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The governing boards of U.S. colleges and universities, typically called trustees or overseers, are among the least visible and most powerful individuals associated with a school.
While colleges may have hundreds or thousands of employees who interact with students daily, trustees operate largely behind the scenes to ensure the well-being of the institution and those it serves. They owe the institution fiduciary duties of loyalty, care and obedience, and are responsible for making decisions about major aspects of a school’s life, including areas such as the budget, tuition price, public image and student well-being.
Trustees should stay informed about all aspects of their school, and their actions contribute to a school’s success or failure, experts say. Furthering a school’s mission sometimes means making or backing tough policy decisions that don’t please everyone, as governing in higher education may be more challenging now than ever.
“Their unique role is to listen to every constituency, but be beholden to none,” says Michael B. Poliakoff, president and CEO of the American Council of Trustees and Alumni, or ACTA, a nonprofit organization that provides extensive resources to help college and university governing boards function effectively.
Although the trustee role is “not one that the public tends to understand,” Poliakoff says, “these are the people that are representing their interests. There’s often a misunderstanding that the trustees serve the institution. … They serve the public. They’re guardians of a public trust.”
How Someone Becomes a College Trustee
Trustees of private colleges typically are elected by the existing trustee board members, and at public schools are most often appointed by state legislatures or governors. Some trustees are graduates of the school, and all serve without pay.
Terms usually are staggered for some continuity, rather than a complete board change at once. Boards most commonly range between 20 to 35 members, but sometimes have as few as 10 – or more than 50 for some elite private or very large schools.
Some colleges have student, faculty or ex-officio trustees with varying degrees of power and responsibility, as well as honorary and emeritus members. Depending on their classification, some trustees may not be voting members.
Typical Responsibilities of College Trustee Boards
Here’s a partial list of some typical trustee roles and responsibilities:
- Making all legal and fiduciary decisions as the final authority for college business, although they may delegate some authority.
- Safeguarding the school’s mission, reputation and resources, including reshaping the mission when necessary and minimizing the risks of conflicts of interest and fraud.
- Formulating a strategic plan and holding the school’s president accountable for developing and implementing it.
- Selecting, setting pay for, advising, supporting and evaluating the president.
- Setting policies that govern the school while overseeing the school in general and upper management in particular.
- Approving the annual budget and setting major program fees.
- Raising money, leading in capital campaigns, overseeing the endowment, personally supporting the school financially and encouraging others to do so.
- Ensuring that use of the school’s assets aligns with legal requirements and the school’s mission.
- Recruiting, training, retaining and replacing their trustee ranks.
The most basic responsibilities of trustees at nonprofit public and private colleges are “to make good-faith decisions in the best interest of the institution,” says Mary Papazian, executive vice president of the Association of Governing Boards of Universities and Colleges, commonly called AGB.
“Unlike in other countries where higher education is managed by the government, American higher education was founded on the judgment of volunteer trustees,” she notes. “It relies on the belief that a group of thoughtful individuals, adhering to their fiduciary duties, will govern a college or university more successfully than will direct government control.”
Trustees are accountable to other ideals and groups, including the values of higher education, the public trust and the various stakeholder groups invested in the institution, such as faculty, staff and students, Papazian says.
“So that means boards, working in partnership with their presidents and senior administrators of those institutions, have to be concerned with student access and student outcomes. Are students doing well? Are they graduating successfully? Is there equity in serving all students? How do boards ensure their institutions are offering programs of value and making it clear to students and the public they serve? And does the business model of an institution work to achieve its success, its vitality?”
How a Good College Trustee Board Functions
Trustee boards typically do most of their work in committees outside board meetings, with each trustee serving on at least one committee, often more. Examples of common standing committees are governance, student affairs, academic affairs, facilities, compliance, budget, finance, audit, advancement/development and risk management.
“The real work and generative thinking occurs on those committees,” says Dennis Morrone, national managing partner of Not-for-Profit & Higher Education Practices at Grant Thornton LLP, a major audit, tax and advisory firm.
“Without the committees, the board can be only so successful,” he says. “The days of the sleepy boards are over. It’s not just showing up at graduation – it goes far beyond that and requires a lot of hard work and discipline.”
Outstanding character and reputation are essential qualities for trustees, many of whom come from fields outside higher education – “and that’s the real power,” Papazian says.
“They’re engaged and caring citizen volunteers who are acting in the best interest of their institution to try to ensure that the institution is successful. They bring a different perspective, and that allows them to ask different kinds of questions. I think it keeps everybody honest. It is a critical part of what makes higher education in the U.S. very strong.”
