Booth Newspapers, Inc v. University of Michigan Board of Regents

Mallett, J.

The dispositive issues in this case are whether the presidential selection procedure adopted by the University of Michigan Board of Regents violated the Open Meetings Act, MCL 15.261 et seq.; MSA 4.1800(11) et seq., or the Freedom of Information Act, MCL 15.231 et seq.; MSA 4.1801(1) et seq.

We find that defendant violated the oma and the foia. Therefore, we affirm in part and reverse in part the Court of Appeals decision.

i

On April 28, 1987, Harold Shapiro announced his resignation as President of the University of Michigan, effective January 3, 1988. In May of 1987, the Board of Regents, consisting of eight members, appointed itself as the Presidential Selection Committee and began the process of choosing a new university president. The committee appointed Regent Paul W. Brown as chairman and formed three advisory committees to assist it: a student committee, a faculty committee, and an alumni committee.

By the fall of 1987, the Presidential Selection Committee had compiled an informal list of 250 potential candidates to replace President Shapiro. No formal applications were submitted by the candidates themselves. Rather, most of the candidates were recommended by third parties, who advised the committee of the candidates’ qualifications. The committee’s administrative secretary compiled a notebook of information relating to each candidate, and the board members reviewed these materials to evaluate the various individuals. To reduce the field of candidates, the committee made a series of "cuts,” narrowing the list from 250 to one.

The first cut reduced the number of candidates from 250 to 70. The Presidential Selection Committee entrusted Regent Brown with sole authority to make the first cut, and he did so after numerous telephone calls and meetings with the advisory committees and informal subquorum groups of regents.¹ The acknowledged purpose of the telephone calls and the subquorum meetings was to achieve the same intercommunication that could have been achieved in a full board meeting.² During this process, the board avoided quorum meetings because it would have been required to conduct a public meeting under the oma. In fact, Regent Roach told an Ann Arbor News reporter on November 15, 1987, that if it had not been for the oma and the desire not to discuss these matters in public,

we would [have been] able to sit down with all the regents present, discuss the problems and talk about all the candidates at a much earlier point. [Instead], it [took] three or four hours to go around the horn on the telephones and find out what everybody is thinking.[³]

After gaining thorough input from all the regents, Brown’s first decision was largely an arithmetic function rather than a matter of judgment.⁴ How-ever, any regent could review Brown’s list of seventy candidates and request the retention of a particular candidate, despite his decision to eliminate the candidate from consideration.

The second phase of cuts employed essentially the same procedure as the first. During this phase, the Presidential Selection Committee narrowed the candidate list from seventy to thirty. Again, Regent Brown telephoned individual regents, and all regents participated in the reduction process. Subquorum-sized groups of regents met to discuss the candidates and to reach a consensus regarding the desired individuals. One regent testified that candidates were rated, the ratings were tallied and circulated, and Brown discussed the results priovately with each regent to insure that the list of thirty would be acceptable to the entire committee.⁵

The candidates themselves made the third cut. Brown called the thirty remaining candidates and asked if they would be interested in the position. At this point, more than half the candidates removed themselves from consideration, but twelve candidates expressed their desire to remain on the list.

In March and April of 1988, groups of two, three, or four regents conducted private interviews in the candidates’ home cities. Although the Presidential Selection Committee referred to these meetings as "visits,” at least one regent conceded that, like any interview, these meetings were to assess and possibly recruit candidates.⁶

Before these interviews, candidates informed the regents that they desired their candidacy to remain confidential by signing a form letter that the board had prepared in advance. Subsequently, the candidates and the groups of visiting regents met to discuss the position and the candidates’ interests and qualifications. After these meetings, some regents submitted written reports of their impressions of the candidates to the other regents, while others telephoned Brown with their impressions.

The fourth cut followed a number of closed meetings held by the board to discuss the remaining twelve candidates, those "most seriously considered” by the Presidential Selection Committee.⁷ The board believed that it could now justifiably convene in closed sessions because of the candidates’ request for confidentiality. Following these closed sessions, Brown reduced the list of candidates from twelve to five. Although the regents contended that no voting occurred at these closed meetings, they agreed that they reached a general consensus and that Brown’s list of five candidates reflected the views of the entire Presidential Selection Committee.⁸

On May 20, 1988, the board resolved to form a "nominating committee” to decide which candidates would be placed in nomination for action by the board. On May 24, 1988, before the nominating committee met, seven of the regents held a closed meeting to discuss the results of the interviews and to reveal their opinions regarding each of the remaining candidates. The board insisted that no voting took place at this time. It conceded, however, that, on the basis of a consensus, two of the candidates were preferred over the other three.

