Board of Trustees sees structural shift over time

By Lindsay Ellis, The Dartmouth Staff

Published on Wednesday, May 23, 2012

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Editor’s Note: This is the first installment in a three-part series about Dartmouth’s Board of Trustees.

Dartmouth’s Board of Trustees has witnessed many changes and experienced significant controversies since its inception in the late 18th century, but the Board maintains its founding function of overseeing the financial, administrative and academic affairs of the College. Shifting levels of alumni influence and the restructuring of responsibilities have shaped the composition of today’s Board and its specific goals.

Function and Structure

The College’s 1769 charter dictates that the Board of Trustees has authority to create “ordinances, order and laws as may tend to the good and wholesome government of the said College.”

Since its founding, the Board has expanded from 12 to 26 members, which currently include the College president and the governor of New Hampshire, who is an ex officio member. The Board nominates and elects 16 charter trustees, and alumni nominate and vote on eight additional board members, called alumni trustees.

Members pledge to act in the College’s best interest, advance the College’s mission and uphold the Board’s integrity, according to a statement issued by the Board in 2007.

To fulfill its mission, the Board divides into standing committees that include finance, student affairs, academic affairs and investment, according to a Fiscal Year 2012 list of the Board’s committees and members. At 13 members, the investment committee is the Board’s largest. The Executive Committee is composed of the chairs of the standing committees, according to Chairman of the Board Stephen Mandel ’78.

The different committees function “to connect the Board to the different elements of the College,” Vice Chair of the Board John Donahoe ’82 said.

Founding and the College Case

In founding the College in 1769, Eleazar Wheelock looked to fill the Board of Trustees with fellow ministers, according to history professor emeritus and College history expert Jere Daniell ’55.

Wheelock, Dartmouth’s first president and a Congregational preacher, held the Board’s first meeting at an easily accessible tavern in Keene, N.H., Daniell said.

“The goal was for him to control the fate of the College,” Daniell said.

The charter also outlined regulations for trustee meetings and named the first 12 trustees.

Trustees could appoint a new president if one was failing to perform his duties, and they had the ability to hire and dismiss officers, according to the charter. Initially, the trustees could also appoint replacements to fill Board openings.

Despite the Board’s power, the selection of College presidents was heavily influenced by the sitting president’s preferences. In the years before his death in 1779, Wheelock tapped his son John Wheelock, a member of the Class of 1771, for the College presidency, according to Daniell.

Financial matters have been chief among the trustees’ concerns at the College since the time of the Board’s inception. In an 1805 petition to the governor of New Hampshire, a trustee committee wrote that the College had accumulated “bad debts,” estimated to be $350.

Gradually, John Wheelock fell out of favor with the Board, and the trustees fired him in 1815, Daniell said.

William Plumer, New Hampshire’s governor at the time, rechartered the College to give the state the ability to reappoint John Wheelock and other trustees, Daniell said. This created two distinct institutions ­— Dartmouth College, which held the old charter, and Dartmouth University, which accepted both the new structure and John Wheelock as president — that shared the same facilities in Hanover, according to Daniell.

The Supreme Court case Dartmouth v. Woodward determined that the state could not change the charter despite its original issuance by King George III of the United Kingdom because it was still a permanent contract. Dartmouth University then ceased to exist, and the trustees continued to select the other Board members and choose the president.

For the next 70 years, the trustees selected ministers as presidents while other institutions became more secular, Daniell said.

Alumni Influence Begins

The Association of Alumni formed just before the Civil War, Daniell said. An 1869 Concord dispatch to the Boston Journal detailed alumni’s efforts to gain influence on the board.

“A minority of the trustees should be appointed by nominations by the alumni; that the trustees should hold office for a limited period instead of for life; and the vacancies now existing in the Board should remain till filled in the manner contemplated, and that the restriction in the charter by which eight of the 12 trustees must be residents of New Hampshire, ought to be removed.”

In 1878, alumni nominated 12 men to the Board, and the trustees elected three representatives, including William Jewett Tucker, according to “The Board’s Historic Growth,” a document given to the Dartmouth College Archives in June 1964.

Alumni pushed to hold five of the 10 seats on the Board of Trustees, a landmark achieved in 1891.

A Changed Role

A 1904 fire in Dartmouth Hall sparked the Board — particularly its alumni members — to place new importance on fundraising, Daniell said.

Charles Zimmerman ’23 Tu ’24, who served on the Board from 1952 to 1972, agreed to head Dartmouth’s first major fundraising campaign in the 1950s, Daniell said.

