The Trustees Your Institution Cannot Afford

A board seat is the cheapest thing an institution gives away and the most expensive thing it can get wrong.

Since I wrote about governance, people keep asking me to sort trustees into good ones and bad ones. I will not do it. The question is lazy and the answer would be useless.

Here is the question I will answer. What behaviors, when seated at a board table, make a tuition dependent institution slower, poorer, and less able to survive the decade in front of it. That question has answers. I have lived them at multiple institutions.

Who This Is Not For!

If you sit on an owner board, this may not apply to you. Your fiduciary duty and your incentives are aligned by capital at risk. You already have a mechanism.

If you steward a multi billion dollar endowment, this may not apply to you. When the corpus can absorb a bad decade, you can afford trustees who are there for reasons other than institutional survival. You are buying access, prestige, and philanthropic reach, and those purchases have real returns at your scale.

If you govern a system with a legislative appropriation that does not blink, this may not apply to you either.

I am writing for everyone else. I am writing for the institution where tuition is the revenue model, where a bad enrollment cycle is an existential event, and where the board room is one of the few places the future actually gets decided. That is most of American higher education. It is also, quietly, many of the nonprofit sector.

What We Did First

Before we named a single behavior, we asked a harder question about ourselves.

What kind of board are we?

There are essentially three answers for us:

1. A philanthropic board exists to raise the money that sustains the institution.

2. An operational board exists to do the work.

3. A strategic board exists to set direction, hold the executive accountable for outcomes, and make the structural decisions no one else has the standing to make.

We ran the assessment without flattery, which is the only way an assessment is worth running.

We were not a philanthropic board. The math said so. Our trustees were generous people, but the aggregate giving did not come close to sustaining the enterprise, and no reasonable projection of “give or get” got it there. Calling ourselves a philanthropic board, would have been a fiction that let everyone feel useful while the revenue model did the actual work.

We were not an operational board. Our trustees were volunteers with careers, families, and finite hours. We employed professionals to run the institution. When a volunteer with a day job starts making operational decisions, the professional stops owning the outcome. Then nobody owns it.

We were a strategic board. Once we said that out loud, everything else became clear, including who was not helping.

Because here is what nobody tells you. When you name what your board is for, you have also named what it is not for. And the people whose presence depends on the ambiguity will feel it immediately.

The Phenotypes

These are not personality types. They are behavioral patterns. The same person can carry one at one institution and not another. What follows is a description of what the behavior does to a strategic board at a tuition driven institution.

1. The Single Issue Trustee.

This trustee has one subject and every conversation routes to it. I have seen the former athlete who cannot discuss the operating model, the accreditation posture, or the enrollment funnel without arriving at the same destination. When are we going to win the next championship? When are we investing in the program that made me who I am?

The issue is not the topic. The issue is the gravity. A strategic board has a finite number of hours and an infinite number of decisions. Every minute spent orbiting one person’s fixation is a minute not spent on the institution’s actual trajectory. And the cost compounds, because other trustees learn that the agenda has a black hole in it and they stop bringing hard things forward.

The subject is not always a program. Sometimes it is a whole era. This is the trustee governing an institution that no longer exists, usually the one they attended, measuring every proposal against a memory that is undefeated because it never had to survive a market. I have felt that pull personally, so I will not pretend it comes from a bad place. It comes from love. But grief is not a governance framework, and an institution cannot be run as a reliquary for the people who loved its previous version.

2. The Representative Trustee.

There is an enormous difference between holding a constituency’s needs in mind and representing that constituency at the table.

The first is a strength. A trustee who understands what faculty experience, what students carry, what alumni value, brings information the board would otherwise lack. That is what you want.

The second is a structural failure. A trustee who arrives as a delegate has a client, and it is not the institution. Their fiduciary duty is to the whole. When they vote as an ambassador, they have quietly converted a governance body into a negotiation. And negotiations do not produce strategy. They produce treaties that nobody wants to reopen.

3. The Restricted Donation Trustee.

This is the one that took me longest to name, because on paper it looks like generosity.