Immediately following this closed meeting, the nominating committee met, considered the entire candidate list, and decided that only two preferred candidates would remain. This was the fifth cut. After this decision and various informal discussions between committee members and the two remaining candidates, the nominating committee unanimously decided to recommend one candidate, Dr. James Duderstadt, to the board.⁹ Dr. Duder-stadt was interviewed in an open session by the regents and by selected student, faculty, and alumni representatives. Following this open interview, the nominating committee met in a closed session, and recommended the nomination of Dr. Duderstadt. The board subsequently reconvened in a public session and voted to elect Dr. Duderstadt president of the University of Michigan.

Booth Newspapers, Inc., doing business as the Ann Arbor News, and the Detroit Free Press, Inc., brought an action in Washtenaw Circuit Court, alleging that the Board of Regents had violated the Open Meetings Act and the Freedom of Information Act. Plaintiffs sought declaratory and in-junctive relief against the procedures employed by the Presidential Selection Committee. Plaintiff sought to have the court compel the board to make available the information regarding persons considered for the presidency, the discussions among the regents of the respective qualifications of each individual, and the decisions of certain nonquorum committees as they narrowed the candidates. It also sought disclosure under the foia of the destinations to which individual regents traveled for the purpose of interviewing candidates.

The trial court denied all requested relief and granted defendant summary disposition. The Court of Appeals reversed in part and affirmed in part, finding that defendant had violated the oma, but not the foia. 192 Mich App 574; 481 NW2d 778 (1992). Further, the panel enjoined defendant from further use of the procedure that had been utilized in selecting the university president and awarded plaintiff attorney fees and costs to be determined by the trial court on remand. Defendant filed an application for leave to appeal and plaintiffs filed an application for leave to appeal as cross-appellant. This Court granted both applications. 441 Mich 881 (1992).

II

A. OPEN MEETINGS ACT

1. THE LEGISLATIVE INTENT

Courts are bound to discover and to apply the Legislature’s intent, when interpreting statutory mandates. In re Certified Question, 433 Mich 710, 722; 449 NW2d 660 (1989). The legislative intent questioned in the instant case concerns the degree of accessibility the Legislature intended to afford the general public in observing the decision-making processes of public bodies.

During the late 1960s, Michigan’s Constitution and a patchwork of statutes required accountability and openness in government.¹⁰ In 1968, the Legislature directly addressed this issue by enacting an open meetings statute applicable to most public bodies. 1968 PA 261. The statute required only that public entities conduct final votes on certain subjects at meetings open to the public. Consequently, all other decisions and deliberations by public bodies could lawfully be held in closed sessions. Most importantly, because the 1968 statute failed to impose an enforcement mechanism and penalties to deter noncompliance, nothing prevented the wholesale evasion of the act’s provisions. See 1970 CL 15.251-15.253. In 1973, the Michigan Senate established the Special Senate Study Committee on Political Ethics to study a variety of topics, including the 1968 statute. See Senate Resolution No. 7, 1973 Journal of the Senate 36-37. The committee concluded that revisions to the open meetings law were necessary. It stated:

"The fact that only the meetings, or parts of meetings, at which votes are actually taken are considered public effectively insulates members of these bodies from public pressure.

"Since final decisions of a public body are the only items that must be made public, nothing in Michigan law prevents members of any public body, even including school boards, from discussing a proposal, adjourning to an executive session where members can agree privately on the action to be taken and then reconvene the 'public’ meeting for the one or two minutes required to formally vote on their privately-arranged agreement. Actually, under existing law it is really not necessary for a public body in Michigan to go through even this semblance of openness if it doesn’t want to.” [Osmon, Sunshine or shadows: One state’s decision, 1977 Det Col L R 613, 620, n 54, quoting Preliminary Final Report 10-11 (August, 1973).]

To rectify the ineffectiveness of the 1968 statute, legislators introduced bills to comprehensively revise and substantially improve the law. The current Open Meetings Act resulted from these legislative efforts.

