You are here: American University Board of Trustees Trusteeship Committee

Trusteeship Committee

The Trusteeship Committee is(Committee) is established in the Bylaws as a standing committee of the Board of Trustee. The Committee is responsible for overseeing policies and issues related to board governance and serves as the nominating committee of the Board.

Committee Members, 2022-2023

  • Gina F. Adams, Chair
  • Pamela M. Deese, Vice Chair
  • Stephanie M. Bennett-Smith
  • Greg Bergquist
  • Jack C. Cassell
  • Marc N. Duber
  • Margery Kraus
  • Gerald Bruce Lee
  • Jeffrey A. Sine
  • Lilian Baeza-Mendoza, Faculty Trustee

Resource Persons

Cabinet Members:
Secretary, Board of Trustees
Vice President of Development and Alumni Relations

CHARTER

Purpose

The Trusteeship Committee (Committee) is established in the Bylaws as a standing committee of the Board of Trustee. The Committee is responsible for overseeing policies and issues related to board governance and serves as the nominating committee of the Board..

Organization

  1. Membership/Structure. Pursuant to the Bylaws (Article VII, Other Standing Committees) and the Board Policies (Article IX, Election of Committee Officers and Members), the Trusteeship Committee shall consist of five or more trustees with seniority nominated by the Executive Committee and approved by the Board of Trustees. The Board Vice Chair serves as the Trusteeship Committee Chair. The Chair and Vice Chair(s) of the Committee shall be nominated by the Executive Committee and approved by the Board of Trustees. The Chair of the Committee shall be a member of the Executive Committee.
  2. Staff Designee. The Board Secretary shall be responsible for staffing the Committee.
  3. Meetings. Meetings shall be held in conjunction with regularly scheduled meetings of the Board, or as deemed advisable by the Chair of the Committee.
  4. Agenda, Minutes and Reports. The Chair of the Committee, in collaboration with the Staff Designee, shall be responsible for establishing the agendas for meetings of the Committee. An agenda, together with relevant materials, shall be sent to the Committee members in advance of each meeting. Minutes for all meetings shall be prepared in draft form by the Staff Designee and reviewed by the Chair and shall be approved by the Committee members at the following meeting. The general session minutes shall be available for review by any member of the Board of Trustees. The closed executive session minutes shall be available for review by any voting member of the Board of Trustees. The Committee shall make regular reports to the Board of Trustees.
  5. Review of Charter. The Committee shall conduct a self-assessment and review its charter on a periodic basis, or as required by Board policy.

Roles and Responsibilities

Guided by the University’s mission and its strategic plan, the Trusteeship Committee is charged with supporting and monitoring the University’s key strategic efforts related to board governance. The Committee leads the Board’s engagement on emerging issues, sets priorities, provides guidance, and makes recommendations to the Board of Trustees on membership and serves as the nominating committee of the Board.

The Trusteeship Committee is responsible for assessing the composition of the board and evaluates and proposes candidates for service as successors to the original trustees. The committee reviews issues relating to the governance of the university including reviewing and making recommendations to the board for proposed changes to the operations, policies, and procedures of the board and proposed changes to the bylaws and committee charters.

To fulfill its purpose, the Committee will:

  1. Ensure that board policies reflect best practices on the role of private university trustees as well as on board philosophy and practice;
  2. Determine the ideal composition of the board and regularly review the board profile to assess its changing needs and its capacity for effective action;
  3. Identify prospects to be included in a pool and maintain a list of prospects from which the committee can select candidates, using the board’s Criteria for Trustees and Trustee Nomination Procedures;
  4. Meet with and cultivate top prospects for the board;
  5. Present nominations for new trustees to the board;
  6. Develop and oversee an orientation program for all new trustees;
  7. Monitor the effectiveness of individual trustees;
  8. Evaluate the effectiveness of trustees standing for re-election and present the slate of trustees nominated for re-election;
  9. Assist the board in developing appropriate recognition criteria, honors, and awards for exceptional service by trustees;
  10. Nominate for reelection as trustee emeritus those former trustees who meet the criteria in the Trustee Emeritus Policy (Board Policy XII);
  11. Nominate board officers (Chair and Vice Chair) for two-year terms;
  12. Nominate standing committee officers and members for two-year terms and nominate standing committee officers and members to fill committee vacancies for any unexpired term—except for the Executive Committee and the Trusteeship Committee itself;
  13. Assist in developing and conducting board retreats to enable trustees to focus on major priorities and responsibilities on behalf of the university; and
  14. Regularly review the University’s goals relating to increasing diversity, equity and inclusion as they pertain to the areas for which the Committee has oversight responsibilities, the progress that the University is making in achieving those goals, and actions the Committee and Board of Trustees should consider taking to support the University’s efforts.

Approved February 25, 2022