“He went around, one by one, and looked them in the eye and asked them not just for money but for time,” Daniell said. “It’s the process where alumni participation through the Board became cemented.”

Trustees’ role became far more important during the presidency of John Sloan Dickey ’29, which spanned from 1945 to 1970, Daniell said. The trustees worked to find a candidate who represented the College’s institutional needs instead of selecting a president based on his predecessor’s choice.

Trustees debated the feasibility of admitting women as full students throughout the early 1970s and into John George Kemeny’s presidency. The Board voted to allow the first women to enroll at the College in 1972. The Board, however, remained primarily male and did not have a female chairman until Susan Dentzer ’77 was selected in 2001.

Throughout this time, the composition of the Board became increasingly alumni heavy, representing a wide range of professions, according to Daniell.

“They’re drawn from spheres of the world of education, business [and] the legal world,” he said.

Recent Controversies

When eight charter trustees were added to the Board in 2007 after petition candidates won alumni-elected trustee seats, some alumni questioned their role in nominating and electing trustees.

In 2004 and 2005, T. J. Rodgers ’70, Peter Robinson ’79 and Todd Zywicki ’88 won seats on the Board of Trustees as petition candidates who were allowed to run independent campaigns. Stephen Smith ’88 was similarly appointed in 2007.

The petition candidates’ campaigns, though successful, were not conducive to a level playing field, according to James Adler ’60, the “nominal chairman” of Dartmouth Undying, a group that helped fund Alumni Council-nominated candidates’ campaigns.

Petition candidates spent “a fair amount” of money to campaign for trustee seats, Adler said.

In September 2007, the Board ruled to end equal representation between charter and alumni trustees, adding eight charter trustees for a total of 26 seats on the Board and breaking the tradition of parity that had been in place since 1891.

The Association of Alumni — who argued that the 1891 balance of trustees indicated a future legal obligation to parity — filed a lawsuit against the College in October 2007. The Association sets the regulations for each trustee election, according to its constitution.

“In 1891, the Board and alumni felt it was the good thing to do, and it was good for 117 years,” Hanover Institute founder John MacGovern ’80 said. The Hanover Institute played a large role in funding the lawsuit against the Board.

A newly-elected executive committee of the Association withdrew the lawsuit with prejudice in June 2008, meaning that another case could not be filed by the same group on the same basis as the one dismissed. An independent group, however, filed a similar lawsuit in November 2008 that was later dismissed in January 2010.

“The Board’s actions have shaken the confidence of many alums,” MacGovern said. “That chapter of more than a century has, it appears, ended. It was a sad day for Dartmouth, and I think a sad day for this country.”

The conflicts over parity impacted relations among trustees, according to Mandel, who has been a member of the Board since 2007.

“There were definitely tensions within the Board several years ago,” Mandel said. “My first couple years on the Board, I don’t think the Board was all that productive because we were dealing a lot with governance issues.”

Mandel credited Ed Haldeman ’70, the Board’s chairman from 2007 to 2010, College President Jim Yong Kim and former College President James Wright for “effectively solving” these problems.

The highly contested changes to the Board’s structure demonstrate the level of alumni concern for the College, Adler said.

“Dartmouth alumni tend to be more passionate than most alumni bodies,” Adler said. “It’s wonderful, but it also means that a very large number of alumni have very strong opinions about what should and should not be going on at their beloved Dartmouth.”

The growth and integration of Dartmouth’s graduate programs during this period also contributed to Board’s size increase, Daniell said.

Student Roles

At various points in the Board’s history, students and other community members have criticized the lack of student voice on the Board.

Mandel said he has tried to increase contact between the trustees, faculty, alumni and students in his time as chairman.

“I’ve felt, historically, that the Board is like the Wizard of Oz, behind the curtain,” he said.

To combat this, Mandel said that trustees meet with different constituencies on campus and at alumni events.

Although he has participated in arranged trustee-student meetings, former Student Body President Max Yoeli ’12 said that students must take initiative to talk to trustees outside of these “contrived” settings.

“It’s great to be in a room with them and be able to talk to them, but it doesn’t feel like it’s a direct part of the decision-making process,” he said.

President’s Intern Jason Goodman ’12, a moderator of Palaeopitus Senior Society, said he has spoken with Board members about student concerns and campus issues.

“They always have their ear to the ground, and they’re more than happy to engage with students,” Goodman said. “I felt heard.”

As a whole, students know “next to nothing” about the Board’s doings, but an increased awareness would improve trustee-student interactions, Yoeli said.