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The Dartmouth
June 21, 2024 | Latest Issue
The Dartmouth

Trustees function as ultimate authority, College caretakers

To many students, the Board of Trustees is an enigmatic body.

At its quarterly meetings, the Board discusses all aspects of the College -- aspects that have recently included tuition raises, the Will to Excel capital campaign and the Supercluster.

While much of the board's activity takes place behind closed doors, the basic functions of the body, and occasionally some of its decisions, are public information.

Final authority

The board is granted final authority under the original Dartmouth charter to establish "... ordinances, order and laws as may tend to the good and wholesome government of the said College."

The board has the ultimate responsibility for the academic, administration, financial and social affairs of Dartmouth.

Board of Trustees Chairman Stephen Bosworth, a member of the Class of 1961, said "the Trustees are basically responsible for the governance of the institution."

"They have two important functions: they choose a president who runs the institution and they oversee, with the assistance of the president, the financial resources of the College," Bosworth said.

The board's duties include the appointment of faculty and administrative officers, the purchase and sale of property, the establishment of salaries and the awarding of degrees.

College President James Freedman said the Board of Trustees has the final say on all matters at the College.

Freedman said, "They are the legal authority of the College. They have the ultimate authority."

Both Freedman and Bosworth stressed that the board functions as a team.

"The Trustees hire the president, and I think the Trustees believe as long as the president is doing what he is hired to do, the fundamental job is to support him," Bosworth said.

Semantics

The full board usually meets four times a year in Hanover and retreats one weekend in August to the Minary Conference Center in central New Hampshire.

The quarterly meetings with a few exceptions "all take place at the College and we meet in various places up there -- the president's office, Rockefeller Center -- this time [November 8 to 9] we are having the meeting at the [Dartmouth] Medical School," Bosworth said.

Bosworth said the meeting place of the Trustees is usually dictated by circumstances of the meeting and the issues at hand. This fall, the Board's meeting place was dictated by the bicentennial celebration of the Medical School.

Occasionally the board will meet on other college campuses. Last April, the board met at Yale University, where members met with senior officers of the institution.

A typical meeting

All meetings of the board occur over a weekend period -- normally lasting from Thursday night until Saturday night, Bosworth said.

"A typical meeting would involve some examination of the budget for the upcoming year as the administration is working on the budget," he said. "It might involve a report from the dean of the College on various aspects of student life. It might involve a report from the dean of admissions."

"It will always involve a report from the [College] president to the board on matters he thinks is of significance," Bosworth added.

The College president, who is the board-elected official who runs the College during the year, plays a significant part in shaping every board meeting, Bosworth said.

The president is a member of every board committee and participates in every issue debated by the Trustees.

The president sets the agenda for each board meeting in consultation with the chairman of the board.

"There are several things which are routinely on any agenda," Freedman said. "Annually, every meeting has certain items that have to be improved. We look at what important things Trustees need to be informed about or decide."

Freedman said the four meetings usually have some "obligatory

items" that must be discussed.

These items include an annual discussion regarding tuition, room and board, budgets for next year -- for both the College and the professional schools and admissions to Dartmouth.

Freedman said although the agenda for each term is usually made a month in advance, emergency items can sometimes arise that must be resolved at a meeting.

Freedman said he recalled one such urgent item 11 years ago concerned divestment of stocks in companies that invest in South Africa.

In November 1985, the Dartmouth Community for Divestment erected four wood shanties on the Green to protest the College's investments in companies that worked with South Africa.

The shanties were later torn down by a Dartmouth group composed mainly of members of The Dartmouth Review.

As a result of these shanties, the Trustees spent a good portion of their fall meeting in 1985 discussing the College's investments and voted to divest from some U.S. corporations that invested in South Africa.

Bosworth said decisions by the board are usually made on a consensus basis -- very rarely does an important matter come down to a tie or a major disagreement.

"We will just keep talking," he said. "There is generally [agreement], it is very seldom that one has a recorded vote" with much disagreement.

But the votes themselves are kept confidential.

A multitude of committees keep the Board of Trustees informed about pressing issues at Dartmouth.