This trustee gave enough that it mattered. Not enough to change the institution’s trajectory, but enough to be noticed, thanked, and named. And now every meeting includes a stewardship report on their gift. How is the fund performing. Is the program using it correctly. Why was the language on the plaque changed.

They have turned a governance seat into a donor relations appointment. The board is now spending strategic time as the account manager for a single restricted fund, and the president is spending political capital managing a relationship rather than running an institution. The gift stopped being a gift the moment it purchased recurring agenda time.

4. The Contract Hopeful Trustee.

This trustee is at the table because proximity is worth something.

Sometimes it is explicit and their firm is already a vendor. Sometimes it is patient and they are waiting for the consulting engagement, the search committee that thinks of them, the interim appointment when the seat opens. I have watched trustees position themselves for the presidency, the CFO chair, the advisory contract, all while voting on the conditions that would create the opening.

Conflict of interest policies catch the transaction. They do not catch the posture. A trustee who is auditioning cannot render a clean evaluation of the executive, because every assessment they render is also a job application.

5. The Conflicted Peer Trustee.

This one deserves more care than the rest, because it is the one where I have to argue against my own instinct.

Picture a board with several accomplished fundraisers on it. Every one of them is talented. Every one of them is generous with their time. And every one of them spends their working life raising money from the same donors, the same foundations, and the same regional pool we would have to approach.

So we would put a philanthropic initiative on the table and the room would tilt. I can advise you on this, but I cannot help you execute it, because I am pursuing that same donor next quarter. The advice was real. The constraint was also real. We had recruited people whose professional obligation ran to an organization competing with ours for the identical dollar.

The same pattern shows up with trustees who work for institutions recruiting the same students, in the same markets, for the same programs. Nobody in that seat is behaving badly. They are behaving correctly for the job they actually hold.

Now here is the part that matters, and it is the reason I laid this one out so carefully.

That conflict did not go away because we removed anyone. It went away because we stopped being a philanthropic board. Once we determined that philanthropy was not the primary revenue engine and would not become one, the entire category of conflict evaporated. The same people, in the same seats, with the same day jobs, were no longer conflicted about anything, because the thing they were conflicted about was no longer what the board was for.

Sit with that, because it is the whole argument.

The conflict was never located in the trustee. It was located in the mismatch between what we recruited them for and what we actually needed them to do. We had built a philanthropic board’s roster and asked it to govern a tuition driven enterprise. The friction we felt was not people failing. It was a design failing, and it was showing up in the only place a design failure can show up, which is in the behavior of the people living inside it.

This is not a rule you can write into a policy. I am not telling you to bar fundraisers from your board. I am telling you that a conflict is a relationship between a person and a purpose, and if you have not defined the purpose, you cannot possibly assess the person. Most boards run this backward. They screen individuals against a disclosure form and never ask what the institution actually requires of the seat.

Define the purpose first. Some of your conflicts will disappear without anyone leaving the room.

6. The Passive Trustee.

This is the hardest one to see, because it does not disrupt anything. That is the tell.

Some of them are accumulating. They are building a resume toward a paid board seat, and nonprofit governance is the on ramp. Some of them are here for the line on the biography, for the title, the mention, the association. The motive barely matters. The behavior is identical. They attend, they do not miss enough meetings to be noticed, they say the agreeable thing, and they contribute nothing that costs them anything. They accept the honor and decline the burden. When the institution needs a hard vote, they find a reason to be traveling.

They are not against you. They are simply not present in any sense that matters.

A disruptive trustee at least generates friction you can locate. The passive trustee generates a quorum. They make the board look full while making it functionally smaller. And in a governance body, the difference between an empty seat and an inert one is that the empty seat is honest.

7. The Hero Trustee (This one is a doozey).

I saved this one for last because this is the seat I meant at the top. This trustee has good intentions. That is what makes them useful to other people.

