Trustees committee considers recommendations to enhance board governance

March 14, 2013

HERSHEY, Pa. – Penn State's Board of Trustees in May is expected to consider potential structural changes to their governance and oversight procedures, including the possibility of having the University president and the governor serve as nonvoting members.

In a public session today (March 14) the Trustee's Committee on Governance and Long-Range Planning met to review the University's charter, bylaws and standing orders and to discuss recommendations for strengthening the way the board governs the University.

Over the past 12 months, the committee has been conducting a comprehensive review of the board's governance practices to develop a specific set of reform recommendations and revisions. The full board will meet tomorrow (March 15) in Hershey to hear the findings and offer comment, and the committee will present these in final form to the board for action at its May 3 meeting at University Park.

"The Governance Committee and the entire Board of Trustees recognize the need for reform and are committed to establishing a structure that addresses the needs of our students, faculty, staff and alumni," said James Broadhurst, chair of the committee. "This process is ongoing and will continue. We are constantly evolving in our quest to provide the best possible governance structure for Penn State."

Broadhurst added that in addition to internal deliberations and review, the committee is considering input from a report issued in November by state Auditor General Jack Wagner and recommendations made this month by Penn State's Faculty Senate Special Committee on University Governance. The Freeh Report recommendations also have been considered to the extent that they relate to the University's organization and oversight. Additionally, best practices from other institutions of higher education have been reviewed, as well as information provided by the Association of Governing Boards of Universities and Colleges, a national association that serves the interests and needs of academic governing boards and advocates on behalf of citizen trusteeship that supports and advances higher education.

"It's important to gather facts, review all suggested changes and move toward a structure and an ongoing process that makes the best sense for the overall operation of the University as we move forward," said Broadhurst. "The committee appreciates the thoughtful reviews and recommendations with the ultimate goal of helping our University improve and achieve its full potential."

Many improvements have already been made by the board during the past year, including expansion of the committee structure from three to six and adding four subcommittees; refinements to term limits; increasing constituent representation at committee meetings including faculty, staff and students; and providing opportunities for public comments at meetings.

Among the possible recommendations being discussed by the committee are revisions to the method of selection and composition of the executive committee; clarifying trustee qualifications, reimbursements and conflicts of interest; permitting certain official communications to be conducted by email and telephone; redefining the University president's duties and changing the status of the president and the governor ex officio to be non-voting members of the board; and expanding the matters that require the attention of the board, including the University's Right-to-Know Law reports and annual Clery Act reports.

The Committee on Governance and Long-Range Planning provides counsel to the board concerning the development of strategies, policies and practices that orient, educate, organize, motivate and assess the performance of University trustees. It oversees any changes to the expectations of membership and conduct for all Trustees, candidates for election to the board's executive committee, and recommendation of emeritus status for retiring Trustees. The committee also participates in the University's long-range strategic planning process.

Committee members include Broadhurst as chairman, John P. Surma (vice chairman), H. Jesse Arnelle, Alvin H. Clemens, Thomas W. Corbett Jr., Keith W. Eckel, Joel N. Myers and Carl T. Shaffer; along with University President Rodney A. Erickson and Board of Trustees Chairman Keith E. Masser as ex-officio members.

(Media Contacts)

Last Updated May 24, 2019