2. THE OMA’S PURPOSE

Yet another fundamental rule of statutory construction is to examine a statute’s purpose as evidenced by the Legislature. In re Certified Question, supra at 722. In the instant case, the oma’s legislative purposes were to remedy the ineffectiveness of the 1968 statute and to promote a new era in governmental accountability. Legislators hailed the act as "a major step forward in opening the political process to public scrutiny.” 1976 Journal of the House 2242 (June 24, 1976, remarks of Representative Wolpe).¹¹ During this period, lawmakers perceived openness in government as a means of promoting responsible decision making. Moreover, it also provided a way to educate the general public about policy decisions and issues. It fostered belief in the efficacy of the system. Legal commentators noted that "[o]pen government is believed to serve as both a light and disinfectant in exposing potential abuse and misuse of power. The deliberation of public policy in the public forum is an important check and balance on self-government.”¹² The prodisclosure nature of the oma prompted one of its sponsors to describe the law, prior to enactment, as "a strong bill now which provides very limited closed meetings” and "very tight, limited exceptions . . . .” See 1976 Journal of the House 2242 (June 24, 1976, remarks of Representative Hollister). To further the oma’s legislative purposes, the Court of Appeals has historically interpreted the statute broadly, while strictly construing its exemptions and imposing on public bodies the burden of proving that an exemption exists.¹³_

3. THE OMA’S PLAIN MEANING

A thorough examination of the legislative intent and purpose places a statute in its historical context and aids a court in interpreting the statute’s text. When courts interpret this or any other statute, they must look to the plain meaning of the particular law in question. Owendale-Gagetown School Dist v State Bd of Ed, 413 Mich 1; 317 NW2d 529 (1982). In the instant case, the legislative reforms during the 1970s resulted in an oma with broad inclusive language that required a public meeting for "all decisions of a public body” and "[a]ll deliberations of a public body constituting a quorum of its members . . . .”¹⁴

The gist of our analysis is whether, on the basis of the oma’s plain meaning, the Presidential Selection Committee (a) constituted a public body that (b) made closed-session decisions and deliberations, and (c) conducted closed-session interviews in violation of the act.

(A) PUBLIC BODIES

The oma defines a "public body” to include a "committee, subcommittee, authority, or council, which is empowered by state constitution, statute, charter, ordinance, resolution, or rule to exercise governmental or proprietary authority . . . .”¹⁵

Consequently, a key determination of the oma’s applicability is whether the body in question exercises governmental or proprietary authority. Goode v Dep’t of Social Services, 143 Mich App 756, 759; 373 NW2d 210 (1985). In this case, it is beyond question that the University of Michigan Board of Regents is a public body charged by law and financed by Michigan taxpayers to govern an institute of higher education.¹⁶ The selection of a university president is one of the board’s most important exercises of governmental authority. If it establishes any form of subcommittee and empowers that subcommittee by "resolution or rule” to exercise this particular governmental authority, then that subcommittee is also a "public body” within the meaning of the act.¹⁷

The board, however, argues that Regent Brown’s actions do not constitute that of a subcommittee and, therefore, his activities as chair of the Presidential Selection Committee fall outside the oma’s reach. We do not find this argument persuasive. Essentially, the board argues form over substance. The Legislature did not grant any exception to specific types or forms of committees. Therefore, delegating the task of choosing a public university president to a one-man committee, such as Regent Brown, would warrant the finding that this one-man task force was in fact a public body. As the Goode Court observed, "[w]e do not find the question of whether a multi-member panel or a single person presides to be dispositive. Such a distinction carries with it the potential for undermining the Open Meetings Act . . ; Id., 143 Mich App 759.

Therefore, we hold that the selection of a public university president constitutes the exercise of governmental authority, regardless of whether such authority was exercised by Regent Brown, the nominating committee, the full board, or even subcommittees. Accordingly, this individual or these entities must be deemed "public bodies” within the scope of the oma. Having established the "public” nature of these bodies, we must now examine the precise actions taken by them and their disposition under the oma.

(b) DECISIONS

Section 2(d) of the oma provides:

"Decision” means a determination, action, vote, or disposition upon a motion, proposal, recommendation, resolution, order, ordinance, bill, or measure on which a vote by members of a public body is required and by which a public body effectuates or formulates public policy. [MCL 15.262(d); MSA 4.1800(12)(d).]