Understand the environment first. Higher education has developed a pageantry around stopping change. Anonymous letters of concern. Whisper campaigns that surface right before a board meeting. False flags dressed as whistleblowing. Narratives constructed by people who have assume suspicion is enough to stall change or damage a carrier, aimed at leaders who are doing the one thing the institution hired them to do, which is change something. This is not paranoia. It is a recognized playbook, and it works because it exploits the instinct of decent people. I have watched multiple presidents go through this, including myself once i finally got the chair.

The Hero is the delivery mechanism. Someone hands them a story. The story is alarming, and the Hero is not a bad person, so they react the way a good person reacts to alarming information. They believe it. And then they do the thing that turns a rumor into a catastrophe. They go around the process.

They call other trustees individually. They contact staff directly outside of protocol. They open their own inquiry against council. They talk to a reporter, or to someone who talks to reporters. Every step feels like courage. Every step is a governance failure, because the processes they are bypassing exist for precisely this situation, and bypassing them is what converts an allegation into a crisis.

Here is the mechanism nobody names. Once a Hero has acted outside process, the allegation acquires weight it never earned. Not because it became true, but because it got investigated. The board now has to respond to its own trustee’s conduct. Counsel gets retained. Positions get taken. People choose sides in a fight that started with an unsigned letter.

Then the dust settles, and the findings come back, and the accused was never simply a victim of an academic exercise designed to force them out.

That is when the bill arrives:

1. The institution pays settlements to people who were harmed by the process the Hero started.

2. It pays legal fees on both ends. It pays a accused who was cleared and leaves anyway, because exoneration does not restore a leader who spent a year as a suspect in their own institution.

3. It pays in the strategy that stalled, the hires who withdrew, the initiative that died while the board was busy.

4. And it pays for years afterward in the thing that cannot be invoiced, which is that every subsequent leader now knows what happens to a president who moves and the accusers now have shadow power and are feared as they get to tell whatever story they want.

The people who authored the letter pay nothing. They never signed it. They got what they wanted, and they got it using a trustee who thought they were saving the place.

I want to be precise, because this is where I could be misread. I am not describing a trustee who raises a hard question. Raise it. A trustee who brings a serious concern through the chair, to the full board, in the room, on the record, is doing the job. That trustee is invaluable, and an institution without one is not being governed.

The Hero is defined by the bypass, not the concern. The moment a trustee decides that they are above the process, or they are too captured to handle what they have learned, they have stopped governing and started campaigning. And a campaigning trustee cannot tell the difference between being right and being used, because both feel identical from the inside.

The defense is not skepticism. Skepticism is a personality trait and you cannot recruit for it reliably. The defense is a process with enough integrity that a good person with alarming information has somewhere to take it. If your trustees do not use the process, or create one, they will be sincere the entire way down.

What The Real Trustee Should Looks Like

Now the part that matters.

The trustee a tuition driven institution needs does not have a profession, a demographic, or a résumé line I can name for you. They have behaviors.

1. They come prepared, which means they read the material and arrive with questions rather than positions. They know the difference between governance and management, and they hold that line even when management is doing something they would have done differently.

2. They ask about the model, not the anecdote.

3. They can hold a fiduciary duty to the whole institution while carrying deep knowledge of one part of it, and they never confuse the two.

4. They understand that their job is to hire, evaluate, support, and when necessary replace one employee.

5. They are willing to be the only vote in the room, which is a different thing from being the only investigator in the hallway. Dissent belongs on the record. Suspicion belongs in front of the chair. That distinction is rarer than any credential, and it is the one that separates a trustee who protects the institution from one who is protecting it into the ground.

6. And most of all, they measure success by what the institution becomes after they leave it. Not by what it named after them. Not by what it did for their constituency. Not by whether the version they remember survived. By whether the thing is still standing, still serving, and still capable of changing again.

The above is the floor, not the ceiling. Every institution stacks its own expectations on top. Give. Show up. Open doors. Sit on committees. Make introductions. All of it is fair to ask. None of it substitutes for the behaviors above, and the moment an institution starts recruiting for the additions instead of the foundation, you get the phenotypes.

That trustee does not need to be found. They need to be selected for.

The Public Sector Problem

I will go one step further, because this is where the national conversation actually is.

