. There will be no April board meeting; only the Finance Committee will meet, with the full board invited to attend for the initial budget discussion.

The committee reviewed board candidate prospects, and the Board Chair can submit names for discussion or voting before the June 11, 2026 meeting. While Governance Committee approval is not required by bylaws, it is encouraged.

Action Item for Chief Williams:

• Recruit a parent to serve on the Board as part of the board recruitment process.
• Update the Board Interest Form as follows and share with the board:
  • Organization or Company
  • Are you a Parent or an Alumni of KIPP Memphis
  • Referred By 

The committee discussed nominations for 2026–28 Board Officer roles, with all nominations—whether from the committee, Board Chair, or members—scheduled for discussion or voting before the June 11, 2026 meeting. Governance Committee approval is encouraged but not required.

Board Chair Nominations: Dr. Lin Johnson III

Board Vice Chair Nominations: Desiree Lyles Wallace

Board Secretary: 

Board members must complete required training through the TN Charter Center and submit their completion certificate to Gwendy. Returning members must complete 4 hours, and new members 6 hours, by June 30, 2026. They should set up their accounts using the provided link and begin early to allow time for support if needed.

Board members should complete your training through the TN Charter Center again this year. Once you set up your account, you will see a list of courses that you will click to watch and complete. You will be able to download a certificate once you complete the training that should be submitted to Gwendy (gwilliams1@kippmemphis.org). 

Returning Board Members - complete 4 hours of training by 6/30/2026. Please set up your account using the link below: https://tcscmembershipportal.thinkific.com/order?ct=8c60c6f6-deee-4402-a905-6ac3b7f618b3 

New Board Members - complete 6 hours of training by 6/30/2026. Please se tup your account using the link below: https://tcscmembershipportal.thinkific.com/order?ct=8c60c6f6-deee-4402-a905-6ac3b7f618b3

It is recommended that the KIPP Memphis Governance Committee approve the updated Contract Review Policy effective July 1, 2026.

Current Language: The current language around contracts is that Chiefs must present contracts (<$100,000 to the Executive team and obtain approval from the Chief Financial Officer prior to signing contracts and the CEO must sign all contracts >= $100,000.

Proposed Language: New Proposed - KIPP Memphis Contract Review Policy

https://docs.google.com/document/d/1-wxf7hgnxAhR4kPGjEB0Ul0Ra80zhX2q/edit

Board Chair Johnson recommended revising the policy language to note the CFOs role in approvals. 

It is recommended that the KIPP Memphis Governance Committee approve the Paid Time Off (PTO) Buyback Policy. 

• Eligible 10-month employees may sell back up to 10 unused PTO days; eligible 11 and 12-month employees may sell back up to 5 unused PTO days
• PTO buyback is calculated in 8-hour (full-day) increments only
• Partial-day buybacks are not permitted
• Employees will have to opt-in at the beginning of the year or within 30 days of their hire date.

If teachers do not use their allotted days by the end of the year, they may be eligible for payment for unused days or have them credited toward their retirement, depending on the policy.

It is recommended that the KIPP Memphis Governance Committee approve the updated Travel Policy language effective July 1, 2026. 

Current Language: 

Meals 

The actual cost of meals, including taxes and tips, while traveling for the Charter School is reimbursable up to the following amounts: breakfast $10, lunch $20, and dinner $30 ($60 per day). No receipts are expected to be maintained for meals; however, meals should be labeled (breakfast, lunch, dinner). As noted above, tips are included in reimbursable amounts. Meal reimbursements must be submitted through Concur. . . 

Hotels 

Hotel room reservations should not exceed $250 per night. Any hotel room reservation exceeding $250 requires supervisor approval. When traveling, use of mid-level hotel chains such as Holiday Inn Express or Hampton Inn, are recommended. Please research the lowest room rate available on comparison travel websites.

Proposed Language:

Meals: 

The actual cost of meals, including taxes and tips, while traveling for the Charter School is reimbursable up to the following amounts: breakfast $15, lunch $25, and dinner $35 ($75 per day)

Hotels: Employees are required to select hotel accommodations that provide the best overall value, balancing cost, location, and essential amenities. Cost efficiency must be the primary consideration when making reservations.