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Brown Corporation plays role in student life, academic planning

Wednesday, October 19, 2005

The power to set key University policies and determine Brown’s future does not rest with President Ruth Simmons, her senior administration or the faculty. Instead, the ultimate decision-making authority is held by the 54 people who comprise the Brown Corporation, the University’s bicameral governing body.

Members of the Corporation will convene on College Hill this weekend for their October meeting, when they will officially launch the approximately $1.3 billion Campaign for Academic Enrichment – the most ambitious fundraising drive in Brown history.

The Corporation works in tandem with the University’s senior administration on a wide range of issues, including appointing faculty and senior administrative officers, approving the University’s budget, determining funding priorities and setting long-term planning initiatives, such as the Plan for Academic Enrichment.

“Two boards, one Corporation”

The 54-member Corporation is composed of 12 fellows who serve 11-year terms, and 42 trustees whose terms last six years. With the exception of oversight of some academic matters given exclusively to the fellows by the University’s 1764 charter, the two bodies must agree on all decisions.

“They operate as two boards, but one Corporation, so they have to work together,” said Vice President and Secretary of the University Russell Carey ’91, who serves as the administration’s liaison to the Corporation.

The charter gives the fellows sole responsibility for granting academic degrees, selecting honorary degree recipients and approving new academic programs, departments, institutes and graduate degrees.

Some of the Corporation’s actions, such as formally accepting major donations to the University and approving the roll of bachelor degree candidates submitted by the registrar and reviewed by academic departments, are simply formalities, Carey said. But most of its business involves more substantive deliberation, even though agenda items have already been carefully vetted by administrators and faculty, he added.

“A lot of issues have been resolved by the time they get to the Corporation. If things for one reason or another aren’t sustainable or don’t fit in, they probably have not gotten that far,” Carey said.

The Corporation’s focus on details varies according to the issue, Carey said. The facilities and design committee, for example, selects architects for capital projects, and the entire Corporation votes on the University’s detailed annual operating budget. But the academic affairs committee debates curricular and academic priorities instead of analyzing individual courses, he added.

“Their responsibility is for policy, so they keep their deliberations at that level. They are really responsible for oversight and setting recommendations to the administration of University policy,” Carey said.

Men and women of “work, wealth and wisdom”

New members are elected to the Corporation by existing members. “The Corporation is a permanent body with the power to appoint successors to ensure its own perpetuity,” Carey said.

In the 1764 charter, fellows and trustees were appointed for life. An amendment passed in 1981 established term limits and required that members step down for one year before being reappointed to the Corporation.

Still, the trustee vacancy committee must balance the needs for experience and new blood when selecting nominees.

Shortly after taking the presidency at Brown in 1937, Henry Wriston said he expected of Corporation members “work, wealth and wisdom, preferably all three, but at least two of three.”

Indeed, Corporation members have a wide range of backgrounds, but most have close ties to the University and are influential in business, law, politics or community affairs. Many Corporation members are alums, donors or parents of Brown students or alums.

In 1992, 33 Corporation members worked in business, finance or industry, two in law, seven in education, eight in other fields, and three were retired. Forty of the 53 were Brown alums.

Similar data for the current Corporation was not available from University officials.

The first woman to serve as a trustee was Anna Canada Swain ’11, who joined the board in 1949. No stranger to powerful positions, Swain was a national leader in Baptist missionary activities and a member of the executive committee of the World Council of Churches.

Doris Brown Reed ’27 became the first female fellow in 1969. Jay Saunders Redding ’28 was the first black Corporation member, and Alfred Joslin ’35 was the first Jewish member.

The University’s 1764 charter stipulated religious denominational requirements for Corporation members – 22 trustees were to be Baptist, five Friends, four Congregationalists and five Episcopalians. Eight fellows – including the president – were to be Baptist, with the remaining four fellows of any religious affiliation.

