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Mission Overseer Responsibility Structure Council of the Boards of Overseers Selection and Appointment Orientation Meeting Schedule Meeting Preparation and Timeline Planning the Agenda Conducting the Meeting
Mission
In 1986, the Board of Trustees of Tufts University established a network of Boards of Overseers to serve as a vitally important resource to the president and to the trustees as the work to guide the further development of the university and its schools, and to expand awareness of Tufts' excellence and contributions nationally and internationally. There are ten boards, one for each of the schools, one for the Athletics Program and an International Board of Overseers. These boards comprise more than 200 men and women of national and international stature from business, medicine, academia, and other fields. Membership includes alumni, parents, and friends of Tufts.
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Overseer Responsibility
Each Board of Overseers has been established to focus attention on, and address the needs and aspirations of, a particular school or programmatic area at Tufts, advancing and serving the interests of the university as directed by its academic leadership. Overseers bring to their deliberations the breadth of knowledge and experience gained through years of professional involvement in the areas of activities associated with the work of their board. Since their inception, the Boards of Overseers have proven to be invaluable contributors to the advancement of Tufts University's reputation and capabilities around the globe. Overseers have three primary responsibilities: to become knowledgeable about Tufts and its activities through participation in meetings specifically designed to provide the kinds of information necessary to be an articulate spokesperson about and representative of the university among friends, associates, and colleagues; to serve in an advisory capacity, individually and as part of a board, to further the mission of the university and to counsel and support the dean; and to assist in the acquisition of resources essential to the further advancement of the university in its teaching, research, and service missions. Overseers are encouraged to aid in the introduction of potential members to the boards of the university.
Please see the attached document outlining overseers' role in admissions.
Admissions Guidelines
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Structure
Governance of the Boards of Overseers is the responsibility of the provost and senior vice president. The Boards of Overseers report to the Executive Committee and Board of Trustees of the university. The Executive Committee appoints overseers to the various boards for five-year terms. It reviews all meeting reports to assure that the overseers receive an appropriate response to formal recommendations, and to bring the reports and recommendations to the attention of the Board of Trustees. It is the responsibility of the Office of the Boards of Overseers to arrange the schedule of meetings, to assist in the development of activity reports, and to provide such additional logistical and support services as necessary for the efficient and effective operation of the Overseer Program. The Office of the Boards of Overseers is managed by the administrative director who reports to the vice provost.
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Council of the Boards of Overseers
The Council of the Boards of Overseers comprises the council chair and chairs of the individual boards. Meetings of the council are held annually and include the provost, the vice provost, the school deans and program directors, and the chairs of each board. The council serves as an oversight and coordinating body for the Boards of Overseers Program and is responsible for developing overall goals and objectives for the Overseers Program. It serves as a forum for the discussion of specific initiatives and directions for activities of the various Boards of Overseers consistent with the strategic, long-range plans of the university, and brings to these discussions a university perspective.
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Selection and Appointment Chairs
Appointments are made by the president and Board of Trustees on recommendation of the council chair and provost. Every effort is made to appoint a chair with a special knowledge or interest in the areas to be overseen. Chairs serve for three-year terms, renewable once, which provides important continuity for the board and its effectiveness over time. Under exceptional circumstances, appointments may be extended by the president and Board of Trustees. The chair has responsibility for participating in the planning of the meeting agenda, chairing all meetings, and maintaining open communications with the dean or program director and members of the board. The nomination of the chair of the Council of the Boards of Overseers shall be made by the Committee on Trusteeship after receiving and considering the recommendations of the president of the university with respect thereto.
Back to Top Members
Every effort is made to achieve a board membership that reflects the various constituencies relevant to the university and the school: academics in the relevant fields, experienced professionals with relevant industry or business affiliations, women, men, minorities, prospective donors to the university, and non-alumni/ae as well as alumni/ae.
Back to Top Nominations
Overseer nominations may be initiated by the board chair and school dean or program director. Names of candidates, accompanied by a curriculum vitae or other relevant information indicating the individual's qualifications to serve as an overseer, should be sent to the Office of the Boards of Overseers. Once a formal nomination is prepared and there is agreement among the dean or program director, board chair, provost, and the council chair, the nomination is submitted to the Executive Committee for approval. Candidates should not be invited to join the board until the nomination has received formal approval.
