The Vanderbilt Board of Trust: Explained

A look into the who and what of the university's governing body

At its meeting last Thursday, the Vanderbilt Board of Trust voted to name the new college halls after former trustee E. Bronson Ingram. Ingram served on the board for nearly three decades and served as chair for five years.

Approving building name changes is one of the many functions of Vanderbilt’s Board of Trust. But what else does the Board do?

As stated on its website, the Board of Trust’s mission is as follows:

“to help Vanderbilt University achieve its goal to become one of the top ten research and teaching universities in America and to be admired for its service to the community.”

As partners in the long-term success of the university, the Vanderbilt Board of Trust is continually working to ensure the university’s progress towards its goals. The Vanderbilt Hustler delved into the topic to learn more about the functions, structure and impact of the Board of Trust.

What does the Board of Trust do?

The Board of Trust’s main objective, as stated in its bylaws, is to act as the general government of the University. The Board is the fiduciary of the university and works to ensure that the university makes progress towards its goals.

Additionally, the Board has the responsibility of determining the operating budget for the university. This includes approving capital projects that will cost more than two million dollars.

The Board approves new majors, degrees, or schools through voting. It also approves naming of buildings on campus, such as the new E. Bronson Ingram college hall. Additionally, the Board approves tenure appointments and vice chancellor appointments.

“One of their major functions is also development, and they are fiduciaries of the university, so anything that happens at this university on a major scale is as a result of what the board has decided to do,” said Secretary to the Board of Trust Maribeth Geracioti.

On a large scale, the Board of Trust stays informed on the running of the university. For example, the Board of Trust did not play a formal role in the newly-announced Design as an Immersive Vanderbilt Experience (DIVE) program. DIVE is a part of the university’s Academic Strategic Plan, which the Board of Trust approved. However, throughout the DIVE creation process, the Provost simply reported to the Board of Trust on the program’s progress.

The Board’s structure

The Board of Trust is comprised of seven standing committees: Academic and Student Affairs, Athletics, Audit, Compensation, Executive, Governance and Board Affairs and Investment. Ad-hoc committees are created as the Board sees fit to create.

Each committee meets by its own schedule according to the bylaws. Some meet at every full-board session while others meet intermittently throughout the year.

The Executive Committee has four officers: the Chairman of the Board, the two Vice Chairmen of the Board and the Secretary of the Board. The Chancellor of the University also serves on the Executive Committee as an ex-officio member of the Board of Trust. The Executive Committee is empowered to act when the full board isn’t in session, and can therefore approve faculty appointments or make other decisions in a timely manner.

The Chancellor and the Chairman of the Board are both ex-officio members and full voting members of several committees.

The Athletics Committee is an advisory committee- it reviews the athletic budget, which is part of the university’s overall operating budget, and advises the athletic director in development efforts.

“They meet with and have discussions with student athletes to keep the board involved with the life of student athletes and what’s happening in our department of athletics,” Geracioti said.

As Secretary to the Board of Trust, Geracioti has the responsibility of ensuring that board governances are followed and that all of the board’s process are noted properly. Her roles are that of an archivist for the board and a liaison between the Board of Trust and some senior members of the university administration.

Board of Trust members

To develop new nominations to the Board of Trust, the Chancellor sends out solicitations asking for recommendations from current members of the Board. These are reviewed, and potential new trustees are nominated and voted on at a full-board meeting. The nomination and voting process are essentially one action.

The bylaws stipulate that the Board must have a minimum of five trustees and a maximum of 46. There are currently 29 voting members, and several new trustees will be added after being approved at the Board’s meeting last week.

Trustees serve five-year terms, and can serve two consecutive terms. They may serve on the Board again after a one-year leave, but this is uncommon. Trustees can no longer serve on the board after they have reached the age of 70.

Each trustee is a voting member of one of the seven committees. Each trustee has some connection to the university- whether they are alumni of an undergraduate or graduate school, have a child who attended Vanderbilt, or have a different connection to the University.

As previously mentioned, the Chancellor of the university is an ex-officio member and full voting member of several committees. He is also a full trustee of the Board. The Board of Trust charges the Chancellor with the running of the University, and the Board works through the Chancellor to meet its goals.

Each year, an outgoing undergraduate senior is selected to become the Young Alumni Leader (YAL). This was previously called the Young Alumni Trustee, but the name and selection process were changed several years ago. Students can apply to be the YAL during the fall of their senior year, and are vetted throughout the academic year. They are nominated into the position at the board’s spring meeting.

The YAL serves on the Executive Committee of the Alumni Association Board for three years after being nominated, and then serves on the Board of Trust for two years afterwards with full voting privileges.

Every other year, the Alumni Association nominates its outgoing president to the Board of Trust. This way, there are always alumni connected to the Board of Trust.

The Board of Trust also has Emeriti Trustees- former trustees who are still engaged in the university.

“Emeriti Trustees are former trustees who are still very involved with the university and committed to Vanderbilt,” Geracioti said.

