Board of Trustees

Little progress as Penn State trustees start governance reform talks

Trustee Marianne Alexander thinks Penn State’s governance structure isn’t broken just because the Jerry Sandusky scandal exposed weaknesses. She said it was seen as a model for governance several years ago.

“Just because we had a horrible thing happen suddenly we have this terrible system,” she said. “I don’t believe that.”

Then there’s trustee Barbara Doran. The Sandusky scandal was the ultimate stress test, she said, a test the university’s governance structure failed.

The divergent opinions about the state of the university’s governance structure evidence the enormous divide on the board and the difficulties in advancing on the hot-button governance reforms, such as the size of the board and its composition.

The board’s governance committee debated but made little progress Thursday in its latest discussion on addressing those reforms with the consultant hired to facilitate the process, Holly Gregory.

Gregory called for a meeting in April to continue the discussion Thursday that ended without a clear answer to what’s next.

The takeaway from the session was predictable — that Doran and fellow reform trustee Anthony Lubrano think that more changes need to be made compared to the old guard, such as Alexander and Jim Broadhurst.

The trustees seemed to be held up on the questions over why such reforms are needed.

One of the issues the discussion got stuck on was the state legislature’s involvement in the governance of the university in dictating the board’s size. For instance, there’s a bill in the state Senate that would reduce the board from 30 voting members to 23 and change the way some trustees are selected.

The old guard thinks the legislature’s role should be limited, though they acknowledge the state created Penn State as a land-grant institution.

“I think we’re the stewards here of this university,” trustee Jesse Arnelle said. “We should act in accordance with our best judgment.”

Trustee Richard Dandrea agreed: “In my mind, we want to listen to the legislature, we want to continue the dialogue, but we are the governing body of this institution.”

Broadhurst wants to keep at arm’s length the recommendations from other groups, such as those from former state auditor general Jack Wagner. Broadhurst encouraged his colleagues not to be “overly influenced” by the outside input or the perception that changes must be made.

Broadhurst also defended the size of the current board. He said the large committee structure — Penn State’s board has seven — means there must be many trustees.

One of the next steps in the process will be to review information about the size of other universities’ boards so the trustees can compare and contrast. They’ll consider data on institutions including Big Ten universities, land-grant universities and large research universities.

The board adopted a series of governance reforms last year, such as removing the voting powers of the president and governor and expanding a conflict of interest policy for trustees.