Back to Top Appointment of Trustees
Any active trustee may be appointed to a board without Executive Committee approval provided there is agreement by the board chair, dean or program director, provost and council chair.
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Membership transfers from one board to another can be made without Executive Committee approval provided there is agreement by the board chair, dean or program director, provost and council chair.
Back to Top Letter of Invitation
Once the nomination has been approved by the Trustee Executive Committee, the Office of the Boards of Overseers prepares a formal letter of invitation from the Office of the President. The board chair and dean of the school or program director should decide whether to contact the candidate by telephone before the letter from the president is sent. A call allows the chair or dean to outline the commitment and expectations of service on the board.
Back to Top Term Length
Members initially serve five-year terms and may receive one term extension of five years on the advice of the board chair and the dean of the relevant school. Renewal of membership terms is coordinated by the administrative director of the program in consultation with the school dean or program director and board chair. Overseers' terms end on June 30 of the fifth year following the appointment. Under exceptional circumstances, the term of appointment may be extended beyond ten years with the approval of the president and Trustee Executive Committee. On completion of his or her term, overseers may be offered emeritus status upon recommendation of the university provost, council chair, school dean or program director and board chair. University trustees generally serve without term limit during their tenure as trustees. At the conclusion of a trustee's term, his or her overseer term will normally expire the following June. Should a current overseer be elected to the Board of Trustees, his or her term may be extended to run concurrently with the new trustee term.
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Attendance
Each member is expected to participate actively in the formal board meeting (scheduled annually) and in university and school events throughout the year. An overseer who misses two consecutive board meetings may be asked to resign. Given the unique nature of the International Board of Overseers and some of the travel requirements for attendance, a separate set of attendance requirements is necessary and will be established by the chair of the International Board of Overseers, the provost and the council chair.
Back to Top Expense Reimbursement Policy
U.S. Citizens The university is grateful to those overseers who, along with their service and gifts to the university, choose to treat travel expenses as a charitable contribution. Non U.S. Citizens The university is grateful to those overseers who, along with their service and gifts to the university, choose to treat travel expenses as a charitable contribution. A letter will be issued according to the tax guidelines of the filing country. Policy Statement An overseer may request and shall be reimbursed for reasonable expenses incurred as a result of board meetings requiring travel. Through the Boards of Overseers Office, the university will provide either reimbursement checks or a letter documenting expenses incurred as charitable expenditures for tax reporting purposes. Procedures The Boards of Overseer Office will be responsible for administering the Overseer Travel & Expense reimbursement program. Overseers shall submit a letter itemizing their expenses and must substantiate the report with original receipts in order to be reimbursed for expenses incurred or to receive a charitable deduction letter. Reimbursable travel expenses include the following: Transportation: - Economy class airfare.
- Private automobile at 55.0 cents/mile.
- Rental automobile and collision deductible waiver - actual expense.
- Taxi, limousine or bus - actual expense.
Meals, Lodging & Gratuities: Back to Top Conflict of Interest
Members of the faculty, administration, staff, and current students at Tufts, or other individuals, for whom there may be a conflict of interest, may not normally serve on the boards.
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The Boards of Overseers regards all materials, discussions, and reports connected with an overseer meeting as confidential information
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Orientation
While we do not want to force one template for all boards, each board should continue to identify various mechanisms to orient new members. Some chairs have sponsored a dinner the evening before a meeting, others have scheduled a day-long program with key administration. No one pattern is recommended, but orientation of new overseers is important. The Office of the Boards of Overseers will assist in this process, as requested.
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Meeting Schedule
Each of the ten boards convenes twice each year. Some boards choose to meet a third time. Meetings generally take place over one day and have the following components:
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At least once a year, the board may meet for dinner with members of the school and senior members of the university administration.
