To serve on a university governing board is a rare privilege in our society. With this honor come considerable responsibilities, obligations, and expectations. The trustees of American University have chosen to clarify what we expect of one another and to remind ourselves of our ongoing individual responsibilities. This statement is intended to help those who are asked to consider joining the Board of Trustees to understand more fully what is expected, and is also intended to guide the Trusteeship Committee in its review of the overall contributions of each incumbent trustee who is considered for re-nomination to a new term. Together with results of written self-assessments completed by trustees prior to consideration for re-nomination, the Trusteeship Committee will reference the criteria in this statement, among other pertinent factors consistent with Board Policies, in exercising its best judgment on behalf of American University.
Since its founding in 1893, American University has benefited greatly from the devotion, service, intellectual contributions, ethical behavior, and philanthropy of many thousands of faculty, staff, students, alumni, and friends. In a very real sense, they also are “trustees” of the institutions by virtue of their dedication, affection, and generosity that help to ensure that the University will faithfully serve this and future generations. Those of us who have been chosen to serve as fiduciary trustees for a period of time – to safeguard the University’s assets and to foster its capacity to serve others – enthusiastically and without reservation accept the following additional responsibilities as evidence of the commitment of each trustee.
Trustees of American University will:
- Contribute to the Board’s efforts to sustain and advance the University’s mission, integrity, traditions, values, reputation as an institution extraordinarily committed to service to other, civility in human relationships, and devotion to the pursuit of knowledge and truth. Each of us as a trustee will advance initiatives that promote the University, and will influence others to be part of its work and help it to realize its goals. This principle extends to such areas as student recruitment, relationships with alumni, relationships with donors and prospective donors, interaction with civic leaders, and our personal philanthropy.
- Energetically and consistently participate in Board and Board committee meetings by preparing and participating effectively and with civility and mutual respect. Our ability and willingness to ask good and timely questions is at the heart of good trusteeship. Also as the hear t of good trusteeship is a strong collaborative relationship among trustees. Each of us will get to know our fellow trustees personally to enhance our working relationships.
- Make an annual contribution each fiscal year to the University. Trustees are encouraged, if their means permit, to give $10,000 or higher amounts annually. Each trustee is expected to consult with the University's chief advancement officer on an individual plan for giving to American University.
- Call to the attention of the President or chief advancement officer those individuals, corporations, or foundations that may be willing to invest in the University and, where appropriate, assist in their solicitation.
- Conscientiously participate when feasible in campus activities and events as an engaged member of the campus community. This is easier for some of us that for others, but is a worthy goal for all University trustees. Participation in graduation ceremonies is especially important.
- Conduct ourselves in word and action – whether we are a voting or non-voting trustee – from the perspective that we serve, individually and collectively, the whole institution rather than any one part of it, or any individual or group within it or outside of it, or any partisan or political cause. Close personal friendships with faculty, students or staff can be a reward of trustee service, but trustees should use great care in such relationships lest they affect our objectivity and independent judgment.
- Be thoughtful in how we represent the University through our actions and words. We know that as individual trustees our actions and conversations can carry great weight. We also know that the President or Board Chair, depending on the matter at hand, can speak for the institution or the Board. Press calls ordinarily should be referred to one of them. Should an apparent grievance or complaint that may have merit come to a trustee’s attention, ordinarily the President and/or Board Chair, as appropriate to the matter, should be promptly informed.
- Avoid bringing even the appearance of a conflict of interest to our trusteeship activity. Each of us is expected to comply with the Board’s conflict-of-interest policy, including the disclosure requirements. Should we be uncertain whether a particular circumstance entails an actual or potential conflict, disclosure should be made in accordance with the conflict-of-interest policy.
- Refrain from asking the President or other University executive and academic officers or staff for special favors on behalf of ourselves, family, or friends.
- Strictly maintain the confidentiality of the Board’s executive sessions, especially but not only with respect to sensitive personnel matters. Safeguarding our institution’s reputation and integrity and the right of individuals to appropriate privacy are among our responsibilities as individual trustees.
- Assist the Board and the President to set the strategic direction of the University. Each of us has a duty to help the Board steer away from management functions and toward its governance responsibilities by helping the Board to engage properly the institution’s major issues and opportunities. Trustees of the University should give advice and share particular expertise freely, but should also be willing to accept the fact that not all such views will necessarily be adopted.
- Participate, as requested by the Trusteeship Committee, in a self-assessment survey designed to help the committee review our trusteeship service.
The Board’s leaders and the University’s President shall strive to ensure that the Board and its members are substantially engaged in strategic and other fiduciary matters that bear on the University. In return for each University trustee’s best efforts to adhere to the expectations set out in this statement, our Board’s leaders will exert their best efforts to help us, in turn, to use well our time as University trustees and to find the intellectual stimulation and personal satisfaction that we expect from our trusteeships. By doing our best to understand and to be informed about the unique institution we hold in trust for posterity and by committing ourselves to the enterprise, we will leave our Board and American University stronger, more vital, and even more consequential than they were when we entered their service.
Updated November 5, 2010