Trustee boards should be composed of accomplished people with diverse perspectives, talents and skill sets, experts say.
“Having an active and qualified and well-rounded board ensures that the institution will stay faithful to its mission,” Morrone says. “And second of all, that they will hold the management team accountable for the right actions and behaviors. So as an independent, unpaid body, their only real responsibility is to ensure their duties of obedience and loyalty.”
While many common issues confront trustees across the higher ed landscape – demographic changes, access, affordability, value and public perception, to name a few – each school must also solve its own unique problems.
“The old adage is, ‘If you see one board, you’ve seen one board,'” Papazian says. “It’s very context-specific. We tell them that the key for really effective board leadership is for boards to stay engaged, ask thoughtful questions, be courageous and imaginative. It takes courage sometimes to not give in to pressure, but to keep the mission and the purpose and the vitality of your institution and the success of your students at the forefront.”
An Example of a Successful College Trustee Board
Although it’s common for trustee boards to occasionally struggle to fulfill their responsibilities, there are many that consistently show strong performance, experts say. The AGB provides numerous programs and services for trustee boards and annually recognizes stellar boards with the John W. Nason Award for Board Leadership.
One of the 2023 awardees, Xavier University of Louisiana, was honored for a range of initiatives to improve students’ lives and elevate the school’s legacy, including laying the groundwork to establish a graduate school of health sciences and a medical school. Xavier is the only historically Black and Catholic college in the U.S. and graduates more Black students who go on to become medical doctors than any other U.S. college.
Facility updates, data-driven approaches to student persistence and other efforts to improve the student experience have been underway at Xavier. Trustees also worked in advance to secure $65 million by November 2022 toward the $500 million fundraising campaign goal for Xavier’s 100th anniversary in 2025.
Trustee board chairman Justin T. Augustine III says the AGB recognition “shows that the body of work we’re putting in is getting noticed.”
Augustine, an Xavier alumnus, is entering his seventh year on the 27-seat board and his third year as chairman. After reviewing best governance practices, the board amended its bylaws to allow Augustine to serve longer as chair to promote continuity while rolling out important new initiatives, such as the university’s “pillars of success” missional objectives.
Augustine, a regional vice president for Transdev Services Inc., calls his board involvement a “labor of love” and says his board’s effectiveness is due largely to its strong committee structure and the diversity and creativity of experts from fields that align with the school’s mission.
For a trustee board and its school to succeed, “you have to listen to your student body,” Augustine says. “Schools need to adapt and constantly enhance the experience for the current student body.”
At the same time, it’s critical that students hear from trustees, he says. “We communicate with them. We may not be able to resolve everything right away, but we keep a running list and try to address things, including with the budget, to make sure they can see the results. And when they see the results, they know we’re listening to them and paying attention to them. And that’s important.”
This type of engaged work distinguishes the best-functioning governance boards, Morrone says. The paradigm has shifted from decades ago, when governing boards were seen as “alumni clubs” that got together for dinners and golf outings, he says.
“Now, they are far more structured in terms of their thinking and their focus on being more of a strategic partner and generative thinker to complement the management team. And more introspective about how things can be better. A trustee, one that really takes their role seriously, realizes that it’s tough work and really a responsibility.”
Resources to Help College Trustee Boards
In addition to training programs, seminars and conferences, here are some resources that Grant Thornton, AGB and ACTA provide to trustee boards that can also educate students and the public:
- Grant Thornton publishes and updates a guidebook for trustee boards.
- ACTA helped develop the “Governance for a New Era” report for trustees, a blueprint for forward-thinking higher ed governance.
- AGB’s self-assessment tool was designed to help strengthen relationships and trust among trustees for greater board effectiveness.
- The Governance IQ resource by Grant Thornton offers a webcast, guidebooks and articles that subscribing trustees can receive to stay abreast of relevant trends and best practices.
- ACTA’s “How Colleges Spend Money” online financial analysis tool lets trustees check their school’s spending and benchmark against peer schools.
- The “Gold Standard for Freedom of Expression” by ACTA helps boards lead in promoting a culture of free thought on campus.
Poliakoff offers some boilerplate advice to all college trustees: “Don’t be shy. Don’t feel you shouldn’t ask questions, that you shouldn’t do appropriate investigation. The worst possible thing is embarrassment for the school because of failures that oversight could prevent. Too often trustees become passive, and that’s a deadly place for them to be nowadays.”
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