2.2 Governing Board
The institution has a governing board of at least five members that is a legal body with specific authority over the institution. The board is an active policy-making body for the institution and is ultimately responsible for ensuring that the financial resources of the institution are adequate to provide a sound educational program. The board is not controlled by a minority of board members or by organizations or interests separate from it. Both the presiding members of the board are free of any contractual, employment, or personal or familial financial interest in the institution.
Judgement of Compliance:
Compliance
Narrative:
The University of Tennessee at Chattanooga (UTC) has an active, policy-making governing board with specific authority over the institution. The Board of Trustees (BOT) of The University of Tennessee (UT) is a legal body that has been granted authority over the UT system, of which UTC is a member.
Active Policy-Making
Although the UT BOT Charter requires only one annual meeting and called meetings as necessary, the BOT typically has meetings in October, February, and an annual meeting in June. In 2009, the BOT met on February 27, June 17, and October 9. This level of activity ensures the Board is able to control the regular developments and changes that are a normal part of University operations.
The UT BOT Charter, Article III, provides the BOT with authority to form policies that govern the university, such as admission policies, residency status, degree offerings, and all rules and regulations of the university. An example of such policy-making can be seen in the minutes (see section XIV: Consent Items) of the BOT meeting held on June 17, 2009. In this meeting, the Board took action on two proposals specific to the UTC campus: revised undergraduate admission requirements and differential tuition for out-of-state students from contiguous counties.
Financial Responsibility
The UT Board of Trustees has full control over the organization and administration of UTC, including all financial affairs. The Finance and Administration Committee formulates and recommends to the Board of Trustees fiscal policies, operating budget for the campuses, capital outlay proposals, tuition and fees, facilities master plans, acquisition of real property, building construction, and other matters. In this way, the Board guarantees that the institution’s finances are adequate to provide a constant standard of excellence in education.
Membership and Minority Control
The Board of Trustees consists of five ex-officio members and twenty-one appointed members, including representatives from all congressional districts (8) and six counties, as well as two faculty and two students. Each member of the Board of Trustees has an equal vote in consideration of action items brought before the board. This wide dispersal of equal votes guarantees the Board cannot be controlled by a minority interest within the Board. Additionally, all BOT meetings are attended by members of the media and are recorded as live webcasts made available across the UT system and to the general public. There have been no allegations regarding minority control or block voting, something which certainly would have been noted by the many astute observers.
The Board also cannot be controlled by any organization or interest separate from the Board. The UT Board of Trustees Charter includes a section (Article VI, Section 8) on conflict of interest and nepotism that states,
No Trustee shall be financially interested in any contract or transaction affecting the interest of the University, nor procure or be a party in any way to procuring the appointment of any relative to any position of trust or profit connected with the University. Violation of this provision shall subject the Trustee so offending to removal by the Governor or by the Board.
In addition, the Board has adopted a Conflict of Interest Policy and a Code of Ethics for appointed trustees. These policies reiterate Tennessee law that states,
It is unlawful for any member of the board of trustees to be financially interested in any contract or transaction affecting the interest of the university, or to procure, or be a party in any way to procuring, the appointment of any relative to any position of trust or profit connected with the university. A violation of this section subjects the member so offending to removal by the governor or board of trustees.
As seen in the table below and on the membership list provided on the Board website, all Board members are free of any entanglements that would conflict with this policy. In particular, the presiding members of the board are free of any contractual, employment, or personal or familial financial interest in the institution.
Table 1 – Board of Trustees Membership
Board Member |
Position on Board |
Background |
|---|---|---|
The Honorable Phil Bredesen |
Chair, ex officio voting member |
Governor of Tennessee |
James L. Murphy, III |
Vice Chair, ex officio voting member |
UT graduate, attorney with Bradley Arant Boult Cummings, LLP |
Charles Anderson, Jr. |
Voting trustee |
UT graduate, CEO of Anderson Media |
Anne Holt Blackburn |
Voting trustee |
UT graduate, news anchor for WKRN-TV, Knoxville |
Dr. J.A.M. “Toby” Boulet |
Non-voting trustee |
Past faculty senate president, UT Knoxville |
William Y. Carroll |
Voting trustee |
Chairman of the Board, SmartBank, Pigeon Forge |
George E. Cates |
Voting trustee |
Retired CEO of Mid America Apartment Communities, Inc., Memphis |
Spruell Driver, Jr. |
Voting trustee |
UT graduate, attorney with Waller Lansden Dortch & Davis, LLP, Nashville |
John N. Foy |
Voting trustee |
UT graduate, vice chairman of board of directors and treasurer of CBL & Associates Properties, Inc., Chattanooga |
Crawford Gallimore |
Voting trustee |
UT Martin graduate, CFO for Hamilton-Ryker Company |
The Honorable Ken Givens |
Ex officio voting member |
Commissioner of Agriculture for the State of Tennessee |
Monice Moore Hagler |
Voting trustee |
UT Martins and UTHSC graduate, partner with Fearnley Califf Martin McDonald & Hagler, Memphis |
James E. Hall |
Voting trustee |
UT graduate, founder of Hall & Associates LLC, Chattanooga |
Douglas A. Horne |
Voting trustee |
UT graduate, founder Horne Properties, Inc., Republic Newspapers, Inc., and Horne Radio, Knoxville |
Documentation:
- UT Board of Trustees: About
http://bot.tennessee.edu/about.html - UT BOT Charter
http://bot.tennessee.edu/charter.html - UT BOT Winter Meeting Minutes, February 27, 2009
http://bot.tennessee.edu/minutes/02272009_boardmeetin.pdf - UT BOT Annual Meeting Minutes, June 17, 2009
http://bot.tennessee.edu/minutes/06172009_boardmeetin.pdf - UT BOT Fall Meeting Minutes, October 9, 2009
http://bot.tennessee.edu/minutes/10092009_boardmeetin.pdf - BOT Charter, Article III: Powers of the University
http://bot.tennessee.edu/charter.html - UT BOT meeting minutes, June 17, 2009
http://bot.tennessee.edu/minutes/06172009_boardmeetin.pdf - UT BOT Bylaws, Article I, Sections 1 and 2: Responsibilities of the Board
http://bot.tennessee.edu/docs/bylaws_article_I.pdf - UT BOT Bylaws, Article III, Section 6: Standing Committees, Finance and Administration Committee
http://bot.tennessee.edu/docs/bylaws_article_III.pdf - BOT Charter, Article VI, Section 8: Board of Trustees, Conflicts of Interest and Nepotism
http://bot.tennessee.edu/charter.html - BOT Conflict of Interest Policy
http://bot.tennessee.edu/docs/PolicyInterests.pdf - BOT Code of Ethics
http://bot.tennessee.edu/docs/Code_of_Ethics_10200.pdf - Tennessee Code Annotated § 49-9-207
http://www.utc.edu/Administration/SACS/ComplianceReports/Documentation/CR22/ConflictsOfInterest.pdf
Click to navigate legal resources website - Members of UT Board of Trustees
http://bot.tennessee.edu/members.html