The board insists that the process of reducing the candidate list resulted from recommendations by subquorum groups of regents, the nominating committee of board members, or by Regent Brown acting alone after consultation with individual regents. It maintains that none of these actions constituted formal "decisions” that bound the board because the possibility existed that the board might reconsider their candidate evaluations and reexamine a previously rejected candidate. On each occasion, the board claims that they merely reached a consensus regarding the action that they would take or the candidates that they preferred. In short, the board insists that their actions, in reducing the list of viable candidates, were not subject to the oma because it did not take action by a "vote” as required under the act’s definition of "decision.” It maintains that the only decision that required a public meeting was held on June 10, 1988, when the board actually voted to elect Dr. Duderstadt.

The board bases its argument on the misconception that every term within the definition of "decision” is modified by the last two phrases ("on which a vote ... is required and by which a public body effectuates . . . policy”) (emphasis added). In other words, the board erroneously concludes that a determination or an action, for example, will only constitute a "decision” under the oma if that activity is one "on which a vote ... is required and by which a public body effectuates . . . policy.”

This interpretation is substantially flawed, however, when one considers the third activity included within the definition — a vote. Under the board’s construction, the definition of "decision” would include a matter "on which a vote ... is required and by which a public body effectuates . . . policy.” Defendant’s disjointed and strained reading of the statute is nonsensical. It is a general rule of statutory construction that courts must construe statutes to avoid rendering words in the statute mere surplusage or nonsense. Stowers v Wolodzko, 386 Mich 119, 133; 191 NW2d 355 (1971). A reasonable construction of the definition interprets the last phrase ("by which a public body effectuates ... policy”) as modifying the whole definition. The preceding phrase ("on which a vote ... is required”) modifies only those clauses that follow the term "disposition.”¹⁸

The board also contends that open meetings are only required when "formal” voting occurs. The defendant has once again misconstrued the statute. As currently worded, the oma’s plain meaning clearly applies to "all decisions” by public bodies. The act does not modify the word "vote” by the term "formal.” If this provision were now read into the current oma, it would resurrect the amended 1968 statute, which has been discredited by the Legislature. The board cannot read into the statute what the Legislature has seen fit to exclude.

Regardless of how the Presidential Selection Committee wishes to categorize its actions, the fact remains that the board adopted a procedure that violated the oma. The oma does not contain a "voting requirement” or any form of "formal voting requirement.” Consequently, arguments that the Presidential Selection Committee’s actions were a consensus building process, rather than a mere vote or "formal” vote, are irrelevant. Furthermore, any alleged distinction between the committee’s consensus building and a determination or action, as advanced in the oma’s definition of "decision,” is a distinction without a difference. Even members of the committee acknowledged that its "round-the-horn” decisions and conferences achieved the same effect as if the entire board had met publicly, received candidate ballots, and "formally” cast their votes.¹⁹ Moreover, testimony of various regents even raises the question whether the board did in fact vote through the use of tallies and a rating system.

The only part of the decision-making process that occurred in public was the final step: Dr. Duderstadt’s selection from a list of one. The Presidential Selection Committee did not make the decision to appoint Dr. Duderstadt publicly, it merely announced the decision publicly. Dr. Du-derstadt’s elevation to the position of university president was a fait accompli by the commencement of the public meeting held on June 10, 1988.

In sum, the board’s actions must be considered closed session decisions under the oma. Any other interpretation of its actions would contradict the act’s letter and spirit. This Court’s failure to recognize this fact would undermine the legislative intent to promote responsible and open government.

(C) DELIBERATIONS

Although § 3(3) of the oma requires a public body to hold all deliberations at an open meeting, § 8(f) does permit closed session deliberations "[t]o review the specific contents of an application for employment or appointment to a public office if the candidate requests that the application remain confidential.”²⁰ The oma further provides, however, that "all interviews by a public body for employment or appointment to a public office shall be held in an open meeting pursuant to this act.”²¹

The board maintains that this "application exception” permitted it to withhold the candidates’ identities and to justify closure of discussions comparing the candidates’ qualifications for the purpose of reducing the list of viable individuals. The board’s deliberation, however, far exceeded the exemption’s scope. The oma exception permitting closed sessions to review the "specific contents” of an application would entail discussions about the applicant’s qualifications on the basis of information contained in the application.

