Category Archives: Leadership in Higher Education

WHY THE TRUSTEE SILENCE?

UPDATE: 

Shorter Departure #67
Mr. Allen Dutch
Instructor of Communication
Advisor SC49
8 years of service

Shorter Departure #66
Mr. Brian Taylor
Chair, Department of Art, Professor of Art
16 years of service

TITLE 14.  CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS  
CHAPTER 3.  NONPROFIT CORPORATIONS  
ARTICLE 6.  MEMBERSHIP  
PART 2.  RIGHTS AND LIABILITIES OF MEMBERS

O.C.G.A. § 14-3-610  (2012)

§ 14-3-610. Voting rights

Members as defined in paragraph (22) of Code Section 14-3-140 shall have no voting rights, other than to elect directors, except as specifically provided in the articles or bylaws. All members shall have the same rights and obligations with respect to any other matters, except as set forth in or authorized by the articles or bylaws.

In order to understand the relationship between Shorter University and the Georgia Baptist Convention, it is necessary to look at Georgia law and at the meaning of “fiduciary responsibility”.

In the 2005 court decision, the Georgia Baptist Convention was declared by the courts to be a member of the nonprofit corporation that is Shorter University (College).  According to Georgia code, the only right of the member is that of electing directors, or in Shorter’s case, trustees unless otherwise specifically set forth in the bylaws.

So what does fiduciary responsibility entail?  Professor Paul G. Haskell addressed that issue in an article entitled “The University as Trustee”, in the Georgia Law Review.  Professor Haskell contends that the university is a corporation, which is chartered specifically for charitable purposes (thus earning its nonprofit status) for the good of the public – in this case, to provide educational opportunities to the public. He further asserts that “the university should be considered a trustee for the public generally and the students, faculty, donors, and alumni particularly, and that as trustee the university owes the fiduciary duties of selflessness, care, fairness, and disclosure in all its dealings with students, in the administration of its admissions policy, and in the management and allocation of its assets”

The Shorter University Bylaws directly address the issues of the rights of the member (GBC) and the duties of the trustees of the institution. The member shall have the right to appoint all trustees and to approve any amendments to the bylaws. The trustees “shall serve the best interests of the college  . . . and The Board of Trustees shall be free from undue influence from political, religious or other external bodies, and shall protect the corporation from such influence.”

So far, so good. The GBC elects trustees and approves amendments and the Trustees, whom the GBC chooses, have a responsibility and duty to the University, not to the GBC.  This is the relationship approved by SACS during the 2005 court settlement.  If that were the reality, then there would be no need for SOS or for the massive exodus from Shorter. The GBC inherited a Christian college with an on and off affiliation with the Georgia Baptist Convention. They did not inherit a Baptist college, established strictly on Baptist principles or which had historically abided with the ideology of the GBC.

The Reality

The University Bylaws: There is nothing in Shorter’s bylaws that demand that a trustee hold a specific affiliation with a GBC church. By extension, it can be assumed that trustee nominees can come from any faith or from no faith at all.

The Reality: Since the 2005 court case, the Georgia Baptist Convention has elected to the Board of Trustees only individuals with membership in a GBC affiliated church. Of the 31 current board members, six are GBC pastors.  In addition, one is the minister of music at a GBC church; one is the director of missions with the Bartow County Baptist Association; one works for the National Christian Foundation for Ministry Services.

Of those in the ministry, one, Dr. Carlisle Driggers, served for 15 years as Executive Director of the South Carolina Baptist Convention and holds honorary doctoral degrees from, among others, Charleston Southern and North Greenville Universities. The two institutions are the former employers of Shorter President, Don Dowless. Readers should be mindful that Robert White, Executive Director of the Georgia Baptist Convention, also sits on the Board of Trustees as an ex-officio member.

Two of the current trustees, one of whom is the current chairman of the board, are employed by AFLAC. AFLAC offers its products to the faculty and staff of Shorter University.

