Question No. 2: Board of Trustees Reform

What changes or reforms should the Board of Trustees consider to help the university progress after the events of 2011 and 2012? Please explain why–or, if you don’t think reform is needed, please explain why not.

Back to Board of Trustees 2013 page.

1. Kathleen A. Pavelko ’75 Lib, ’79 MA Com

Penn State is not a broken institution, though it has been wounded by a predator in our midst and by failures in our responses. Despite the need for reform, we must remember that Penn State is one of the best public research universities in the world. The reforms should begin with the Board of Trustees and should be led by the Board. It should act on all areas within its purview and advocate for action in areas requiring legislation. These include:

• Removing (or making non-voting) political office-holders (the governor and three cabinet secretaries) and the university president;

• Restructuring the board to emphasize expertise rather than representation, with this suggested complement of 21 voting trustees: 4 gubernatorial appointments, one of whom should be a student; 8 trustees representing expertise from agriculture, mining, engineering, business, manufacturing, life sciences and technology, to be selected by the board from nominees proposed by relevant associations.; 6 alumni trustees elected by alumni; 1 academic trustee (a Penn State faculty member) elected by the Faculty Senate; 2 trustees selected by the board itself, to fill gaps in expertise not represented by those selected by others.

Beyond structure, the Board should lead by example in welcoming (and responding to) public comments at its meetings and elsewhere; by seeking the counsel of its own faculty and staff, and through new mechanisms to make its deliberations (and not just its decisions) more transparent.

2. Pratima Gatehouse ’96, ’10 MS Eng

Reforms to the Board of Trustees (BoT) are needed in general, not just in response to the November 2011 and 2012 events. It has been over 100 years since the last membership changes, which have only been additions throughout the BoT history.  Most of the proposed reforms address board size, composition (voting and non-voting), and attendance. In addition, for the Alumni trustees, I think voters should consider reforming the composition of the board to be more reflective of the University’s changing demographics and different graduation decades.  Penn State is a large and dynamic institution that needs a leadership group as diverse and dynamic as the institution.  Right now, the board is not reflective of the current student body or the institution.

I also feel more transparency, communication and collaboration is needed. Over the last year, I believe the Board has improved its communication with the public, restructured internally and taken steps toward greater inclusion of the faculty, staff, students and alumni.  But I have ideas for more that can be done.  For instance, the BoT could coordinate with the Alumni Association’s Grassroots network to better urge state legislators for state appropriations. Also, I would like to see the reform concepts carried through the Boards in all the Colleges, Campuses and other university affiliated organizations. Governance culture may be determined by the Trustees, but such reform will become a reality if it is incorporated at all college and campus at all levels of the University.

3. Eugene Bella ’63 Eng

1. Review and understand causes of mistakes of the past two years and correct the root causes. This needs to be done before they can “move forward” responsibly. The results will bring various reforms.

2. Reduce the voting size of the Board to approximately 21 members.

3. Members should have a sincere interest in PSU and not just be appointees who are not going to be proactive. Also, because of the prime objective of restoring our reputation, the Trustees must devote more time to the position than in the past. Therefore, at this time, it would be difficult for a Trustee to have a demanding job and time-consuming personal situations and still be effective.

4. The Board has six regular meetings a year. Due to the present situation, there needs to be more meetings, as well as subcommittees that have charters other than the normal governing (budget, etc).

5. Better communicate Board proceedings to keep alumni informed, improve transparency of Board actions, and ensure decisions reflect alumni feedback.

6. Develop processes to better monitor performance of PSU officers. A Board responsibility is to be advisor to the President. The Board must ensure that the President communicates to the public the great things about our University (e.g., research, alumni, THON, graduation rates of athletes, high academic rankings, and many more) instead of accepting what people think they know from what the media has perpetrated. This in itself has caused a great deal of consternation and outrage from alumni.

4. Paul V. Suhey ’79 Lib

After considering recommendations from the Pennsylvania Attorney General, Faculty Senate and Mid-Atlantic States Association, and several stakeholders and outside experts on best practices for governance, we have made the following significant changes:

• Replacing the previous three board committees with six action-focused committees and three new subcommittees that meet more frequently.

• Opening Most board of Trustees committee and other sessions to the public, and instituting a public comment period at each full board meeting.

• Adding faculty, staff, students, and alumni as members to almost all board committees, increasing representation from the university community across the board.

At the same time, much more remains to be done. The Governance Committee is conducting a comprehensive review of governance best practices and developing a specific set of reform recommendations, which it intends to swiftly implement. These reforms include removing the Governor and President from voting positions on the board. The General Counsel will also report directly to the Board of Trustees. In addition other reforms being considered include changing the board’s bylaws to require that the university’s annual Clery Act and Right-to-Know law reports be presented to the board. I believe the changes we have made are helping to make our university stronger, more accountable and well-positioned to move forward. Moreover, not only are we a better institution today, but Penn State is also becoming recognized as a leader in transparency and governance, and is serving as a model for others.