Board of Trust meetings

The Board of Trust meets in full board session at three yearly meetings- one in November, February and April. Each meeting is held over a day-and-a-half period. For example, last week’s meeting was held over Thursday and Friday.

The full Board meets for several hours each day. During the remaining time, several committees will meet and discuss their committee-specific topics.

There are several topics that the Board hears about at every meeting: a financial update, an update from the Faculty Senate, an academic affairs update, and a legal update. The Board also approves capital expenditures at each meeting.

A variety of strategic topics are addressed at each meeting, and these vary. The Board hears about topics from faculty, students, and administrators and holds discussions.

Each fall, the president of Vanderbilt Student Government gives a report to the Academic and Student Affairs Committee.

At this past week’s meeting, the Board specifically held elections for new trustees, reviewed its capital campaign, and held a financial review for its 2018 fiscal year budget.

How does the Board affect students?

The Hustler talked with Provost and Vice Chancellor for Academic Affairs Susan Wente to learn how the Board of Trust is connected to Vanderbilt students.

As Provost and Vice Chancellor for Academic Affairs, Wente is an officer of the university. The Board of Trust looks to her to be running the university, similarly to the Chancellor’s responsibility. Wente meets with the Board of Trust regularly and reports to the full Board, the Executive Committee, and to subcommittees. She ran several committee meetings at the meeting this past week.

As Vice Chancellor of Academic Affairs, Wente works with the Academic and Strategic Affairs Committee. She works with committee members to ensure that they are informed about what is happening at the university.

For example, Wente led a strategy session at the Board meeting this past week on big data and data science. She has seen how students and faculty are interested in the topic and is keeping the Board up-to-date on what’s happening on campus in this area. If a major in this area is introduced in several years, the Board of Trust will be prepared because they already have background information about the topic.

While the Board isn’t actively involved in creating new majors or implementing the Academic Strategic Plan, they are always aware of what’s happening on campus.

“They’re always very concerned about what’s the campus climate like, what are students thinking, how are we supporting students, what opportunities are we giving them,” Wente said.

She describes the trustees as partners in the long-term success of the university. For example, trustees gave input on the Career Center when it was created and serve on search committees for dean positions.

“They want to really understand what the student experience is like,” Wente said.

Students will recognize the name Martha Rivers Ingram- Ingram was a trustee when she gave a financial gift that made the construction of the Martha Rivers Ingram Commons possible. Many trustees have given financial gifts to make projects around the university possible.

Secretary of the Board of Trust: Shirley Collado

Shirley Collado graduated from Vanderbilt in 1994 with degrees in Human and Organizational Development and Psychology. Now as Secretary of the Board of Trust, Collado reflects on her time as an undergraduate.

“As a New Yorker and as a first-generation college student, coming to Vanderbilt was a transformative experience,” Collado said. “It was something I had not anticipated when I thought about college.”

She says that Vanderbilt was less diverse and international while she was a student, but still an extraordinary community. It  pushed her boundaries and how she thought about community.

Collado has been an officer of the Board as Secretary for three years. Previously, she served two terms on the Alumni Association Board.

As an officer, she supports the general work of the Board and works closely with the Executive Committee. As secretary, she is responsible for oversight of their meetings and keeping an official record of what has transpired at their meetings. This includes taking minutes that are approved by the Board and put into record.

Collado is also a Chair of the Academic and Strategic Affairs Committee. Her experience in higher education prepared her to work on this committee.

Collado works with Provost Wente on the Academic and Strategic Affairs Committee. Wente acts as Collado’s liaison to the administration for the committee.

“We, along with our committee, the chancellor and the officers of the board, decide what are the kind of topics that the committees need and want to focus on during the year,” Collado said.

Collado chaired the ad-hoc committee that was charged with looking at the name of Memorial Hall, formerly Confederate Memorial Hall.

“My job as Chair was to facilitate a substantive and fair process that would allow us as a committee, and we were a group of trustees representing all walks of life, all backgrounds, all kinds of opinions, to do our due diligence on behalf of the board, do our homework,” Collado said. “We made then, after great discussion, a unanimous recommendation to the Board of Trust on the renaming of the hall.”

Collado sees the largest responsibility of the Board as taking a long-term perspective of what is best for the university and for the students.

“What really will this decision (about the hall) carry forward for our university when we’re no longer the Board members?” Collado asked herself.

Collado says that as a Board member and secretary she is most proud to be able to serve her alma mater.

“It’s so real for me to be a first-generation college student that was so transformed by Vanderbilt- and that experience was not an easy one,” Collado said. “My experience was not roses. It was complicated. It was messy. I love my alma mater for all of those experiences… For me, the greatest thing is, it’s just such an honor. I never imagined as a student serving on the Board of Trust.”

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Alexa Bussmann, Content Development Director
Alexa Bussmann is a sophomore from Minnetonka, Minnesota. She is double majoring in political science and economics and minoring in Spanish. As Content Development Director for the Hustler, Alexa manages projects and works with staff across all sections throughout the writing process to develop their story ideas and to support their progress. In her free time, Alexa enjoys listening to country music and drinking vanilla lattes.

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