Two current trustees and one former trustee are members of Roswell Street Baptist Church, from which Nelson Price holds the title Pastor Emeritus.  The former trustee, Bob English, who just rotated off of the board in January and was on the board when the Personal Lifestyle Statement, Statement of Faith and Biblical Principles for the Integration of Faith and Learning were adopted, is an officer with ADE Builders, the company which received the contract, without the necessity of going through a bidding process, for the new library extension and the new.

Three trustees are members of Tabernacle Baptist Church, and Shorter’s President has a very close relationship with that church. One of these is Don Hattaway, who serves Tabernacle as senior pastor. Don Hattaway has served on the board of Brewton-Parker College and was Chairman of the Board in 2005-2006. His term expired in 2008. Brewton-Parker is in deep financial trouble and stands to lose its SACS accreditation this month. The college is currently on Warning from SACS for numerous violations. In 1998, Brewton-Parker settled a lawsuit for $4 million that was brought by a former employee and joined by the Federal Government for the misuse of federal funds.  Incidentally, the newly-named Dean of the School of Arts and Sciences and chief designer and chair of the Quality Enhancement Plan is also a member of Tabernacle.

Three trustees are members of Calvary Baptist Church, a small Baptist church in Rome. There are, however, no trustees from First Baptist Church in Rome, despite the fact that First Baptist was the church home of Alfred and Martha Shorter and has been a long-time supporter of Shorter.

It should be noted that according to the Shorter 2009-2010 form 990 (no later filings are available online) the institution has no members.

It should also be noted that the trustees of Shorter University have NOT been asked to sign the Personal Lifestyle Statement. They have, however, been given “ Talking Points” for dealing with the public.

We recommend that alumni, students, faculty and staff, to whom the Board of Trustees holds a fiduciary obligation, contact the Board of Trustee members and demand answers as to why the Board has placed Shorter in financial jeopardy from loss of students, academic jeopardy from the flight of top-rated professors and administrative staff and indeed, placed the entire institution in peril. Since the Shorter website has not updated its Board of Trustees page in the six months that the new board has been in place, we kindly provide that information for you upon request.

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WHERE ARE THE TRUSTEES?

On March 30 of this year, the Board of Trustees of Shorter University met on the Atlanta campus for their regularly scheduled meeting. SOS had sent board members a packet of information prior to the meeting. In addition to a cover letter outlining what SOS felt to be serious issues on the Shorter campus, copies of letters that should have been of interest to the board members were included. A copy of the letter from the AAUP (American Association of University Professors), expressing concern about reports by Shorter faculty on the impingement on academic freedom, was included. Other letters were from concerned alumni, one of whom was on the Alumni Governing Board, were also a part of the packet. You will find the letters in the Documents section of this website.

The cover letter cited the following concerns:

Specifically, we object to the following personnel and policy issues:

  • As the President of Shorter University, it is incumbent on Dr. Dowless to communicate with all constituencies of the university. It should be expected that he communicate in a civil, non-accusatory, and non-demeaning manner. He has failed to do that.
  • Dr. Dowless has refused to have dialog with Rome citizens, clergy and alumni despite his public statements to the contrary. He has assigned that role to Mr. Epting – in itself a poor leadership decision, since Mr. Epting has just recently been hired. Dr. Newman’s door was always open to anyone who wished to speak with him.
  • Two well-respected staff members, both Shorter grads, were dismissed without due cause but for ideological reasons, despite the fact that they had signed the Personal Lifestyle Statement. While the firings are within the rights of the administration, to lose two dedicated individuals who have the love of Shorter at heart and who had defended the actions of the administration to their constituencies is shameful. We are seeing embarrassing consequences within the Rome community for those actions.
  • Faculty search guidelines as outlined in the Faculty Handbook are being ignored while a contentious and dictatorial administration defies the faculty to speak up.
  • A total of 40 faculty and staff have left or announced their intention of leaving Shorter this year. Many more are expected to leave before the beginning of the next academic year.
  • The School of Fine and Performing Arts, which has been called the “Conservatory of the South” and which, incidentally, just produced the national winner of the Music Teacher’s National Association competition, has been gutted, with both students and professors leaving because of the censorship guidelines that have been mandated. NASM has been notified of potential violations of its standards and loss of accreditation is highly possible
  • The American Association of University Professors (AAUP) has been notified of the censorship of materials and the repression of academic freedom that is a hallmark of Dr. Dowless’ administration. The AAUP may censure Shorter if they have evidence of the above charges. You should be aware that North Greenville and Charleston Southern are under censorship by the AAUP. While the current administration may not find this significant, the broader academic community considers the opinion of the AAUP quite the opposite.
  • Over 30 third party complaints have been filed against Shorter with SACS. Again, while this might be dismissed by Dr. Price and Dr. Dowless, we remind you that, to quote the Georgia Supreme Court from the 2005 decision, “The controversy was precipitated by the Southern Association of Colleges and Schools, which questioned the College’s independence and threatened its accreditation because the power to select trustees was vested in GBC. And from the dissenting opinion, “The majority opinion holds that Shorter College’s Board of Trustees complied with its governing documents, the Georgia Nonprofit Corporation Code,1 and its fiduciary duties in dissolving the College and transferring its assets to the Shorter College Foundation.” In other words, the court affirmed that SACS did, in fact, threaten accreditation because of undue influence of the GBC.
  • More than a few professors fear for their jobs, but with the dissolution of the Faculty Senate, they have no voice to express their dissatisfaction and their anger.
  • Dr. Dowless and Dr. Price have clearly underestimated the academic community and Rome community’s tolerance for the dramatic shift away from academic freedom and the heritage of Shorter University. Major donors and foundations have either withdrawn their contributions or are seriously contemplating doing so. Donors who have already fulfilled their pledges have vowed that because of the direction currently being followed by the administration, they will never support Shorter again. Those losses will be substantial.

It is our understanding that when the packet sent to Shorter Board of Trustee members was mentioned, it was quickly dismissed as the rantings of a few. It was reported that no Board of Trustee member questioned the validity of the claims in the documents. If academic freedom and institutional integrity were being questioned, why was there no discussion?  We will look at some possibilities in an upcoming post.

AND SO IT BEGINS PART TWO

Dr. Carolyn Ward loved Shorter College. As a student at Shorter, she was active in student affairs, president of her class for 3 years and president of the student body her senior year. She graduated cum laude with a degree in biology and later became a well-respected physician in the Atlanta area. She was also a woman who brooked no nonsense.

She served on the Alumni Governing Board 1963-1964

She served as a trustee for Shorter College from 1986-1991, 1992-1997, 1999-2002 and served on the reorganized board from 2002 through October 7, 2005. She served as Chairman of the Board 2001-2002.

In 1997, she was awarded the Distinguished Service Award by the Alumni Association.

The faculty and Staff of Shorter College named her the Red Cross “Hero of 2003” as past chairman of the Shorter Board of Trustees.

The following are excerpts from her diary of her experiences with Shorter – a diary that she kept from 2001 until shortly before her death in 2011.

From her cover letter:

“ These last years (2001-2005) were tumultuous years for me and the rest of the Board, during which in the Fall of 2001 the College Executive Committee realized that the Georgia Baptist Convention which had the right to elect trustees since the 1959 charter was about to begin packing the Board of Trustees with men (sic) whose first loyalty was to the Convention. In spite of all that we tried – 2 face-to-face meetings  with our boards and committees as well as meetings with both groups’ officials, numerous letters back and forth  – – – we lost the decision of the Supreme Court by a vote of 4-3 in May 2005.  Thus by one vote, the history of Shorter was forever changed as well as her future.

“. . . My grief and sadness has continued, especially as I see the predicted changes occurring. In addition the Baptist media, the now (2006 -2011) Board chairman and even the now president in his speeches, continue to rewrite Shorter history according to their own desires.  They paint those of us who tried so hard, in the worst possible light.