5. Thomas A. Conley ’01 Eng

Since the crisis, each decision the Board makes is subject to immense criticism. One of the Board’s most grievous errors was a lack of transparency in its operations that thus carried throughout the University. My years in the military have taught me that you’re only as good as your reputation. While students and alumni worldwide will play a necessary and genuine role in rebuilding our reputation, the tone set by the Board is also vital to the University’s future. A key component of our transformation is reinforcing the University’s integrity. This applies certainly to supporting those affected by the tragic crimes committed. It also applies to helping us move forward as a University, working toward prevention and beginning to heal the whole community. Trustees need to lead with an educated mind, and with a courageous, compassionate heart. Previous Board members may have failed to protect those most vulnerable, and then acted rashly to cover up their own misguidance. That cannot be tolerated. As the Board works to rebuild itself to one of transparence and integrity, then so too can the whole atmosphere of Penn State. My commitment to engaging young adults in rebuilding the credibility of public institutions like Penn State led me to co-found the Public Service Pledge. Core principles of the Public Service Pledge include the Integrity, Courage, Empathy and Responsibility of our public leaders. These are the same tenets I will follow once elected as trustee. For more information, please visit

6. John W. Diercks ’63, ’67 MS, ’75 PhD EMS

Before November 2011, the Board of Trustees (BoT) was a little known body. The Sandusky scandal thrust the BoT into the headlines, and it has failed in handling every major situation since. These failures demonstrated weaknesses in the Board and the need for reforms. I support removing the Governor and University President as voting members, reducing the size of the Board, and establishing term limits among other reforms. I caution on the reform bills already submitted to the Pennsylvania Legislature. One huge shortcoming is the proportion of democratically-elected board members by alumni in these reform bills. The bills keep the proportion of elected alumni positions at the same proportion as in the present structure with 32 members. If this doesn’t get changed, the Board will have the same proportion of non-elected, disinterested members on the board. The number of elected alumni should be increased at the expense of appointed and society-elected members. There are other major reforms needed to modernize the Board. One: change the standing rule that all votes are recorded as unanimous. All votes should be roll-call votes, and each member’s vote recorded in the minutes for transparency. Two: permit only members present at a meeting to vote. All votes should be based on informed knowledge of the issues. Three: reduce the number of appointments by the Governor to reflect the gradual reduction over the years in State funding. Now is the time for major reforms to strengthen the Board as an overseer of a great University.

7. Edward B. “Ted” Brown III ’68 Sci

We need to focus on redefining board membership and structure to make the board smaller, eliminate the governor and his cabinet, and broaden its expertise. I favor a smaller Board of 24 members, keeping or increasing Alumni representation, eliminating the Governor and his cabinet members. In addition to the Business and Industry and Agriculture members, I favor adding members from disciplines such as Financial, Research, Human Resources, the Arts, and Crisis Management. Since one third of Penn State’s budget is Medicine, I favor a member from that discipline (certainly not the incumbent). I would like to see a nominating committee research candidates. Perhaps more important than size and structure is change. Term limits must apply to ALL BOT members. Every other Board, whether Alumni Council or College Alumni Boards, has a term limit of two consecutive terms, insuring a constant inflow of new blood and fresh ideas and involves an ever increasing base of Alumni Volunteer Leaders, donors, student mentors, and fundraisers. Term limits insure the Board reflects varied interests, skills and age groups that mirror what is happening in the University and our country.

I would stress more open communications from the BOT. If any alum or spokesperson brings up an issue, they deserve a response. To say the Board is open to comments, means nothing if Trustees don’t listen and never respond except to say “Your Time is UP.” Also, there should be fewer closed door meetings late at night or via phone. Transparency, despite promises, is non-existent.

8. Rudolph K. Glocker ’91, 93 MA Lib

The most important reform for the Board of Trustees is transparency and the accountability that comes with it. As Louis Brandeis stated, “sunshine is best disinfectant.” In order to achieve greater transparency, I would push for the following changes:

1) Greater proportion of Trustees elected directly by the alumni. Alumni Trustees should represent a majority of the board.

2) The process, criteria and candidates for all Trustees not voted on directly by the alumni should be made clear and announced publicly—as should the actual votes by Trustees in terms of their candidacies and election.

3) The election of the Executive Committee of the Board should follow the same process.

4) All votes at the committee and full board levels should be ‘roll call’ votes—all applicable Board members are yes, no or abstain. These votes should be made public as soon as reasonably possible.

5) Board members should be able to communicate their stand on issues before the board publicly.

These five changes will greatly increase the transparency of the Board as well as the accountability that comes with it. The University community deserves to know where Trustees stand on issues before the board—both before and after their votes.

9. Christopher J. Bartnik ’91, ’96 MBA Bus

Reforms for the Board of Trustees is essential. Trust between the Trustees and a broad base of alumni has been severely damaged. I support the recommendations of the Pennsylvania Auditor General. While the current Board is taking a piecemeal approach to accepting individual recommendations as opposed to accepting the recommendations as a whole, I would support an effort to accept them in whole. I support eliminating voting rights of the Governor and the University President. I support the recommendation to make Penn State adhere to the “right to know laws”, and I would push for imposition of term limits on all Trustees. Current size of the Board is unwieldy, I would push to reduce Board membership to no more than 21. I would also fight to modify the manner in how members are selected for the Board. The current process for selection of industry and farm members is opaque as is perceived as a process that reinforces the status quo. Finally, I would push for reduction of authority of the Executive Committee applying more emphasis to decision making by the full Board.

