In February 2014, Morgan State University President David Wilson joined a panel of Baltimore-Washington metropolitan-area college presidents at the annual regional conference of the Council for Advancement and Support of Education (CASE). The discussion was centered around “the current state of American secondary and postsecondary education and its impact on philanthropic support, constituent engagement, and public perception.”
In response to a question on what presidents now know that they didn’t know before coming into the position, Wilson responded with his take on board relations.
“One thing you have to be aware of is the politics of the board. And I’m not just talking about politics in the sense of political affiliation, democrat or republican, but the relationships; the egos and the agendas of board members. Knowing and understanding who is related to whom, what interests does each board member represent in filling that position, are critical to success as a president.”
Board relations have been at the center of several high-profile controversies at historically Black colleges and universities over the last two years. At Alabama State University, two trustees were recently forced to resign and removed from the board following explosive charges of conflict of interest violations and attacks on current president Gwendolyn Boyd. These dismissals followed two years of leadership transition following the firing of former president Joseph Silver, and the university being placed on accreditation warning by the Southern Association of Colleges and Schools Commission on Colleges (SACSCOC) for violations of conflict of interest, financial instability and control of sponsored research standards.
At South Carolina State University, trustees remain under intense public scrutiny for a string of financial missteps, conflict of interest issues, and leadership failures that have led to SACSCOC probation, and a guilty verdict against former chairman Jonathan Pinson on federal racketeering charges directly related to his dealings as an SCSU trustee.The university now finds itself requiring loans from the state to satisfy payroll and operations expenses.
At Morgan State, questions surround the university’s Board of Regents as revelations of internal mismanagement continue to grow. In December 2012, the Board voted twice against a renewal of President David Wilson’s contract, but rescinded the decision following protests from students, alumni and faculty.
This week, the university reached a $185,000 settlement with a former student who was beaten and maimed by Alexander Kinyua, also a former Morgan student who pled guilty to the 2012 murder and cannibalization of his housemate. Since 2012, other issues of crime, research failures, stalled community outreach, and financial issues have placed Morgan State in local and national headlines.
Over the same period, members of the board were engaged in discord and conflict of personal and professional ethics; a sign indicating that presidential failures were a result of a lack of oversight, or worse, compromises to protect a president who could best protect their own individual interests.
Rumors of political and personal agendas, infighting and a lack of oversight on campus issues were initially addressed in January 2013, when ousted Board Chairman Dallas Evans wrote an internal memo to regents, expressing dismay over a chain of events that led to the board’s reversal on the non-renewal of President David Wilson’s initial contract.
“Just as the initial vote for the current contract to expire on the terms and conditions previously agreed to by the Board and Dr. Wilson was not a power struggle between the Board Chair and the President, the later decision to offer a one-year contract was neither the result of a more favorable assessment of the president’s performance nor a concession to the relatively small faction of faculty, students and alumni that supported the president. Conversations among the regents, just after the rally and resulting negative publicity, suggests the Board’s resolve to effect a leadership change was even stronger than before.”
“Rather, the Board changed its position following a failed attempt of some regents to have a fellow regent appointed as interim president. I, as Board Chair, could not in good conscience support advancing the regent’s name for consideration. There is also the ethical concern of a regent voting to create a vacancy in the position which the regent seeks to occupy.”
Neither Evans nor members of Morgan’s administration would confirm the identity of the regent in question, but these officials echo remarks made by Wilson and detailed by Evans about personal relationships and their impact on policy making and daily operations at the university.
According to several members of the university’s administration, a culture of opportunity by association thrives among members of the board; a system whereby personal alliances have shaped the university’s direction through policy making, or failure to enforce policy.
Sources say that since 2010, select relatives of regents have received salary increases of more than $10,000, with some raises coming during an institutional hiring freeze. These relatives, according to sources, have also benefited from privileges such as parking passes and special policy exemptions for event planning and promotion, and have received promotions in title and responsibility. These allegations are combined with rumors that one board member has engaged in a long-standing personal relationship with a university employee, and two board members are engaged in a similar relationship; interests that are viewed by many as self-serving, and potential violations of ethics in state and accreditation statutes concerning governance of public institutions.
Morgan State’s Board bylaws do not list a formal conflict of interest policy, but lists the State of Maryland’s Code of Ethics as its guidance on potential breaches. If revealed, violators of the statutes would be proven in violation of the state’s conflict of interest statutes. From the Ethics Law statutes:
1. An employee or official may not participate in a matter in which he or she has an interest. This prohibition also applies where an official’s or employee’s relatives (spouse, children, brother, sister or parents), or certain entities has/have an interest. Non-participation includes any discussion, advising or deciding of the matter and requires disclosure of the conflict.
7. An official or employee may not intentionally use the prestige of his or her office for personal gain or that of another. This prohibition means an official or employee may not use any influence he/she may have to obtain a special benefit for himself/herself or another or use state resources for personal benefit or to benefit another.
According to the Middle States Commission on Higher Education’s Requirements for Affiliation and Standards of Accreditation, a conflict of interest policy should demand that members of a governing body disclose potential relationships which could impact impartiality.
“a conflict of interest policy for the governing body (and fiduciary body members, if such a body exists), which addresses matters such as remuneration, contractual relationships, employment, family, financial or other interests that could pose conflicts of interest, and that assures that those interests are disclosed and that they do not interfere with the impartiality of governing body members or outweigh the greater duty to secure and ensure the academic and fiscal integrity of the institution…”
Mismanagement of Board Records
Morgan State board members also confront challenges in their own record-keeping, as several regents over the last year have publicly cited incomplete, incorrect, and poorly submitted records of board actions and minutes for review and approval.