In the instant case, the Court of Appeals construed the "specific contents” exemption narrowly and held that the oma permitted closed sessions only to review personal matters contained in a candidate’s application. We agree. Considering the oma’s prodisclosure nature, the requirement to strictly construe exemptions and the mandate for open candidate interviews, it is reasonable to assume that the Legislature intended this exemption to be a limited compromise, allowing privacy rights to dictate in instances where boards were not engaged in decision-making activities.²² Here we agree with the panel that the board went beyond this limitation and made reduction decisions under the guise of this exemption. Clearly, however, the oma requires that "all decisions of a public body” be made in public. Consequently, the act mandates that the Presidential Selection Committee make any reduction decisions in public.

With regard to the interviews, or "visits” as termed by the board, there is no statutory exception permitting a subcommittee to conduct closed interviews. On the contrary, the Legislature expressly mandated open interviews. In doing so, the Legislature must have recognized that candidates’ identities would become public, and that it was in the greater public interest to know the qualifications of candidates for public positions and the hiring procedures of public officials.

Therefore, we hold that the Board of Regents is a public body that made closed session deliberations and decisions and held private interviews in violation of the oma.

B. FREEDOM OF INFORMATION ACT

The Freedom of Information Act, MCL 15.231 et seq.; MSA 4.1801(1) et seq., protects a citizen’s right to examine and to participate in the political process. It requires public disclosure of information regarding the formal acts of public officials and employees. This Court has stated that the act mandates "[a] policy of full disclosure . . . .” Swickard v Wayne Co Medical Examiner, 438 Mich 536, 543; 475 NW2d 304 (1991).

However, the foia provisions requiring disclosure are not absolute. The act outlines several instances in which public records may be exempt from disclosure. MCL 15.243; MSA 4.1801(13). These exemptions must be narrowly construed. See Swickard, supra at 544; Evening News Ass’n v Troy, 417 Mich 481, 503; 339 NW2d 421 (1983). In addition, the burden of proving the need for an exemption rests on the public body asserting its application. Swickard at 544; see Nowack v Auditor General, 243 Mich 200, 203-204, 208-209; 219 NW 749 (1928); Booth Newspapers, Inc v Mus-kegon Probate Judge, 15 Mich App 203, 205; 166 NW2d 546 (1968).

When interpreting the various foia provisions, we must again follow the statute’s plain meaning. Owendale-Gagetown School Dist, supra. In the instant case, the Presidential Selection Committee asserts that the travel expense records of regents who met with various presidential candidates should be privileged under § 13(l)(a) of the foia. This exemption allows a public body to conceal public records containing "[information of a personal nature where the public disclosure of the information would constitute a clearly unwarranted invasion of an individual’s privacy.” MCL 15.243(l)(a); MSA 4.1801(13)(l)(a).

As evident from the statute, under a plain-meaning analysis of § (13)(l)(a), two factors must exist to exempt information from public exposure. First, the information sought must be of a "personal nature,” and, second, the disclosure of such information must constitute a "clearly unwarranted” invasion of privacy. Swickard, supra.

1. PERSONAL NATURE

In determining whether the information withheld is of a "personal nature,” "the customs, mores, or ordinary views of the community” must be taken into account. Swickard, supra at 547. The Court of Appeals failed to consider this "personal nature” test as a separate inquiry as mandated by Swickard. Had it done so, it would have been compelled to determine that the information being sought by plaintiff was not "personal” in nature.

There exists no custom, mores, or ordinary view of the community that would warrant a finding that the travel expense records of a public body constitute records of a personal nature. The board, however, asserts that the travel expense reports of the regents might lead to information concerning the candidates that is in fact personal (i.e., the actual names of those individuals considered in the presidential search). We find that the foia "personal nature” exemption does not prohibit the disclosure of information that could conceivably lead to the revelation of personal information. As the United States Supreme Court stated, when examining a disclosure exemption in the federal Freedom of Information Act similar to § 13(l)(a), the exception is "directed at threats to privacy interests more palpable them mere possibilities.” Dep’t of Air Force v Rose, 425 US 352, 380, n 19; 96 S Ct 1592; 48 L Ed 2d 11 (1976).

If the board’s arguments are upheld, they could lead to undesired consequences and precedents. Its arguments welcome abuse of this prodisclosure legislation by misconstruing the statutory exemptions. In short, the standard advanced by the board permits a party to assert a myriad of scenarios under which the disclosure of one particular type of information might lead someone to discover other material deemed "personal.” By expanding the exemption to protect information that may or may not lead to the exposure of personal material, the board ignored the requirement that courts must construe foia exceptions narrowly.