10. Vincent J. Tedesco ’64 Bus

The changes I would make in the Board of trustees are as follows:

1. All current members of the board that were members on 9 November 2011 should resign. Their actions from that date forward have shown them to be unworthy of protecting the best interests of our great university.

2. The size of the board should be reduced to less than 20 members, all of whom should be elected by the alumni of the university. No university employee should be a voting member of the board.

3. There should be no closed sessions of board meetings.

4. No member of the board should serve more than two three-year terms.

5. The Governor and each house of the State Legislature could appoint one non-voting member to the board.

11. William J. Cluck ’82 Lib

The current Board structure is top heavy and antiquated. I support the Faculty Senate recommendation that Board membership should come from a greater diversity of sectors and interests reflecting the modern mission of the University. Additionally, I support reducing the number of Trustees. I support reducing the number of Cabinet level Trustees. I don’t at this time know the optimum number of Trustees, but they should include three permanent positions:  one for an undergraduate student, one for a graduate student, and the third for a Commonwealth Campus student.

I endorse revising the method for selecting Trustees representing business and industry. Trustee Lubrano suggested each college should nominate two candidates and the full Board (not just a select few) should select from that group the business and industry representatives.

In my view, in order to gain public and alumni trust, the Board should endorse making Penn State subject to open records law and public officials ethics law. The Board should also adopt a strong “no conflict” policy, one that prohibits members and emeritus members from having any interest, direct or indirect, in any financial transaction or contract involving the University. That is the policy I follow under the Municipal Authorities Act in my role as Chair of the Board of the Harrisburg Authority.

12. Stephanie Nolan Deviney ’97 JD Law

Our Board has already implemented the following changes to improve governance and oversight:

•Restructured existing committees and added new committees (e.g. Governance & Long Range Planning, Legal & Compliance, and Outreach)

•Reduced the term limits of trustees

•Added faculty members, staff and students to most committees

•Created dual reporting lines to the President and the Board for key positions •Added a public comment session to Board meetings (and many committee meetings)

At our May 3, 2013, meeting, we expect the following reforms to be passed: •President and Governor will be ex officio non-voting members of the Board •President will no longer serve as Secretary. Secretary will be elected by the Board •Quorum increased to majority

•Five year term limit imposed on committee chairs

•Increased waiting period for an employee to become a trustee

•Composition and method of selection of executive committee revised to create a larger executive committee

•Provision for removal of trustees for breaches of fiduciary obligations

Our next level of reforms should include, but not be limited to, composition and size of the Board, selection/election process by which trustees become members of the Board, and a more robust conflict of interest policy. The reforms we implemented have already improved the governance of our Board by improving our oversight and thus increasing accountability. The reforms we vote on in May are just the beginning of a continuing process to review our structure, administration, and composition to ensure the highest and most effective Board possible.

13. John M. Mason Jr. ’72 Hbg

Reform of the Penn State Board of Trustees (BOT) is inevitable. The teachable moments from the events of 2011-2012 include:

1. The BOT should, by behavior and statement, increasingly solicit inquiry with civility and respect of diverse viewpoints. It is essential that the BOT promotes clarity, transparency and a willingness openly debate complex issues.

2. The BOT should demonstrate increased depth of knowledge of operational matters (not for direct management, but for policy setting and oversight governance).

3. Establish structure and systems to ensure all BOT members have appropriate depth of knowledge regarding policies and procedures for both broad education and athletic related matters.

4. The BOT should conduct a comprehensive review of all recommendations proffered in The Auditor General Report (November 2012). Each recommendation of the PA Auditor General report requires varying degrees of assessment:

• Those recommendations addressing ex-officio non-voting changes, transparency and term limits hold ready merit. Such changes would be within the customary norms of governance at other public and peer institutions.

• The size of the BOT, and quorum requirement, need careful review to ensure balance of knowledge, expertise and diversity. Any modifications must recognize that Penn State is geographically distributed, has expansive academic degree programs and represents a broad constituency within its land-grant mission.

• Conflict of interest questions, financial disclosures and ethic laws should each be immediately addressed and satisfied in expeditious manner.

• Changes to emeritus status must assess degree of value-added in their respective roles, responsibilities and influence.

