SDA ARTICLES

By Brittany Clement
Tribune Staff

This is the first of a three-part series looking at the role of the university's board of trustees. The second part, running next Thursday, will look at how trustees are selected; the third part, running May 4, will examine recent pivotol decisions the board has made.

It has the power to raise tuition, approve yearly budgets and elect the president of the university, but how much do we really know about the board of trustees?

The full board meets only four times a year, but "it's the body that has the ultimate responsibility for Marquette," said Steve Frieder, assistant to University President the Rev. Robert A. Wild and corporate secretary.

While senior administrators such as Wild, Provost Madeline Wake and Senior Vice President Greg Kliebhan essentially run the day-to-day, ongoing business of the university, Frieder said the board makes decisions on broader policy, such as tuition, fundraising campaigns and construction of new buildings.

Frieder said the primary responsibility of the board is to elect the president of the university. The board elected Wild in 1996.

This duty of selecting leadership is important to any governing board, according to Mason Carpenter, associate professor of management and human resources at the University of Wisconsin-Madison.

"They have to make sure they have the right people doing the right things and give them incentives appropriately," Carpenter said.

In making these decisions, the board has what is known in legal terms as a "fiduciary duty." This means the law holds members responsible for putting the interests of the institution above their personal interests, according to Edward Fallone, associate professor of law and expert in corporate law.

The fiduciary duty consists of two parts, Fallone said. A duty of care requires a responsibility to operate the organization with the same amount of care and prudence one would run his or her own business. A duty of loyalty states that the interests of the organization take ultimate precedence in decision-making.

Fallone said members could be sued if they failed to live up to this duty and caused the university to lose money.

This places the board at a high level of power in the university.

"The board of trustees or board of directors is sort of a stopgap for an organization running amok," Carpenter said.

In addition to this responsibility, governing boards also have a symbolic role of representing who the stakeholders are in the organization, Carpenter said. In recent years both universities and corporations have increasingly improved representation of the community at large within their governing boards, he said.

Marquette's board consists of trustees ranging from the Rev. Timothy R. Lannon, president of Saint Joseph's University, to recently elected Glenn "Doc" Rivers, head coach of the Boston Celtics.

This wide range of members was not always the case at Marquette.

Marquette's board of trustees, in its current form, took shape in 1969 with a change in the university's bylaws, Frieder said. Prior to that time, the board consisted of three Jesuits.

Today, anywhere from 25 to 40 people serve on the board. The university's bylaws require that between eight and 11 members of the board be Jesuits. Currently, there are eight Jesuits on the 38-member board.

Having a larger board adds to what Carpenter called a "boundary spanning role" on governing boards.

"They're oftentimes a channel for revenues and resources," he said. "They bring external resources into the university."

Boards of trustees and boards of directors are commonplace in non-profit organizations. Both Frieder and Carpenter said they did not know of any university in the country that did not have some form of a board of trustees.

"Any non-profit organization typically relies on a board of trustees to be the ultimate guardian of that institution," Frieder said.

This article was published in The Marquette Tribune on Thursday, April 20, 2006.