...Essentially, whatever operating system the college implements at any given time, requires that the president is responsible to the board. Quite simply then, the president has final authority within the community per se. If in fact, the college intends to remain functional as a corporate entity in the 1990's I would strongly suggest this doesn't change. The office of president should actually be strengthened so it functions well and is not continuously undermined by the board and the college.

There are several needs that must be considered when dealing with governance: those of the different segments that compose the "community"**; those of the administration in terms of its ability to adequately manage the institution; and the needs of the board to function well, fulfill the mission of the college, and to provide the financial foundation so the college can survive indefinitely. Some needs may be utopian or idealistic in nature while the survival of the institution is based on very real and tangible needs.

[** community is a word that is bandied about at Goddard and should be dropped from usage because it doesn't adeqately describe the relationship of the individuals who are associated with the College and is misleading. There isn't a community at Goddard anymore. Some students live on campus some of the time, essentially no faculty or staff, the president part-time -- so what is the community? The boundaries are so open and transitory that the ideal of a community cannot come to fruition. Some individuals are there for a year or two, some for four, some for many years, some for alumni events, some for occasional board meetings, and yet the tendency is to regard all as members of a community.]

...The board has abdicated its major responsibility to provide financial support for the college in favor of what one nominee to the board called "playing college" -- involving itself, instead, in running and growing the college.

...The board must have strong leadership that is empowered to lead.

If the board is to function well, then I strongly suggest that it uses a chair or co-chairs. One person(s) needs to have the authority and responsibility for seeing the whole picture and weaving the threads together into a tapestry. Some people might feel this structure is too conservative, especially for a "progressive" college. Again, this raises another interesting question which should be addressed. My feeling is that the board exists to guarantee the future of the college and to provide the foundation for the college to continue to experiment as it sees fit. Simply put, that means to "conserve" the college and that may suggest conservative operating principles so that a progressive institution can survive and grow. This then, may not be congruent with the ideological posture of the college, but on the other hand, might work quite well. Is the system to be thrown out because it works?

The board needs to be task-oriented while respectful of process. People who might be qualified candidates to serve on the board and who may be major donors will, most likely, come from the business world where time is money. They will not be interested in flying in to board meetings to "worry sticks". They will want to feel their sacrifice of personal time and energy has value. That means that the work of the board must have value and must be related to the accomplishment of certifiable tasks. There must be leadership.

I am aware the board is becoming involved in the operations of the college once again. This is a natural tendency when there is genuine concern for the welfare of the college, but board members must learn that being a good board member means not becoming involved, rather maintaining a healthy detachment from the institution which allows for objectivity. Anytime the board is drawn into college operations, for any reason, this action directly undermines the effectiveness of the president and it just should not happen. If interventions are viewed as acceptable or desirable, then the College should not have a president because it doesn't take the role of the president seriously and success will not be possible. It is an impossible situation to hire a person who has full responsibility and accountability and then undermine them by not utilizing their role and expertise.

So what powers or authority should the chair have? What are the jurisdictional lines? If the chair is good, then his or her process will be inclusive and consultative. If the chair is not good, he or she should be removed. The chair should appoint committee chairs and in consultation with members, appoint membership to these committees. Time is at issue. The board needs to not distract itself from its primary fiduciary role by operating as a group of the whole and selecting committee chairs and members. By electing a chair the board is delegating responsibility and authority. If the board wants to be involved in everything, then don't have a chair. But be prepared not to have many major donors sitting on the board either. If the board chooses to have a chair, then use him or her, don't work behind their back or otherwise undermine them. It is better to remove them and be direct if their perfomance is lacking. It is disrespectful to do otherwise and is not in the long term best interests of the college....

The chairs of each committee, along with the chair of the board and the president of the college, should comprise the executive committee which should be able to act in the best interests of the whole board between meetings, reporting to the full board. Again, the board is delegating authority to the executive committee so that the college functions smoothly. If the board doesn't want to delegate these powers fully, then it should be prepared to meet monthly.

The executive committee needs critical mass. If it has less than 6 people (including the chair and president) I would suggest that they appoint other members to serve. The executive committee must provide an environment where the president and the chair can be entirely candid without fear of confindentiality being compromised. It should be a place where all highly sensitive issues of the board and the college must be able to be brought with full confidence. The chair and the president must be able to be challenged and supported at the same time. It must be a committee where the people enjoy once another and can work well together. Otherwise, the health of the college is compromised. It might be more "democratic" for the membership to the executive committee to be elected by the board as a whole, but I don't think it's in the best interests of the college.

The executive committee should be the body that evaluates the president, reporting to the full board, and, if there is no committee acting in a trusteeship capacity, then it should also oversee the evaluation, performance and discipline of board members. The method for evaluating the president must be reviewed in its entirety -- perfomance must be evaluated in a process that is developmental in nature and is not politicized....

The board evaluation should be done annually and deliberately.... Ultimately, the chair must be finally responsible for what happens during his or her "watch", and must have the power and permission to intervene whenever necessary. This is true for the president as well.

While the structure of the standing committees must allow for action, these committees must remain diligent about not transgressing into college operations and should, for the most part, be information gathering in nature and report to the full board. Questions should be raised -- Are the figures presented in the budget reliable? Is the new academic program consistant with the mission statement? Is it affordable? All inquiries into the college should be made with the full knowledge of the chair and the president. Someone or ones need to mind the whole picture.

The board, on an annual basis, should ratify the selection of the College's auditor/accountant and counsel. These are direct responsibilities of the board and should be reviewed in a deliberate and regular fashion.

No members of the board (except staff and faculty trustees) should be permitted to be compensated for any work on behalf of the college. There already exists too much potential for conflict without creating an additional fertile environment for even more. This also means that any board members who are working directly or indirectly to create a future position for themselves at the College should resign at the earliest possible time to avoid all appearances of conflict.

Finally, the board must resolve the issue of whether or not to have students, staff and faculty on the board, and if so, in what capacity and how to reduce the possibility for conflict of interest. Students are end-users so personally I feel they deserve a seat. How they are selected should be reviewed. Given the current method for placing students, staff and faculty members on the board, I don't see how conflict here may be avoided. These people are elected so there is an inherent "representative" function. Students, staff and faculty are the only individuals elected to serve on the board by a group of constituents. All other members are searched, approached, reviewed, nominated and then elected by the board. Why not use the same process for students, staff and faculty, thereby looking intentionally for those who have the most to bring to the board rather than those who are most qualified to represent a particular view of a constituency or a constituency itself? ...