14. Robert J. Bowsher ’86 Bus

First and foremost, the Board of Trustees needs to open up communication channels with faculty, alumni, staff, and students. The events of 2011 and 2012 exposed why the Board can no longer rely solely on the university president for information. The Board of Trustees should consider all of the reforms proposed by former Auditor General Jack Wagner. The governor and the university president must no longer be voting members, and the president must never serve as the Board’s secretary. The size of the Board must be reduced, meeting agendas must be made more readily available, per-trustee expenses need to be disclosed, and term limits must be imposed. Trustees should be allowed to inform the public when they don’t agree with a decision reached by the Board. Supreme Court justices can communicate dissenting opinions. Why can’t Board of Trustees members do the same? Standing Order IX, the set of rules that forbids trustees from communicating dissenting opinions, no longer serves the University’s best interests. It must be rewritten. In addition, the Board needs to spend money more wisely. Instead of paying millions for public relations firms and consultants, the Trustees need to invest those funds in programs that directly benefit the Penn State community. Last but certainly not least, Trustees must never be employed by the University while they are still serving their terms on the Board. Like all of the aforementioned reforms, replacing cronyism with openness and transparency will make Penn State a better place.

15. Doreen Ulichney Schivley ’78 Edu

These reforms need to occur:

• These positions should be eliminated: University President, Governor, All governor appointees except  the undergraduate student and the Secretary of Conservation and natural Resources,  three agricultural trustees, and three business and industry trustees.

• An advisory council to the BOT could be established using the lost positions from above as well as faculty senate members. Board committees should also be expanded.

• The charter, by-laws, and standing orders need to be studied and revised. The university president will report university matter requiring action of the Board. Standing Order IX, Section F # 5 and 6 needs to be revised. The Board needs to speak openly in front of the public on all matters except personnel issues. Trustees are individuals with opinions and facts. Making decisions and instructing the administration as a board should not always be viewed as a full majority. The vote record and discussions needs to be public.

• Better scrutiny and decision-making needs to occur in financial expenditures and contract agreements. It is their public responsibility to spend money wisely.

• The Trustee Selection Committee for university president needs to be revised. Freshman trustees need to be members so we can focus on the future.

• Finally, Joe Paterno must be honored for all his accomplishments on and off the field at Penn State. The greatest honor would be an addition to the All-Sports Museum.

16. J. Andrew Weidman ’78 Bus

I do not know anyone on the Penn State Board of Trustees. If I did, they would have been hearing from me often over the past two years. While I continue to be disappointed in their actions (and inactions) related to the Sandusky scandal, part of the problem is the structure. I believe the Board is too large. I also believe the Board acted more as an Advisory Board. I have served on numerous boards over the past 25 years, and my experience is that when your board is too large, little that is meaningful takes place at the board meetings. We need to review not only the number of board members, but how they are selected or elected.

To be an effective board member, you need to be passionate about the organization you are serving. Having watched the board more or less stand on the sidelines during the Sandusky scandal has been extremely frustrating. This is our university—and our BOT failed us in our greatest time of need. I would like to see the BOT work more transparently, and have a more robust understanding of what is going on at the university. I believe there should be a requirement that at least 2-3 of the members of the Executive Committee be from the pool of Alumni Trustees. I have been a member of the Executive Committees on the majority of the boards on which I have served, and in my experience, that’s where the heavy lifting gets done.

17. Ben J. Novak ’65 Lib, ’99 PhD IDF

The most important change is to get the Trustees to stop trying to run the place. That is not their job. As Trustees, they are neither to manage the institution nor act as its CEOs. They hold the University in trust—not as their personal fiefdom. From the very first day of the current crisis, the Trustees decided to take over Penn State. They pushed aside Steve Garban as chairman of the Board; ordered president Spanier to make no statements in defense of Penn State; and ordered Joe Paterno’s press conference cancelled. Then they fired them both. They shoved aside Penn State’s own office of University Relations in order to hire their own succession of public relations and crisis management firms, which as of February 2013 have cost the University $41 million. The present crisis has been brought on solely by Trustees who believed that they could run the University better—by outsourcing it—than the people they put in charge of it. Trustees are just that—people entrusted with something they are obligated to preserve “in trust.” But since the 1980s, the Board of Trustees have inserted themselves into the running of the institution and created little but mistrust. They need to loosen their hold on the structure to allow greater freedom and creativity in all parts of the University. The Board must find a new president who can lead us freely and enthusiastically to work together for the good of Penn State.

18. O. Richard Bundy III ’93, ’96 MA Lib

Among the changes I have recommended for the board itself are the initiation of public comment sessions (instituted in September 2012), and the re-positioning of the university president and Governor as non-voting ex-officio members of the board.  These are relatively easy fixes that represent best practices with respect to board governance.  Longer term, I believe the Board of Trustees should be restructured with fewer members, and with a higher concentration of members elected by alumni.

Beyond structural reform of the board itself, I believe strongly that the Trustees should engage in a proactive conversation with the General Assembly about aligning Penn State with Pennsylvania’s Right to Know Laws, although only with specific exemptions for intellectual property developed by our faculty and personal information related to donors.  This action would signal critical progress in the institution’s commitment to transparency and public accountability.

I also believe that the Board needs to take immediate and aggressive steps to reverse the seemingly inexorable increase in the cost of attending Penn State by capping tuition and budgeting for higher levels of student aid.  Penn State is the most expensive public university in the nation, and offers one of the lowest financial aid packages for its students.  The Board of Trustees must show greater leadership in this important issue for the institution.

