American University Board of Trustees

MEMORANDUM

June 9, 2006

TO: Campus Community
FROM: Gary Abramson, Chairman, Board of Trustees
SUBJECT: Trustees Meeting Summary

I am pleased to report that at today's meeting (June 9), the Board of Trustees completed the process to implement key recommendations from its Governance Committee that were unanimously approved at the May 19 meeting of the full board. This process included bylaws revisions, adoption of a university-wide whistleblower policy, and the adoption of a policy on trustee conflicts of interest. Some, but not all, of the committee's recommendations required bylaws revisions. All items, when final edits are inserted, will be posted on the AU governance Web site.

The new consolidated Whistleblower Policy provides a procedure to supplement, not replace, the various and existing AU complaint and grievance procedures. The policy assures whistleblowers there will be no retaliation against persons who in good faith bring such complaints forward, and is consistent with prevailing best practices at other leading universities.

The Conflict of Interest Policy is an update consistent with the report's recommendation on that topic. The policy requires trustees to disclose defined material interests in certain entities with which, known to the trustee, the university has or is considering a business relationship. This policy also is consistent with best practices at other leading universities.

The totality of the changes, and indeed the entire process of governance review and reform, emphasizes American University's strong commitment to inclusiveness, accountability, and transparency. I want to thank all members of this university community – the faculty, students, academic leadership, staff, alumni, parents, friends, and trustees – for the crucial role that all played in this ambitious effort to improve board governance, strengthen oversight, and clarify trustee responsibilities.

American University now has a dynamic and exemplary model for more open and participatory governance. In the months to come, the board and university will continue to take implementation steps and address governance energetically and in accordance with the comprehensive and forward looking reform recommendations adopted May 19. After adopting and formalizing these governance reforms, the board will now focus on the search for a permanent president for American University, and we look forward to working with the AU community on this important process.