Therefore, under our analysis, we hold that the foia’s § (13)(l)(a) exemption does not apply in the instant case because the travel expense records fail to survive scrutiny under the first prong of the two-part test required by this provision.

C. CONSTITUTIONAL CLAIM

The board contends that application of the oma to governing boards of public universities in the manner prescribed by the Court of Appeals violates the autonomy vested in such bodies by the Michigan Constitution. Const 1963, art 8, § 5. For the reasons discussed below, we reject that argument.

1. FAILURE TO PRESERVE CLAIM

The board first raised its constitutional claim in its appeal to this Court; the issue was neither presented to nor evaluated either by the trial court or the Court of Appeals. Issues raised for the first time on appeal are not ordinarily subject to review.²³ In addition, there exists a general presumption by this Court that we will not reach constitutional issues that are not necessary to resolve a case. Taylor v Michigan, 360 Mich 146, 154; 103 NW2d 769 (1960).

On the basis of the arguments articulated above, we refuse to consider the board’s constitutional argument.

hi

On the basis of an examination of the Open Meetings Act and the Freedom of Information Act, we rule that both acts were violated. Presidential searches at the state’s public universities must be conducted with due regard to the oma’s requirement of open meetings for all public body deliberations, decisions, and interviews. Travel expense records connected with these searches are not exempt from an foia request.

Therefore, we remand this case to the circuit court for entry of a judgment providing injunctive relief and compelling disclosure in conformity with this opinion.

Cavanagh, C.J., and Levin and Brickley, JJ., concurred with Mallett, J.

1 Five regents constituted a quorum of the Board of Regents.

2 Deposition of Regent Power, pp 52-53.

3 See Ann Arbor News, November 15, 1987, "Privacy complicates U-M search” (quoting Regent Roach).

4 Deposition of Regent Power, p 13.

5 In testimony regarding this first and second cut, there were conflicting statements taken from various regents concerning whether formal "rating sheets” were circulated and used by the Presidential Selection Committee to vote on a particular candidacy. Regent Roach, for example, stated that ranking sheets were provided for advisory committees and that they were given to the committee members for their review. See deposition of Regent Roach, p 49. Regent Varner described rating sheets and a complete ranking system. See deposition of Regent Varner, pp 10-14. Regent Brown, however, denied using any “tally” or "score” sheets mentioned by other members of the committee. See affidavit of Regent Paul W. Brown, June 12, 1989.

6 See deposition of Regent Nielsen, pp 31-32.

7 See affidavit of Regent Paul W. Brown, May 25, 1988.

8 See deposition of Regent Nielsen, p 41 ("[t]he regents [made the decision about who the five were]”); deposition of Regent Brown, p 60 (“that was the list that was most acceptable to the regents”); see also deposition of Regent Varner, pp 34-37; deposition of Regent Power, pp 38-39, 42-44; deposition of Regent Roach, pp 26-30; deposition of Regent Baker, pp 39-40 ("a consensus process is what it is all the way through”).

9 The other candidate, widely known to be Dr. Vartan Gregorian, actually withdrew his name from consideration after a telephone call from Regent Baker in which he had expressed reservations about Dr. Gregorian’s candidacy. See deposition of Regent Baker, pp 44-46; October 18, 1988 letter from Regent Baker to Ed Petykiewicz, editor of the Ann Arbor News. According to Dr. Gregorian, Regent Baker threatened to "politicize” his candidacy if Dr. Gregorian continued to pursue the presidency. See Ann Arbor News, "Candidate says U-M conducted search in climate of distrust,” November 3,1988.

10 See, e.g; Const 1963, art 4, § 20 (state legislative "doors of each house shall be open”); MCL 117.3(1); MSA 5.2073, MCL 78.23(j); MSA 5.1533(j) (sessions of city legislative and village bodies "shall be available to the public”).

11 Accord 1976 Journal of the Senate 1868 (September 16, 1976, remarks of Senator Welbom); 1976 Journal of the House 2243-2244 (June 24, 1976, remarks of Representative Brown); 1975 Journal of the Senate 2645 (December 16, 1975, remarks of Senator Kildee); 1976 Journal of the House 2242 (June 24, 1976, remarks of Representative Padden).