Finally, the board must take steps within the budget process to ensure that Penn State’s faculty and staff are compensated at levels that are commensurate with our status as the nation’s premier Land Grant institution.

19. Matthew A. Bird ’80 Eng

As stated on the Penn State website,….’The Board of Trustees of The Pennsylvania State University is the corporate body established by the charter with complete responsibility for the government and welfare of the University and all the interests pertaining thereto including students, faculty, staff and alumni. Penn State’s 32-member Board of Trustees is composed of the following: Five trustees serve in an ex officio capacity by virtue of their position within the University or the Commonwealth of Pennsylvania. They are the President of the University; the Governor of the Commonwealth; and the state secretaries of the departments of Agriculture; Education; and Conservation and Natural Resources. Six trustees are appointed by the Governor; nine trustees are elected by the alumni; six are elected by organized agricultural societies within the Commonwealth; and six are elected by the Board of Trustees representing business and industry endeavors.’ Unchanged since 1951, the 32 member Board is one of the largest in the country. Governing boards within public institutions in the Big Ten range from 8 to 19 members. The actions of November 2011 and throughout 2012 demonstrate that a change needs to be made. Was the welfare of the University and all the interests pertaining to students, faculty, staff and alumni on the forefront of these decisions? Or was it the welfare of the Board members? Having 23 of 32 members totally unaccountable puts the question in doubt. If elected, I will support an effort to amend the bylaws and structure of the Board.

20. Frederik O. Riefkohl ’87 Bus

I believe the following are the most important items that need to change at the board:

1. The executive committee composition needs to be reduced to 8 members, 3 of which must be from Alumni trustees, 2 from Agriculture, 2 from Business and Industry and the Chairman.

2. All decisions required between scheduled board meetings should include a majority of the full board and a super-majority for emergency decisions.

3. A majority of votes (50%+1) should be required for all decisions of the board and a super-majority for certain major decisions such as large capital programs and for emergency situations.

4. The governor of Pennsylvania and president of the university should not be voting members of the board.

5. The business and industry trustees should be selected in a democratic way through organizations already established that address the fields of engineering, business and technology or alternatively by a committee made up of (in the areas of engineering, business and technology) faculty, students and members of business at the state level (again through the same organizations). They should definitely NOT be selected by the board of trustees.

6. Although NOT a priority, the size of the board should be carefully analyzed to determine if it should be reduced in size. I am not a big proponent of a size reduction IF the prior recommendations are put in place.

21. Mark S. Connolly ’84 PhD Sci

As a starting point, the BoT should adopt the recommendations of PA Auditor General Jack Wagner’s report “Recommendations for Governance Reform at The Pennsylvania State University after the Child Sex Abuse Scandal”, published in November 2012. (See: It’s important the governor become non–voting and the University president is no longer a part of the BoT. Further, the BoT needs to be substantially smaller in size, and the Business & Industry trustees elected from PA business organizations (TBD) rather than an elite group within the Board. The BoT needs to engage the University constituents in a more open and transparent way, holding town meetings and other (non board meeting) gatherings to listen and share perspectives. Finally, the Board must become much more aggressive about challenging and reversing the outrageous and unjust sanction imposed by the NCAA.

22. Barbara L. Doran ’75 Lib

Faulty decision-making with far-reaching, long-lasting and extremely negative consequences is the issue here, and the question is could board restructuring lessen the possibility of future missteps? I would argue yes. Large boards often mitigate against individual engagement and accountability, as power devolves to the more agile and focused Executive Committee: the board should be smaller. The rationale for 10 governor’s representatives should be reexamined given the state’s proportionately smaller revenue contribution. Eliminate the three state department heads and the vote for the governor, as all must put the interests of the state first: reduce appointees. Because Penn State has evolved in the modern era into a comprehensive university with dozens of fields of study, it might be advisable to revisit designated trustee positions for agriculture and industry and to broaden the scope of disciplinary background. Developing a transparent, rigorous process for nomination/election of candidates is also desirable. The President should have no vote as an employee. Term limits should apply equally to all board members, with years served to date counting: worries over loss of institutional knowledge appear self-serving and unwarranted given the horrendous missteps of the last 18 months. Restrictions on insiders moving from staff to trustee should apply as well to trustees moving to staff: trustees gain insider knowledge and perceived advantage, jeopardizing the appearance of independence and fairness. Public dissent by trustees should be allowed and documented. The proposed rule to expel board members is ill-advised and easily abused to silence legitimate voices of change and opposition.

23. Darlene R. Baker ’80 Sci

Did not respond.