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Meetings generally include a welcome by the board chair, the provost, and the school dean or program director; presentation and discussions; sessions with faculty and students; and, if required, an executive session for the board only. The president will generally visit one meeting of each board per year. The president's attendance and briefing will be coordinated through the administrative director of the Office of the Boards of Overseers.
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Meeting Preparation and Timeline
It is the responsibility of the Office of the Boards of Overseers to arrange the schedule of meetings, to assist in the development of activity reports, and to provide such additional logistical and support services as are necessary for the efficient and effective operation of the overseer program. The Overseers Office sets the meeting date, in consultation with the president, senior officers, school dean or program director, and board chair, and secured meeting locations.
Back to Top Three Months Prior to the Meeting
The Overseers Office sends board members an electronic notice reminding them of the meeting date, asking for an attendance commitment, and requesting suggestions for agenda topics.
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The administrative director meets with the school dean or program director and board chair to discuss schedule and agenda logistics and background materials needed, and to begin focusing on key issues to be addressed in the upcoming meeting. Board members' suggestions, as well as the prior minutes, are useful resources for this meeting.
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The Overseers Office posts all pertinent meeting materials to the private site. Information includes the final agenda, relevant materials, board membership roster, and minutes from the previous board meeting. Members are strongly encouraged to review these materials in advance and to bring them to the meeting.
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The Overseers Office informs the board chair of expected attendees and discusses any specific logistic or agenda issue that relate to the conduct of the meeting. The board chair, school dean or program director, and administrative director meet by conference call to discuss final plans for the meeting.
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Planning the Agenda
Board chairs and school deans or program directors work together in planning the agenda for overseer meeting. The board chair should discuss with the school dean or program director the major issues of concern in the school or program in order to help create an agenda that will allow for an effective examination and airing of such issues for consideration by the senior administration and the trustees. Rather than try to present all issues relating to the school's educational and research activities, the agenda should focus on a few critical issues, including those that may have bearing on broader university concerns as well as individual school or programmatic specific issues. Many departments involved in long-range strategic planning have found it useful to engage the overseers in this process, using the board as a sounding board for proposed new programs or directions. Meetings are most successful when the agenda allows time for open and frank discussion in order to tap the expertise of the board members. Time should be allotted for a presentation on the state of the school or program by the school dean of program director, including a response to the previous meeting's recommendations and the status of any unresolved issues. At least once a year, the university president will endeavor to attend a portion of each board meeting providing opportunity for open dialogue on broad university-wide issues and/or specifics related to an individual school or program. The university provost will normally attend a portion of each meeting and, in the case of those meetings when the university president is not there, would play the role of providing an overview of the university-wide issues and encourage open dialogue. Executive sessions would include the board dean/director, but all other Tufts staff would not attend that portion of the meeting. The decision as to whether or not an executive session is needed, and how much of the agenda it should occupy, would be determined by the board chair and the board dean as the agenda is planned. Research and other presentations to the board should put the school's best foot forward by presenting recent work by new faculty, renovation plans, or other current topics of interest. Care should be taken to keep the agenda from becoming overcrowded with presentation, however, so that time for open discussion among board members is not sacrificed.
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Conducting the Meeting
It is the responsibility of the board chair to ensure that the meeting stays on schedule while addressing all agenda items and offering all overseers an opportunity to ask questions and make recommendations. A representative from the Office of the Boards of Overseers will be present at each meeting to assist as necessary with preparation of the meeting room, distribution of materials, and catering, transportation, or audio/visual needs.
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Minutes of the Meeting
A detailed written report should highlight the primary issues identified in the meeting and cover all substantive issues raised in the meeting. This report is drafted by a staff member who has been designated by the school dean or program director and then reviewed and approved by the dean or director and board chair. Within six weeks of the meeting, the final report should be forwarded to the Office of the Boards of Overseers for submissions to the Trustee Executive Committee for approval and electronic distribution to the members of the board. The administrative director will continue to work with the board chair after the meeting to review action items to be covered and to follow up on recommendations from the meeting.
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The chair of the Council of the Boards of Overseers, with the approval of the Committee on Trusteeship of the Board of Trustees, is authorized to make exceptions to any of the policies and procedures contained herein when necessary for the effectiveness of the overseer process.
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