At public institutions, trustee seats are increasingly filled by political appointment, and increasingly the appointment is the point. The seat becomes a reward, a message, or a lever. The governance body becomes an instrument of whoever won the last election, and the institution’s strategy oscillates on a two or four year cycle that has nothing to do with students.

I am not making a partisan argument. I am making the opposite argument. Education cannot be defined by partisan politics, from any direction, because it is our jobs to teach them how to think and be career ready and not what to think. An institution that swings its strategy every cycle is not being governed. It is being occupied.

The special interest problem and the partisan problem are the same problem wearing different clothes. Both install trustees whose loyalty runs somewhere other than the institution. Both convert a strategic board into a representative one. And both produce the same phenotypes I described above, just with better paperwork.

The Hard Fix

You cannot train these behaviors out of a board. I have watched institutions try. Retreats, charters, self assessments, consultants. All of it is downstream.

The behaviors are not a talent problem. They are a selection problem. And underneath the selection problem is a definition problem, which is the lesson the fundraisers taught me. You cannot select for a purpose you have not named. Every phenotype above is what walks through the door when the purpose is left blank and the seat gets filled by whoever had a reason of their own to want it.

If your nominating process asks who is available, who is willing, who is prominent, and who gave, you will produce this board. Every time. The process is working correctly. It is just producing what you designed it to produce.

Change the process and you change the board:

1. Define what kind of board you are before you recruit a single person.

2. Write the behavioral requirements, not the demographic ones.

3. Interview for the fiduciary instinct the way you would interview for any executive role, because that is what this is.

4. Build terms with actual ends and actually end them.

5. Continuous onboarding and professional development become a must.

6. Ensure your Governance group is empowered to hold trustees to expectations.

7. Change the process when it no longer is relevant.

8. And be willing to have an empty seat rather than an inert one, because an empty seat costs you nothing but a name on a list.

Then build the channel. The Hero taught me that selection alone is not enough, because you will eventually seat a good person and someone will eventually hand them a false story. Every board needs a route for a serious concern that is fast, credible, and known to every trustee before they need it. If that route exists and works, the anonymous letter dies where it lands. If it does not, your best intentioned trustee becomes the most effective weapon against transformation, and they will never even have to pay them.

The Part Most Get Wrong

Here is the objection I get every time I make this argument. So you throw those people away. No. I do the opposite. I stop wasting them.

At Unity Environmental University, our trustees exist for two things. Providing access and affordability to our mission. The stability to scale it. That is the seat. If a conversation does not touch one of those, it does not belong at that table.

Your two things will not be my two things. Your institution may not want to scale at all, and that is a legitimate choice. The principle holds regardless. Name the purpose, then govern to it. Because a defined purpose tells you what the fight is, and it tells everyone else where they belong.

Everything else is an advisory board. Everything else is a working group, a council, a standing engagement with me and my team directly. And that is not a consolation prize. It is a better fit for the person and a better outcome for the institution.

I have major donors with fierce, specific passions. Conventional wisdom would place them on the board, we did not! They are happier now. They meet with me and with the people who actually run the work. They get real access, real information, and a real hand in the thing they care about, instead of eleven minutes on an agenda between an audit report and an accreditation update. Their passion is an asset in a room built for it. It was a tax in a room that was not.

A few of my trustees still carry their priority with them, and it does not disrupt anything. Because the priority has a home now. It has somewhere to go that is not the board meeting. That is the whole design.

The board is not the only door into the institution. It is one door, with one purpose, and it stays narrow so it stays useful.

When you make the board the only place that matters, you force every passionate person in your orbit to compete for a seat, and then you get the phenotypes. Build the other doors and the pressure comes off the one that has to work.

The single issue trustee is not a bad person. They are a misplaced one. Place them correctly and they become one of the most valuable people you have.

We did this at Unity. It was uncomfortable. It cost us people who had been in the room a long time. It was also the single highest return governance decision we have made, because we went from thirty five trustees to fifteen, and the fifteen govern better than the thirty five ever did.

Your board is not underperforming because you got unlucky with people. Your board is performing as designed. That is the problem.

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