24. Robert J.  Hooper ’79 H&HD

Reform and restructuring are needed. The size of the board is a liability and the Wagner reforms are a good but not great starting point. I prefer the Horst plan for distributing votes on the board, favoring an INCREASE in alumni participation and power. I would neither introduce new nor eliminate B/I or Agriculture positions, but would decrease their number, or force some of those positions to be filled ONLY by qualified alumni. I would not place faculty or staff on the board with voting power, as they are effectively employees of the board. However, a non voting seat would be guaranteed. I would seek to modify the standing orders and bylaws so as to clarify and support the ability of any trustee to communicate effectively with both their constituents and the Penn State Community as a whole, with no fear of the retaliation or expulsion that now exists. I would not stand for gag orders. I would alter the reporting structure of the staff so that important divisions within the University would have an obligation to the BOARD, and not the President, to report on issues facing the University. I would not stand for gatekeeping by executive officers. I would seek to devote significant time to addressing the issue of ever rising tuition cost and the need for significant support from the Commonwealth to keep PSU at the top of the ranking of public universities. The Board must seriously promote an investment in the education of our next generation.

25. Amy L. Williams ’80 H&HD

1. Reduce the number of board members via the State • Have the number of members from Pennsylvania reflect the percentage of appropriations. Currently there are 10 members from the state, which is 31.2 percent of the board. The state appropriation is 5 percent of PENN STATE’S annual budget. The state representation should reflect the appropriation, which would be one or two members. Alternatively the state can increase their appropriation to 31.2 percent of our budget.

2. Balance the Board: with skill sets. • Vote in members who fill the void of current skill sets. Gaps include Brand Management, (Our PENN STATE Brand has taken a huge hit) Strategy, Marketing, Communication and Organizational risk management. • Avoid individuals with duplicative skill sets. We have plenty of lawyers, wealth managers, educators, doctors. While important they are already represented. Adding members with skill sets not currently present will strengthen our board and University.

3. Voting transparency by Trustee • Specifically, publishing each trustee’s vote on each voting issue. Keep histories of each trustee’s voting record.

4. Balance the Board: to reflect the makeup of the student body. • Currently there are five women on a board of 32 (15 percent), yet the latest statistics show women represent 46 percent of the student body. This translates into 15, not 5, should be qualified women. It has been demonstrated time and time again that when leadership reflects the organization’s makeup, it is stronger, more effective and decisions made lead to stronger outcomes perspectives.

26. Robert N. Grimes ’80 H&HD

Clearly the way that the Board of Trustees interacts with all of the various factions inside and outside of the University is key. If there is major change that is needed it will be in the area of transparency. In this world of social media and information moving at light-speed, the Board of Trustees also needs to be able to put out the right messages and information at the right time, while being seen as an organization that is listening to their constituents. Looking back over the past two years of challenges to both Penn State and the Board of Trustees, the handling of the Sandusky Scandal is a lesson in what not to do going forward. The perception is that the Board of Trustees, in an effort to placate the public and media opinions, seemed to take actions that were not consistent with a complete review and analysis of a very critical situation. Reform is needed on the Board. This reform is needed on how Board members are elected and appointed along with a realignment of the members allocated to interest groups needs to be reviewed. Reconsideration needs to be given on how the Board votes and also how crisis situations are handled in the future. Along with this the authority of the University Officials needs to be reviewed and changes made when decisions are made that impact the future of the University.

27. Jeffrey N. Goldsmith ’82 H&HD

This question goes to the heart of how the Board will be governed in the years to come. The limited space here does not allow for the kind of thorough response a topic of this magnitude deserves. I have written a 10 page position statement on the need for reform that I will send to anyone who requests it. Just email me at I do believe the Wagner Recommendations fall far short of what is needed. Changes to the board’s structure have not been made since the 1950s. I propose eliminating the Business & Industry and Agri Business slots along with the slots for the Governor, Cabinet Secretaries, the University President and the Emeritus Trustees. I would add representation for students, faculty and the State College community. I have studied the make up of other university boards, met with legislators, met with the current Auditor General, talked with students, read fully the Wagner Report and the report of the Faculty Senate. I have studied the history of the University, including the evolution of the Board of Trustees. We will not have a second chance anytime soon to enact real reform. That was the message I received from the government officials I met with. Our window of opportunity is small. We need to get it right, now…we cannot settle for pseudo reform that satisfies our hunger for change but accomplishes nothing of substance. This will not be easy but substantial change never is. Working together, we will make a difference!

28. David K. Mullaly ’69, ’72 MA Lib

The outgoing Pennsylvania Auditor General Jack Wagner recently offered a series of proposals aimed at reforming the structure of the Penn State Board of Trustees, which were designed to address the governance failures of the trustees over the last two years. These proposals have been turned into four bills, which have been introduced in the Pennsylvania General Assembly. The bills seek to make Penn State subject to the Right To Know Law, reduce the size of the board, change how Business and Industry trustees are chosen, and remove the governor and the university president from the voting membership. Although I’m not happy with the suggestion that the number of alumni trustees would be reduced, a similar reduction of all groups is probably the only way that an overall reduction will be approved by the legislature. Why a size reduction for the BOT? Thirty-two trustees make governance by the entire board impossible. As a result, a smaller group, the Executive Committee, has consolidated power in its own hands, and the majority of the Board functions as a rubber stamp for these few, largely unelected brokers. This situation has had a significant role in the failures of Penn State’s trustees to act in the best interests of the university. Some of the needed reforms can and should be enacted now by the Penn State Board of Trustees. The board should also demand that the PA legislature enact the reform bills currently being considered.

