by Deborah Davidson, vice president of governance education and research
We don’t usually comment on university board situations, since our sister organization, the Association of Governing Boards, is the expert in university boards. But the evolving situation at the University of Virginia is just too important not to address the lessons to be learned by all boards.
In a nutshell, the board chair, Rector Helen E. Dragas, engineered the ouster of university president Teresa Sullivan by garnering enough votes, in secret, to remove her, and calling the other board members to let them know she already had a majority and they might as well go along with it. According to published reports, there was no meeting, no discussion; no opportunity for debate. And no reason given when the announcement was made: just “Sullivan removed. Unanimous decision.”
Wow.
In a public relations nightmare reminiscent of the recent Susan G. Komen fiasco, the university community has reacted with passion and vehemence against this precipitous ouster of the reportedly very popular president, whose tenure will be, assuming she leaves in August, less than two years. Several large donors have threatened to rescind gifts, and other prestigious universities are apparently preparing offers to scoop up disgruntled rock-star professors.
I’m tempted to compare the whole sad affair to the machinations of junior-high youngsters who whisper to one another they don’t like the new kid in school…shhh…pass it on. Such judgments are never made out loud. But these are adults, and this is the board of a world-class university; just ask the straight-A high school students who weren’t accepted there. Decisions of this magnitude require discussion and debate. The entire board must own the decision. Apparently the underlying reason for the ouster was that some board members felt Sullivan’s methods were too slow; they believed more rapid change was necessary in a difficult financial environment. A debatable point, surely. Summary dismissal, without an opportunity to have that debate, it seems to me, brings the board’s process into serious question.
And of course, it’s not over. An interim president was just named, but some are calling for the ouster of the board, and Sullivan’s reinstatement. All this could have been avoided if the board’s decision-making process for this critical decision had been more inclusive. I don’t know if Sullivan was doing a good job; certainly the university community, including the faculty, the students, and the former president, seemed to think she was. That’s not the point. Boards just can’t engineer these huge decisions, which have enormous ramifications, without thoughtful debate leading up to a true vote instead of what amounted to a whispering campaign.
I hope some good comes from this. I hope you’ll look at your board’s processes and determine whether the board’s biggest decisions come as a result of open debate, or through back-channel machinations. If your executive committee frequently acts on behalf of the plenary board, with the result that the full board acts as a rubber stamp – please rethink that. Then think about this: A giant PR firm has been hired to help the university deal with the fallout, paid for by its foundation. Is that how you want to spend your donors’ money?
Sara Best
/ June 19, 2012Excellent post, Deborah. What is it with “board think?” Whether part of one on one conversations or even in the case of full board discussions when they successfully take place- what is it that happens to high-functioning, successful, savvy, and well-intentioned board members? They seem to lose their ability to question, challenge, and other-wise accurately assess the ethics of their actions or proposed actions. What’s more disturbing is the that the more critical and significant the decision, often times the more this “board think” occurs. On all governing boards, we need more of “Let’s bring this to the full board for discussion, ” and , “let’s really think this through from all angles before we make a decision, ” And we need less, “It seems like others support this, ” and “I don’t know enough to really vote.” All board members have an obligation to know or find out- to be informed, and to be actively engaged with an eye on all decisions and how they will impact their key stakeholders.
Sara Best, Director
Board Catalyst Institute
Deborah Davidson
/ June 20, 2012Thanks for writing, Sara. We work (dare I say struggle?) every day, to combat that groupthink phenomenon. And you have identified a giant piece of the puzzle here–active board engagement. Obviously we don’t know exactly what happened in the U-Va situation, but the fallout seems to indicate that some of the board members were taken completely by surprise by the move to remove the president. Not a good sign.
Prentice Zinn
/ September 12, 2012BoardSource and other have long emphasized transparency, due-process, and clear mechanisms of accountability as basic standards of governance.
These troubling events are even more surprising in an era when so-called closed-door decisions or backroom unilateral actions inevitably surface through social media to haunt trustees and damage the reputations of important community institutions.
Jim Whitesell
/ September 16, 2012As immediate past chair of the San Diego Youth Symphony and Conservatory, I would say that at the top of the list of keys to our success is that we NEVER work behind closed doors. Every board member must be engaged in major changes even if they feel the direction is not the right one. That buy in only comes when the minority voices have been heard.
Bowman Walton
/ September 19, 2012The last New York Times Magazine has a full report on the coup, now happily reversed. What is most striking in that article is that the chair believed that she was being a proactive leader responding to a crisis in higher education, and that the board at Virginia intrvenes in campus decisions more than has been customary in higher ed for about a century. Indeed, the chair clearly saw her role as management rather than governance. As a politically-appointed board with an appointed chair, it has less ability to shape its board culture for governance with careful selection of members and officers. And of course, there will be those who see the power dynamics of the political world as entirely appropriate to a state agency.