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Tuesday, September 12, 2006
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Abramson looks at board transitions


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Abramson looks at board transitions

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> Governance Updates

When the Board of Trustees comes to campus this week for the academic year’s first meeting, “We’ll not just sit in the boardroom,” vowed Gary Abramson, chairman of the Board of Trustees.

They’ll walk through the campus, be invited to classes, and meet with campus representatives including professors, deans, and Faculty Senate members. The goal is “to get the general feel of the university—the academic philosophy, the general pulse,” Abramson said of the two-day meeting, which includes an orientation for new trustees.

The new trustee orientation, which will also be open to existing trustees, is part of “trying to go the extra mile” as the board works to reform AU governance after the removal of former president Benjamin Ladner in October 2005.

A plan to reform governance by improving accountability and oversight, making the board more inclusive, and addressing the roles of the president and trustees was passed by the board in May and incorporated into the university bylaws in June.

Among other changes, the board added seven new members, including two former university presidents, a former director of the Peace Corps, a former AU professor, and a recent graduate now in the business world.

Expenses are also being reviewed carefully and with regularity. “Obviously, after what we’ve been through, there’s a very careful and structured review of expenses,” Abramson said. The travel and personal expenses of the vice presidents and [interim president] are reported to the board. Abramson noted that [Interim President] Neil Kerwin is using his own car . . . and walking!”

The audit committee has instituted additional checks and balances, and when a new president is chosen, the contract will be reviewed carefully not only in-house by the finance office and university counsel but also by outside counsel.

Later this fall, the board expects to include two nonvoting faculty trustees and a nonvoting student trustee who will be full participants in all other board activities on behalf of the entire university. Asked why they don’t have a vote, Abramson said that the faculty themselves, after an extensive study, recommended that faculty trustees be nonvoting because of potential conflict of interest.

The student trustee, among other concerns, could not necessarily bear the fiscal responsibility of board members, including the obligation to make financial contributions, Abramson said.

The new trustees, he said, were chosen for their academic experience rather than their business backgrounds or their own ability to financially support the university. Now numbering 25, the board is expected to grow to as many as 30, he said.

“We have room and have the desire to bring on new people. We want to continue to get as much diversity as possible. We want to get people who represent different professions. We’ve gotten people on the academic side. Now we want to get people on the business side, corporate side, maybe the international side.”

As it has worked toward a more transparent and inclusive model, the board hired top governance professionals to share their expertise. Advisors have included Tom Ingram, former president of the Association of Governing Boards of Universities and Colleges, and Martin Michaelson, former general counsel to Harvard and a lawyer whose practice focuses on colleges, universities, and higher education associations.

“They gave us a perspective that sometimes you don’t have when you’re just local,” Abramson said. “Basically, they reinforced everything we were doing and helped us become an example of how to not only take a bad situation and turn it into something good, but how to have the most comprehensive governmental review . . . We reviewed things we didn’t even need to review, in as open and transparent a way as possible.”

Abramson is pleased with the board’s progress so far. “I think we’ve done a great job. I think that, under difficult circumstances, we learned a lot from our mistakes. I think that we have the most open relationship with [deans and faculty] that we’ve had in a long time. We have a whole different feel on the board and on the campus.”