29. Robert P. McKinnon ’90 Com

Real change starts from within. A recent survey of Penn State alumni showed only 16% having a high degree of trust for the Board of Trustees. And within that same survey, when asked to give examples of “wrong actions taken” over the last two years, it became clear why. I was proud to have Joe Paterno contribute to my book, Actions Speak Loudest. In his essay, he quoted Martin Luther King Jr.—“The ultimate measure of a man is not where he stands in moments of comfort and convenience, but where he stands at times of challenge and controversy.” Many will argue whether he himself met this standard. But at least he reflected back upon the situation, with humility and humanity, and acknowledged, “With the benefit of hindsight, I wish I would have done more.” In order to regain our trust, the Board of Trustees must reflect back and with the benefit of their hindsight, tell us what more they should have done. We should give them the space to do this, without fear of using their own honesty against them. In order to move forward, we need them to first look back. There has been much discussion about Board Reform, and I agree with many of the Auditor Generals’ recommendations. But before getting into fixes, we need to own our problems. We are an institution of higher education and there are lessons still to be learned.

30. Ted J. Sebastianelli ’69 Bus

To no one’s surprise, this board will likely adopt several recommended changes I would put in the category of “no problem,” like extending the waiting period going from a university job to the board from three years to five. Yet, going from the board to a university position evidently hasn’t even been discussed. The real question is when, if ever, will they tackle true meaningful reform? In my opinion, they should protect free and open debate—any attempts to silence or intimidate others must be confronted strongly, they should stop paying lip service to transparency—this board continues to make bad decisions outside the purview of the public, like failing to break out the specific costs of the scandal. The board must also stop the cronyism—this president and board allowed a trustee to conveniently resign in order to take a $390,000 university job. The board should bring the university fully under the state’s Right-to-Know Law and make the Ethics Act immediately applicable to board members and high ranking employees. They should also remove the university president and governor completely, make the three remaining Ex Officio seats non-voting, reduce the size of the board significantly, set quorum at simple majority, set term limits of nine years, and review the awarding of emeritus status for trustees by severely restricting or eliminating it entirely. Finally, the board must change Penn State’s enabling statute, charter, bylaws, and standing orders to ratify these changes.

31. Christopher R. Owens ’06 IST

Since 2011 there have been a half dozen reports written on Board reform. These include the Freeh Report, the Paterno (Former Gov. Thornburgh) Report, the Jack Wagner (Former PA Auditor General) Report, and the report completed by the Faculty Senate. Further, there are hundreds of thousands of alumni who are vocally upset at the current Board and where it stands on issues. I attended the Board Governance Committee at Hershey in mid-March, as well as the PA Senate hearing in Harrisburg on the subject. From these meetings I learned the Board has only considered reforming itself by examining recommendations including the Penn State President and PA Governor become non-voting members of the Board. However, they have yet to vote or enact any changes. The Board has taken a painfully slow and overly cautious pace to reform. One reason for this is the Board’s size, which is one item they have yet to address. I would reform the Board by reducing its size. This would improve the Board’s ability to act in times of crisis and enact other reforms. The Board is also misaligned with alumni on topics such as the firing of Joe Paterno, the blind acceptance of the Freeh report, and the acceptance of NCAA punishments. Seeing this, the biggest reform of all is in your hands. By voting all incumbents off the Board and adding meaningful provisions for future removal of Board members, we can reform the Board.

32. Gregory A. Slachta ’66 Sci

An important tenet of the medical profession is to “do no harm.” There was human failure and lack of common sense with poor timing and method in the firing of JVP; human failure in the hiring and adoption of the infamous “Freeh Report”; and human failure in the continued defensive attitude, lack of transparency, and uncivil behavior of individuals. However, it is a systems (governance) failure that has allowed this to occur. In this limited format, I have reviewed the Faculty Senate Special Report on Governance, the former Auditor General’s Report, and the many concerned alumni assessments. I support efforts that decentralize power from the Executive Committee, increase education of the entire Board before meetings, and reduce the size of the Board. The only state representatives would be the current elected Secretaries. The Governor and President should be ex officio, without voting privileges. I support two faculty members elected by the Faculty Senate to the Board. The current non-elected members would be reduced in number and subject to election by their organizations as the current alumni representatives are elected. A quorum should require 50 percent of the members present. Board rules are important but transparency of votes and allowing information to be disseminated by individual members to alumni and faculty is essential.

33. Charles R. Mazzitti ’80 Lib

The actions of this Board of Trustees following the Sandusky scandal make it clear that reform is needed. First, they fired an employee of 61years over the phone. Next, they commissioned the Freeh report for $8.147 million. This report was immediately used by the NCAA to fine Penn State $60 million while crippling the athletic program and the regional economy. The report then provided a road map for 30 lawsuits that may cost Penn State up to $300 million. This so called “leadership” is the direct result of our current Board’s composition and management structure. For Penn State to heal from the events of the past 17 months, the leadership associated with that time period must change. The failure of our current Board of Trustees to understand that is indicative of self interest, and not the best interests of Penn State. The size and structure of the board should change. I support many of the recommendations advanced by Auditor General Wagner and the recent Senate Faculty report, especially faculty representation on the Board. I strongly support the legislation introduced by Senator Dinniman and Representative Conklin in their respective chambers. In addition, I believe that the Board of Trustees and the University should be subject to the Open Records law and the State Ethics Act. These last two requirements will go a long way toward restoring confidence in the Board, and will eliminate any self interest and personal agendas that may exist.