The College President is mandated to oversee all these committees. The majority of the Trustees' work is channeled through several major committees and all report to the Board on an advisory capacity.

The basic operating committees which meet regularly are: the Executive Committee, the Finance Committee, the Investment Committee, the Committee on Educational Affairs and Facilities, the Committee on Development, Alumni and Public Affairs, the Committee on Student Affairs and the Council on Investor Responsibility.

Other Trustees' committees are the Nominating Committee, the Personnel Committee, the Committee on Trustees, the Audit Subcommittee and the Committee on the Medical School.

Bosworth said the Trustees try to accomplish as much as possible during their stay at Dartmouth.

"In the course of our stay up there we try to do several things," he said. "We try to meet with a representative group of students. We might meet with groups of faculty.

Bosworth said the weekends tended to be a very time-consuming commitment.

"There is little or no free time," he said. "It's not just an occasion to go up and stroll the campus."

Not a secret society

"Our formal meetings are all closed to the public ... but this is not a secret society," Bosworth said. "We are fully accountable ... for decision[s] made."

Bosworth said the secrecy of the meetings was necessary because public knowledge of the board's agenda and actual discussions might inhibit the Trustees from feeling free to speak their minds.

Cheryl Reynolds, secretary to the Board of Trustees, said the College is not required to have open meetings because it is a private institution.

"There are people that attend the meetings, and students on committees have opportunities to attend some part of Trustee meetings, but usually sessions are held in private with Trustees and invited members of the administrations," she said.

Reynolds said although many of the Trustees' actions are public, deliberations and agenda items are always kept confidential.

Unlike some other colleges, Dartmouth does not have student members on the Board of Trustees.

"The reason is that the job is just incredibly demanding," Freedman said. "There are only 14 people on the board and they both attend five meetings a year and many meetings of committees in between the board meetings. It's more demanding than any student could do."

Members of the board

The Board of Trustees has had 16 members since the College Charter was amended in 1961. Prior to then, the board consisted of only 12 members. The new members were added because of the growing size of the College.

The full Board consists of the President of the College, the Governor of New Hampshire -- an ex officio member -- and 14 other members. Seven of those 14 members are Alumni Trustees and seven are Charter Trustees.

Alumni Trustees are nominated by the Alumni Council. The Trustees are then elected by the Board. In contrast, Charter Trustees are nominated and elected by the board itself. Both the Alumni council and the board have nominating committees that actively search for appropriate Trustee members when a Trustee's term ends.

Duties and powers of all the Trustees -- whether alumni or charter -- are the same and all elected members serve five-year terms. Trustees can serve no more than two terms.

Bosworth said more than 10 years would not be a good idea.

"It's too long, you need new ideas and new blood," he said. "There are a lot of qualified and dedicated people."

Currently, all of the Trustees are Dartmouth alumni although this does not have to be the case, Bosworth said.

A tight-knit body

Robert Kilmarx, a Trustee from 1972 to 1982, said the size of the Board allows for a tight-knit governing body.

"The Dartmouth board is particularly small and we jealously guard that small number ...[so] we can insure and guarantee the close working relationship that really was a special mark of the board," said Kilmarx, who is a member of the Class of 1950.

Freedman said the small size of the board is an advantage.

"Our goal is to keep a very collegial atmosphere," he said. "This means a good deal more work for each individual Trustee. In some schools, if you have a larger board, you can divide up the responsibilities."

"For balance, we think what we have works well," Freedman added.

Trustees are not paid.

"You get to attend meetings a lot and you get to spend four weekends a year staying at the Hanover Inn," Bosworth said, with a laugh, regarding compensation.

"This is a labor of love," he said. "People do this because they believe deeply in Dartmouth College and because they believe it is important to give back what they took from the place."

Kilmarx said the Trustees take the Board very seriously.

"No one would ever consider being absent from a meeting," he said.

"With only 14 Trustees plus the president, that is a small group," he said. "Because it was small and because we all had such close working relationships, for each of us the Dartmouth Trusteeship was, next to family obligations, really our most important priority commitment."