From May 6, 2014 Public Session — (Transcript of Chairman Mfume) “We are going to delay, at the request of a couple of board members, the adoption of the minutes of February 4, 2014. There were some issues of accuracy and completeness and the Board wants to make sure that all members of the Board are comfortable about the minutes….” The Chairman (Mfume) stated that Attorneys Faulk and Goodwin mentioned to the Chair that there was some staff unreadiness in terms of the preparation to post notices of several committee meetings of the last four meetings. He stated he mentioned at the November meeting that our goal and certainly the Chair’s goal is to give more not less notice to all such meetings and to go beyond compliance. We want to exceed requirements of the law. Chairman Mfume stated that he spoke extensively with the President and counsels regarding this issue and a process is now in place.
From August 6, 2013 Public Session — The meeting opened with Regent Griffin mentioning that he received his Board materials on August 5, 2013, one day before the Board meeting. He questioned whether or not it was legal to hold the meeting because the members of the Board did not receive the materials three days before the scheduled date of the meeting. Ms. Langrill noted that the Board’s materials were required to be sent three days before the meeting, and this was done, even though the Regents did not receive their materials until the day before the meeting. So, it was legal to hold the scheduled meeting.
From June 6, 2013 Public Session — It was moved by Regent Gilliam and seconded by Regent Draper to approve the minutes of May 7, 2013 with revisions and inclusion of an additional statement provided by Regent Draper made before the recorders of the minutes returned to the room. The statement is that Regent Edmonds moved and Regent Taylor seconded the motion to approve President Wilson’s contract. The vote was 11 yes, 1 no and 1 abstention by Regent Evans. The motion carried.
From May 7, 2013 Public Session — Regent Gilliam reminded the Board that there needed to be a correction in the February 2013 Public Session minutes regarding the removal of Regent Evans from the position of Chairman of the Board. She noted that when the vote was taken, Regent Darkes’ vote was not recorded on page 2 of the Public Session minutes. The correction was made and Regent Darkes’ vote was then included in the final count (Regents Draper, Mfume, Ellis, Edmonds, Malcom, Cummings, Frieson, Gilliam and Taylor voted to remove Chairman Evans from the chair position. Regents Levitan, Resnick, Griffin, Darkes and Evans, voted against the decision to remove Chairman Evans.) Regent Gilliam MOVED and Regent Edmonds SECONDED the motion to accept the revised February 5, 2013 minutes with this correction.
Minutes of Board meetings are kept and produced by the Office of the President. In a March 2014 letter to the Board, Evans described the liability presented by the incomplete minutes.
“Administrative support for the Board of regents during this administration has reached intolerable levels. Board minutes have little integrity as they are oftentimes inaccurate, incomplete or just plain wrong. It is oftentimes impossible to discern the nature of the Board discussions and any actions that have been taken on issues of importance to the university. Much of the business has been transacted in public session and the extent to which the minutes differ from the version known to those in attendance is a problem.”
The Association of Governing Boards of Universities and Colleges (AGB) recently released a report on board leadership for HBCUs, Top Strategic Issues Facing HBCUs: Now and Into the Future. In this report, AGB specifically outlined productive strategies for boards to follow to maintain consistent governance of institutions.
Another key aspect of board development is creating an effective board culture. While the right people matter, the right environment in the board room may matter more. Do boards spend their time on the right topics and at the right level? Do board members come prepared to meetings? Are board meetings organized around strategic goals? Does the board monitor its own behavior? Does the board focus on consequential matters and allow for differences of opinion?
While the Board has wrestled with conflict of interest issues and its own record-keeping, challenges involving institutional expansion have gone unresolved. In March 2012, state officials approved the establishment of a new satellite location for Towson University in Harford County, MD; an area projected to grow in residential occupancy and commercial opportunities over the next five years following a military realignment initiative.
In the months prior to the decision from the Maryland Higher Education Commission, Morgan objected to the project, but issued no further protest on its approval or its impact on the university. This was a stark contrast to previous objections from Morgan administration concerning expansion of Towson University; which traced back to a 2005 approval of a joint MBA program for Towson and the University of Baltimore. This program, which duplicated the existing program at Morgan, served as the foundation for the case against the state, which a federal judge ruled in 2013 had operated a ‘separate but equal’ system of higher education.
Less than a year later, Wilson submitted to the Board a proposal for joint programs with Towson, prompting internal concerns that Wilson was attempting to circumvent potential solutions to the state’s ‘separate but equal’ system by creating partnerships with the same university which had duplicated a critical Morgan program seven years earlier, forced the university out of expansion opportunities in Northeastern Maryland, and was a direct beneficiary of policy-based discrimination against Morgan.
The proposals surfaced at a time when Wilson worked to establish associate degree programs at the university, and attempted to scale back the university’s doctoral degrees. While these proposals were rebuffed by regents, they were never presented in public meetings of the regents or in discussions with executive campus leadership.
These missteps, combined with the board’s internal conflicts of interest, suggests more than a matter of poor presidential leadership, but failed oversight from the university’s governing body. But these problems are a subtext to another growing problem for the campus — the rising administrative costs of the Wilson presidency against falling revenues and dwindling enrollment.