12 Osmon, supra at 617.

13 See, e.g., Wexford Co Prosecutor v Pranger, 83 Mich App 197, 201, 204; 268 NW2d 344 (1978) (the legislative history indicates that the statute is to be interpreted liberally, while exceptions are to be strictly construed, limiting situations where meetings are not open to the public); Esperance v Chesterfield Twp, 89 Mich App 456, 463; 280 NW2d 559 (1979) (the statute must be interpreted to accomplish the legislative goal of openness and accountability); Ridenour v Dearborn Bd of Ed, 111 Mich App 798, 802; 314 NW2d 760 (1981) ("the Open Meetings Act must be strictly construed against exemptions to public meetings”); Booth Newspapers, Inc v Wyoming City Council, 168 Mich App 459, 466-467; 425 NW2d 695 (1988) (oma exceptions must be interpreted strictly to meet the legislative goal of openness and accountability in government); Detroit News v Detroit, 185 Mich App 296, 302; 460 NW2d 312 (1990) ("A strict construction must be given to closed-door exceptions in order to limit the situations in which meetings are not opened to the public”).

14 The oma provides, in pertinent part:

(1) All meetings of a public body shall be open to the public and shall be held in a place available to the general public. All persons shall be permitted to attend any meeting except as otherwise provided in this act. . . .

(2) All decisions of a public body shall be made at a meeting open to the public.

(3) All deliberations of a public body constituting a quorum of its members shall take place at a meeting open to the public except as provided in this section and sections 7 and 8. [MCL 15.263; MSA 4.1800(13).]

15 MCL 15.262(a); MSA 4.1800(12)(a).

16 Michigan courts have repeatedly held that our state-financed universities are public institutions that come within the confines of state laws, despite constitutional provisions granting them some degree of autonomy regarding financial and educational matters. See Const 1963, art 8, § 5; see also Univ of Michigan Regents v Employment Relations Comm, 389 Mich 96, 107; 204 NW2d 218 (1973) (the constitutional grant of autonomy to the Board of Regents is to be applied to educational matters. "This concern for the educational process . . . does not and cannot mean that they are exempt from all the laws of the state”); Peters v Michigan State College, 320 Mich 243; 30 NW2d 854 (1948) (a state university is considered an "incorporated public board,” and, as such, subject to the workers’ compensation act in spite of the constitutional provisions giving the board control of college funds); Branum v Univ of Michigan Bd of Regents, 5 Mich App 134, 138-139; 145 NW2d 860 (1966) (the Board of Regents, in spite of its independence, is a part of state government and subject to the waiver of governmental immunity by the state).

17 MCL 15.262(a); MSA 4.1800(12)(a). Herald Co v Davis, 7 Med L Rptr 2164, 2165 (Saginaw Circuit Court, 1981); see also OAG, 1981-1982, No 6057, p 622 (April 20,1982).

18 Under this interpretation, each of the following activities are deemed a "decision” under the oma:

[a.] a determination ... by which a public body effectuates . . . policy;

[b.] [an] action ... by which a public body effectuates . . . policy;

[c.] [a] vote ... by which a public body effectuates . . . policy;

[d.] [a] disposition upon a motion, proposal, recommendation, resolution, order, ordinance, bill, or measure on which a vote by members of a public body is required and by which a public body effectuates or formulates public policy. [MCL 15.262(d); MSA 4.1800(12)(d).]

19 See deposition of Regent Power, pp 52-53.

20 MCL 15.268(f); MSA 4.1800(18)00.

21 Id.

22 This exemption remains in force even after public disclosure is required under other sections of the act.

23 This Court has repeatedly declined to consider arguments not presented at a lower level, including those relating to constitutional claims. In re Forfeiture of Certain Personal Property, 441 Mich 77, 84; 490 NW2d 322 (1992); Butcher v Treasury Dep’t, 425 Mich 262, 276; 389 NW2d 412 (1986); Dagenhardt v Special Machine & Engineering, Inc, 418 Mich 520; 345 NW2d 164 (1984); Ohio Dep’t of Taxation v Kleitch Bros, Inc, 357 Mich 504, 516; 98 NW2d 636 (1959). We have only deviated from that rule in the face of exceptional circumstances. Perin v Peuler, 373 Mich 531, 534; 130 NW2d 4 (1964) (issue resolution was necessary to quell confusion generated by the Court’s earlier opinions); People v Snow, 386 Mich 586, 591; 194 NW2d 314 (1972) (addressed the issue to prevent a miscarriage of justice). There exist no exigent circumstances in this case that require our review of the board’s constitutional argument.