34. Gregory S. “Sandy” Sanderson ’00 Eng

The primary change that the Board of Trustees must make is in the hiring of a new President. As I mentioned above, this President must have the leadership qualities to continue to lead Penn State with integrity, intelligence, and a strong commitment to excellence. As for reform, I truly believe that none is needed. What is needed is a continuation and further growth of the University’s academic fortitude. The Board of the Trustees and the new President need to continue to run the University so that applicant submissions remain at or near the top of the nation, that enrollment continues to meet capacity, and to ensure that the job market continues to view a Penn State education as second to none.

35. Robert C. Jubelirer ’59 Lib, ’62 JD Law

Reform is paramount for Penn State to progress from the events of the last couple of years in a much more credible and respected manner. We trust the Board to represent the best interests of the alumni, students and others who make up the Penn State family. I believe that trust has been severely damaged. The changes I believe are of most significance to implement are as follows:

1. The Board needs to change its makeup and size. For example, it is a mistake to give the PA Governor and Education Secretary voting power.

2. PSU needs to better convey the remarkable academic and research attributes that make our university a renowned leader, and remind people what powerful economic engines ALL of our campuses (Main and Commonwealth Campuses) are.

3. PSU and the Board of Trustees need to have a more integrated, proactive and engaged public relations approach.

4. The Board must make a far better effort to work together in unison rather than in disharmony.

5. PSU needs to better cultivate relationships in Harrisburg with the General Assembly and Administration in order to effectuate change. As a top leader I was called “the Senator from Penn State” because I sat in on all budget meetings and tried to make sure those who were not friends of Penn State did no harm. It’s time that the Board be a force to be reckoned with instead of a board that in many ways deserves rebuke.

36. William F. Oldsey ’76 Lib

The Board needs to demonstrate that it understands how disillusioned so many Alumni are with its performance since November 2011.

More than words, actions are needed to restore our sense of confidence in Penn State’s leadership. The following reforms can and should be made this year:

—The Governor and University President should be removed as voting members.

—Term limits should be established for all Trustees.

—The appointment/election process for Agriculture Society and Business & Industry Trustees should be transparent and available for public review and input.

—Future composition of the Board should include fewer appointments and more alumni  elected Trustees.

—The rules on quorum and emergency meetings should be changed so that the Executive Committee can no longer act unilaterally.

—Clear rules must be established on the movement of individuals from the Board to University employment.

—Alumni, faculty, staff, and students should have far greater access to meaningful communication and discourse with Trustees and the Board at large.

37. Patrick J. Howley ’12 H&HD

Due to an email error, Mr. Howley did not receive the invitation to submit responses. We’ll post the response as soon as we receive it.

38. Ryan M. Bagwell ’02 A&A/Com

Re-establishing trust between trustees and alumni has to be a priority. To that end, the board should immediately and fully disclose all records related to the Sandusky scandal, including records retained as evidence during Freeh’s investigation. It must immediately implement changes to its ethics rules, such as requiring trustees and administrators to file annual financial disclosure reports and establishing a meaningful conflict of interest policy. Board members must be barred from handing themselves lucrative Penn State jobs. And they must rid their bylaws of antiquated rules that prohibit rigorous debate and the expression of unpopular opinions. These common-sense reforms are long overdue, and will go a long way toward re-creating a relationship between the board and the alumni community.

39. Scott T. Kimler ’83 MS EMS

The September/October 2012 cover of this magazine asked, “now what?” My answer was clear: “BoT Reform”.

I realized that reform was needed, over a year ago and just dug in. I joined the six-person Executive Team at (Penn Staters Reforming the Board of Trustees) in January 2012. Our 2500-member grassroots group researched and analyzed governance metrics for 60 other land-grand institutions. We shared our reform recommendations with the current board and with former Auditor General Jack Wagner. This work is the driving force behind his governance report, a total of six bills currently before the Pennsylvania General Assembly and a Senate hearing. These reforms will improve the board’s effectiveness by reducing its size and increasing its accountability and transparency.

Structural and cultural reforms are a great start, but we need to do more. We should work to cut administrative bloat, reduce tuition and increase fundraising and state appropriations. We should do a better job of highlighting our academic successes and research. Penn State has much to be proud about. We should solidify our brand and make improvements at every turn.

Take the alumni trustee election process. Instead of candidate information in individual PDF files, we could make improvements using modern technologies. Position statements and biographical sketches, along with links and social media contact information, all in one easy-to-use, interactive web page.

My goal is to continue making improvements to Penn State, by taking the next step with a seat on the Board.

To question No. 3 page.

Back to Board of Trustees 2013 page.

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