A topic of debate dating back to at least 1907 – when a controversial measure to remove the denominational requirements failed – the requirement that the president be Baptist was lifted in 1926. In 1942, another charter amendment removed the denominational requirements altogether.

Though today the denominational requirements may seem antithetical to Brown’s historical tradition as a liberal and diverse college, many insist that just the opposite is true.

In a 1964 speech marking the 200th anniversary of the University’s charter, John Nicholas Brown, then secretary of the Corporation, said, “No other college or university of its era went to such great lengths to make sure that there was a diverse representation of religious denominations at the helm.” Brown called the Univer-sity’s charter “the most extreme example of the liberal educational point of view promulgated at the time.”

In a 1942 University news release announcing the removal of denominational requirements, Corporation member Harold Tanner wrote, “The letter of the charter has now become opposed to its spirit … and excludes many otherwise available persons from membership on the Corporation. It thus makes the Corporation less representative of the community than the founders intended.”

Descending on campus

Corporation members convene on campus three times each year – in October, February and May. The tightly scheduled weekends always include a strategic discussion session, a general body business meeting and committee meetings, Carey said.

Most deliberations occur in the 11 standing committees. All Corporation members must serve on at least one of the budget and finance, academic affairs, campus life or advancement committees.

Two committees deal with internal Corporation business: the trustee vacancy committee nominates term trustees and the nomination committee recommends members to committees and officer positions.

The other committees are advisory and executive, investment, audit, facilities and design and a committee that appoints and determines compensation for senior administrators.

Some committees, such as investment and facilities and design, include non-Corporation members invited to join the committee for their technical expertise, Carey said, adding that they can vote on the committee but not as a part of the full Corporation.

When the full body convenes in the Corporation Room on the third floor of University Hall, fellows and trustees sit on separate sides of the aisle. The University president, who is always a fellow, presides over the fellows, and the Corporation’s chancellor, who is always a trustee, presides over the trustees.

Committee chairs discuss their committee’s deliberations, salient issues and recommendations with the entire body, Carey said. Senior administration officials are present at the general body meetings, which are closed to the public, but do not participate.

The advisory and executive committee convenes between regular Corporation meetings to act on business that arises in the interim, such as faculty and senior administration appointments. Its actions are then ratified by the Corporation at its next meeting. The committee also serves as a “steering committee” on University plans and policies, Carey said.

In extraordinary circumstances, the entire Corporation will hold an unscheduled meeting – nowadays, typically by conference call. Such was the case when President Gordon Gee resigned in 2000, leaving the Corporation to appoint Professor of Cognitive and Linguistic Sciences Sheila Blumstein as interim president, or when the Corporation appointed Simmons president in 2001.

From a distance, “active and engaged” in University life

Though Corporation members might live thousands of miles from College Hill, they are intimately familiar with life at Brown.

“Some live locally and might be coming to campus a lot. Some live at great distances and come three times a year. Others may at some point during their term be parents (of Brown students), which would involve them in a different way,” Carey said.

“We communicate with them all the time. They hear from us … about events on campus, news and things that are happening,” he added.

When on campus, Corporation members usually meet with members of the faculty and student government leaders. Undergraduate Council of Students leaders are invited to meetings of the campus life committee, Carey said.

To receive uninhibited input from the faculty, the fellows – who alone set academic policies – meet twice a year with faculty leaders without administrators present, Carey said, adding that even the president, who is a fellow, is not present at those meetings.

Perhaps the most visible role of Corporation members is seen during commencement weekend. Current and former fellows and trustees bestow bachelor’s degrees on graduating seniors at the academic department ceremonies that follow the general University commencement exercises on the Main Green.

Carey said many Corporation members are involved with Brown in other ways too – whether through their philanthropy or membership on committees or boards like the Board of Overseers at the Watson Institute for International Studies.

“My general feeling is that between the information we send them, their visits to campus and the other connections they have, they are active and engaged. On the whole, they are very connected with what is happening on campus,” Carey added.

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