Sept. 10, 2007

Dartmouth Approves Controversial Board Changes

Dartmouth College’s Board of Trustees voted Saturday to expand its size and change the way alumni elect some board members. While the board preserved the eight seats currently elected by alumni, the board expansion effectively diluted their power on the board — and angered a vocal and passionate group of alumni who had campaigned against the changes.

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The Dartmouth board has had 18 members: 8 selected by the trustees, 8 selected by alumni, and 2 who are ex officio. The 50-50 split among non-ex officio trustees is unusual, and is a point of pride to many Dartmouth alumni, a group known for fierce devotion to the institution. Many also feel the 50-50 split — which dates to a period when alumni bailed out the college from a financial crisis — represents the college’s obligation for that help, and subsequent help. Trustee leaders pushing for change conducted a study of governance and concluded that the board was too small, and that the college needed to recruit more talent — much of it deep-pocketed talent — for the board to be more effective.

While board governance at Dartmouth might seem a rather parochial topic (at least to those who aren’t Dartmouth alumni), it has become something of a cause célèbre, with blogs, columns and newspaper ads in national publications all blasting Dartmouth’s trustees for being anti-democratic in considering any change that would diminish the relative strength of the alumni-elected trustees. The charge of being anti-democratic comes because establishment candidates have been losing trustee elections. In the last four races, candidates who got on the ballot by petitioning for a place on it — and who criticized the college administration — have been elected, following sometimes contentious campaign periods.

Those campaigns have not just been about personalities, but the direction of the college. The alumni have been electing trustees who have charged that Dartmouth is ignoring its roots as a liberal arts college, denigrating its Greek system, and starving its athletics program (all charges denied by college leaders).

To many alumni, the fact that the college would seek to limit the power of alumni so soon after critical trustees were elected sounded like changing the rules when you don’t like the outcome. Stephen F. Smith, a Dartmouth alumnus who is one of those critical trustees and who is a law professor at the University of Virginia, said via e-mail that he had “argued strenuously” against ending the “venerable tradition” of having alumni elect half of the trustees. He predicted a significant fallout from the vote. “Our college is now faced with the prospect of a dramatic reduction in alumni contributions in protest of — or possibly even filing lawsuits to overturn — the action taken by the board today,” he said.

Smith, who also urged all Dartmouth alumni to help the college, was mild compared to others. One alumnus went online Sunday to compare Dartmouth’s leadership to those who run Iran.

Other observers reject the argument that alumni voting is about democracy.

The student daily, The Dartmouth, endorsed the changes and said that questions about alumni voting rights shouldn’t be a priority. “The college’s current structure of governance isn’t really a democracy,” an editorial said. “Democracy is government by the governed. In the case of Dartmouth, the students and faculty are the governed, but the alumni are not. The so-called government for those constituencies is the Board of Trustees and, no matter how the board is composed, the governance of Dartmouth relies on the construction of a board that acts in the best interest of the college’s students and teachers.”

The report issued by the college cited many reasons for changing the board structure, including the need for more trustees, the uncertainty over whether elected trustees would be able to provide the kind of financial support the college needs, and concerns that board divisiveness could make it difficult to recruit top administrative talent.

While keeping the eight alumni-elected positions, the board adopted changes that may make it more more difficult for petition candidates to win. The board affirmed the right of people to use the petition approach to get on the ballot. But in recent years, the official nominating committee has put forth three candidates for openings. In addition, Dartmouth has used an “approval” voting system where alumni voters indicate support for any and all candidates they like. Strategic voters, who back just one candidate, may have had more impact. Henceforth, the nominating committee will put forward only one or two names and people will vote for one candidate only.

In an interview Sunday, Charles E. Haldeman Jr. , chair of the board, said repeatedly that the reason for the governance change was not the ideas being put forth by those winning trustee races. He acknowledged that making these changes so soon after those races raised the question, but said other factors were at play.

He noted that he just became chair in June, that it had been a while since the last governance review, and that the style of the trustee campaigns (and high spending levels on them) was discouraging some good candidates from running. “It was not the outcome of the elections, but the nature of the elections,” he said. “Governance review is just a good thing to do periodically.”

Haldeman declined to reveal the vote on the governance changes, except to say that it was not unanimous. Why all the furor among the alumni, up to and including full-page ads in national newspapers? “Because our alumni body is unique in the love it has for the institution. What those ads are about is the passion and the love that we all have for Dartmouth. We just express it in different ways.”

On campus, some professors say the governance debate and the recent trustee elections have not been consistent with their experiences. Andrew J. Friedland, a professor of environmental studies and outgoing chair of the Faculty Committee on Priorities, has been at the college for 20 years.

Faculty members have been seeing the ads by critical alumni and “frankly we’re a little bit puzzled because I think most of the faculty who have been here for any length of time have seen improvements. We’re seeing higher quality teaching. We’re seeing more faculty being hired. We’re seeing students coming in better and better and we think leaving better and better,” he said.

Friedland added that he’s been particularly dubious of claims by some alumni that the college is losing its student-oriented learning culture and letting athletics languish. “Everybody here [on the faculty] really has a commitment to being available to undergraduates. It’s part of culture,” he said.

As for athletics, he said that on the priorities committee, he reviews building and facilities plans and has been struck that “significant athletic projects have been going forward, sometimes rising to the top of list of contenders in recent years.”

Alumni trustees tend to be most common in private higher education, although plenty of private colleges don’t have them. Those that do tend to have larger boards than Dartmouth’s, and a smaller proportion of seats elected by alumni. Princeton University’s board has 40 members, of whom 13 are selected by alumni. Cornell University’s board has 64 members, of whom 8 are elected by alumni, 2 by faculty members, 2 by students, and 1 by non-academic employees. Duke University’s board is self-perpetuating, but 12 of 36 members are selected in part by alumni.

Richard D. Legon, president of the Association of Governing Boards of Universities and Colleges, said Dartmouth’s changes made sense and were consistent with the way trustees act. Parity between alumni-elected and other trustees shouldn’t be a major goal, he said. “The board did what private college boards do, which is that it’s the board’s responsibility to structure itself in ways that allow it to carry out fiduciary responsibilities,” Legon said. “Board governance isn’t about parity. It’s about being effective for the strategic reasons that a board exists.”

But Anne Neal, president of the American Council of Trustees and Alumni, which has backed alumni at Dartmouth and elsewhere who want to assert more of a role in college governance, questioned the motives of the changes.

“However they choose to spin it, the board’s recent vote has rejected an open governance system that has produced a long and strong relationship between the college and her alumni. And by diluting the number of independent alumni trustee voices, it has ignored rather than adopted the ‘best practices’ it purports to seek,” Neal said.

She also questioned the idea that the recent trustee elections have damaged the college. “Since when did differing views and vigorous campaigns become destructive and divisive?” she asked. “That is the essence of democracy, but, that, regrettably, is exactly what the administration and its supporters on the board appear to fear.”

— Scott Jaschik

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