Board of Trustees

Overview

The chief purpose of a board is more to provide for good governance than it is for itself to govern in detail. It is more important for the board to provide for effective governance than - for it to govern; it should spend more time on governance and less time on governing ... The board should neither abdicate its responsibilities to external or internal forces, nor bog itself down in the details of administration. It should not run the college, but it should assure that it is well run.*

Size

The RIT Board of Trustees consists of 42 active trustees (including the President of the university and representatives of the RIT Alumni Association and the National Advisory Group of the National Technical Institute for the Deaf) and 23 trustees of emeritus status. Currently, the total number of active and emeriti trustees is 65.

Alumni

There are 39 RIT alumni on the Board of Trustees.

Geographic Representation

Active trustees residing in the Rochester area: 10

Active trustees residing outside the Rochester area: 5

Other NY (4), Arizona (1), California (1), Connecticut (2), Florida (2), Georgia (3), Kentucky (1), Maryland (1), Massachusetts (2), North Carolina (2), Utah (1) and Virginia/Washington, DC (6).

International: Mumbai, India/Dubai, UAE (1).

Meetings

Three full board meetings are held annually each February, June, and October. The winter and summer meetings usually are scheduled for a full Thursday with possible required or optional activities Wednesday afternoon. The fall meeting is scheduled for an optional Thursday afternoon and all-day Friday meeting, as it coincides with the annual Brick City Homecoming and Family Weekend. The board extends its February winter meeting to include an off-site retreat every-other-year, on the odd years.

Committees

In addition to the Executive Committee, which meets monthly, the board consists of ten committees, which meet virtually throughout the year. They are: Access, Engagement and Success; Advancement & External Relations; Enrollment Management & Marketing; Executive Compensation; Finance & Infrastructure; Governance & Membership; Investment; Research, Graduate Education & Faculty Excellence; Risk & Audit; and Undergraduate Education & Student Experience Committees.

Each active trustee serves on one or more committees. The president and other administrative officers provide staff support to each of the committees.

Terms of Office

Each trustee is assigned to one of four classes, which serve for four-year renewable terms. The Governance and Membership Committee reviews the attendance, activities, philanthropic support and service of each trustee at the time the class is due for re-election. There is no limit to the number of terms to which trustees may be elected up to the age of 75, which is the maximum age for active status.

*Carnegie Commission on Higher Education, Governance of Higher Education: Six Priority Problems (New York: McGraw-Hill Book Company, April 1973), p.36

Vision

The chief purpose of a board is more to provide for good governance than it is for itself to govern in detail. It is more important for the board to provide for effective governance than - for it to govern; it should spend more time on governance and less time on governing. The board should neither abdicate its responsibilities to external or internal forces, nor bog itself down in the details of administration. It should not run the college, but it should assure that it is well run.*

Board Vision

The RIT Board of Trustees:

Carries out its fiduciary and other responsibilities in the best interest of RIT
Is composed of individuals who can guide and support RIT toward its mission
Conducts its activities effectively, ethically, and efficiently
Is well-informed about the responsibilities of trusteeship and about RIT and the external forces affecting RIT
Communicates effectively within its membership and with the campus community
Functions within its proper role as a policy-making body
Is viewed positively within RIT and in the community
Sets a good example for other governance groups of the university

*Carnegie Commission on Higher Education, Governance of Higher Education: Six Priority Problems (New York: McGraw-Hill Book Company, April 1973), p.36

Responsibilities

The Board of Trustees:

Approves
1. The assumptions, principles, and values which guide the University;
2. The vision, mission, and strategic foci of the University;
3. Broad policy affecting the entire University;
4. The annual operating and capital budgets.
Assures
1. The financial viability of the University;
2. The fiduciary conduct of the University.
Evaluates the state of the University relevant to its vision and mission.
Appoints, supports, and evaluates the President.
Preserves the autonomy of the University and informs the community of its functions and accomplishments.
Assures that the Institute has an effective system of governance.
Provides for regular assessment of Board effectiveness.
Advises the University of forces external to the University that may have an influence on its mission, goals, and administrative policies.
Assumes responsibility (with administration support) for the on-going education and development of Board members

General Responsibilities

Believe in the value of RIT and its mission and be willing to enthusiastically further its interests.
Take seriously one’s trusteeship and work diligently to enhance one’s competence and fulfillment of duties.
Make an annual financial contribution commensurate with one’s means.
Become sufficiently knowledgeable about RIT to make informed policy decisions.
Be able and willing to devote sufficient time to trustee duties.
Participate in good faith decisions consistent with the Institute’s mission.
Provide information and advice regarding external factors influencing the mission and policies of RIT.

Specific Duties

Board and Committee Meetings:

Maintain excellent attendance.
Read background materials and come prepared.
Participate in discussions according to one’s knowledge, conscience, and convictions.
Support majority decisions.
Suggest agenda items.

Conflicts of Interest:

Read, understand, and abide by the RIT Conflicts of Interest Policy.

Financial:

Read and understand financial statements.

Fund Raising:

Contribute personally to the annual fund and capital campaigns. Trustees are encouraged to directly or indirectly make gifts to RIT that average $10,000 or more annually during their term, including both their annual gift and any payments on capital and/or endowment pledges. By the 2025-26 academic year, the aspiration is that a majority of Trustees will make gifts averaging $25,000 or more annually.
Assist in acquiring support from other sources.
Assist in identifying and acquiring external resources for the university according to one’s interests, abilities, and available opportunities.

Leadership:

Serve in leadership positions or undertake special assignments when asked, to the extent of one’s ability and availability.

Orientation and In-Service Education:

Take advantage of orientation and in-service education programs provided by RIT.
When possible, attend the Association of Governing Boards (AGB) Conference, AGB seminars, and other programs on trusteeship.
Read the RIT Bylaws.
Become knowledgeable about board policies and procedures.

Board Composition:

Continually attempt to identify highly qualified potential trustees and refer them to the Committee on Trustees.

Knowledge of RIT:

Become knowledgeable about the area of RIT that relates to one’s board committee assignments.
Participate in the life of RIT. For example: attend significant campus events such as opening convocation and commencement and meet with faculty, staff, and student groups.
Read RIT publications such as the President’s Report and RIT: The University Magazine.

Advocacy of RIT:

Speak knowledgeably and positively about RIT in business and social contexts.
Publicly speak with one voice regarding board and university matters.
Assist in advocating for legislation, government support, or other public assistance to benefit RIT.
In general, use one’s personal, political, or economic influence to benefit RIT.

Communication:

Raise questions and communicate concerns to the president and other administrative officers in a timely manner.
Encourage open communication within the board and with the university.
Maintain confidentiality of board deliberations.

Support for the Administration:

Provide advice and support to the president and administrative officers.
Avoid interference in administrative matters.
Support reasonable risk-taking by administrators.
Follow normal channels of communication and decision-making within the administration.

Policy-Making:

Work toward consensus in policy matters.
Gain the knowledge about RIT and the issues involved that are required to make wise policy decisions.

Avoid:

Asking for special favors of the administration, including requests for information without at least prior consultation with the board or committee chairperson.
Prejudiced judgments based on information received from individuals on campus without consulting those directly responsible.
Accepting property or loans from the institution.
Accepting favors or gifts from anyone who does business with the institution, or providing them to such business.
Benefiting financially at the institution’s expense.

(taken from “The Model Trustee: A Job Description” by David M. Lascell and James E. Holst)