“One thing I know is that I did my best, that I did what I thought I should and that I have no regrets.  I would do it again.

Selah

From her diary:

“Fall 2001 – GBC elected 3 trustees who were not originally presented by SC [Shorter College].  They turned down a former trustee, the immediate past chairman of the Board and the immediate past President of the Alumni Assn. We asked them to reconsider. Especially since 4 ladies had rotated or resigned off the board, and Shorter, having a long history of being a woman’s college and today has approximately 65% women in the student body, we asked that the alumni president be nominated.  They refused.

“Being the first time this had occurred and given the history of the politics and record of the Convention, it was immediately seen as a takeover of the board by the extreme fundamentalists of the Convention.  It was also evident that such a takeover would forever change the entire character and soul of Shorter College.

“AT THE SAME TIME, it happened that this year of 2002 was the ten year audit to be done by SACS.  The SACS Handbook mandates that a college through its governing board must be free of undue external pressure from any outside group.  As the workup for the review proceeded, the SACS group found that they had questioned the independence of Shorter’s governing board 10 years ago and thus they focused on this unresolved issue.

“Since our paperwork had to be submitted to SACS by Jan1, the BOT on Nov 2 voted a lease arrangement for the management of the college, which was considered to be temporary until changes could be made with the GBC. This had not been accomplished by January 1 and so the lease went into effect on January 2.  Because of the immediate furor and reaction that it met with the GBC’s leader, it was rescinded on Jan     (date omission by the author) in order to work with the GBC as they refused to talk until it was.”

From February until November 2002, work went on in order to come to an agreement with the GBC on the selection of trustees. All efforts were met with the same sort of intransigence that is evident now.  In May, the Shorter trustees passed a new bylaw to the charter in an attempt to clarify Shorter’s position regarding the election of trustees. The bylaw, in essence, set forth in writing what had been the agreement with the GBC since 1959. It said that the Georgia Baptist Convention would still elect trustees, just as it always had, but that the nominees would be qualified first by the College. The vote on the bylaw was split; it passed and became a bone of contention between the GBC –placed trustees and the rest of the board.

As was the custom, Shorter sent a list of proposed trustees to the GBC. The proposed trustees were to be evaluated by the GBC Nominating Committee and selections for each of the eight vacancies were to be made. The Nominating Committee would then present the slate of candidates to the full Convention for a vote.  For each position, three nominees were submitted.

The Convention began and the Nominating Committee had still not informed Shorter whom they had chosen as trustees for the school. It was not until November 11 that the GBC Nominating Committee handed the list of nominees selected to the Shorter representatives at the Convention.

Dr. Ward writes, “. . . NONE of the 8 are from our list. Thus they have completely ignored our bylaw, have once again demonstrated that the Board is not independent and remains under the pressure and thumb of the GBC. This means we again have an issue with SACS.

“Rev. Mike Everson, chairman of the GBC Nominating Committee prior to reading the names of the GBC nominees, gave a “7 minute dialog” against the College and our President in particular.  . . .He also made comments about the ones which Shorter had nominated to the GBC. He said that one woman had joined a Baptist [church] recently in order to be on the Board and there was a question about how much either she or her church gave to the Cooperative Program. He also said one of our nominees only went to church a couple of times a year. Etc.  Their 8 nominees were, of course, elected.”

And so the process of electing trustees began. No longer would the trustees be vetted by Shorter. No longer was there a primary focus on the qualifications of the candidates as would best serve the institution. Trustees would now first be qualified on how much they or their churches gave to the Cooperative Program of the GBC.

For those of you who have been scratching your heads and wondering how we could get to the place in which we currently find ourselves, you must look to the beginning of the Fundamentalist take-over of Shorter.

We thank Dr. Ward for her diligence and love of Shorter and for sharing her insights with us. We hope that we can honor her memory, as we step forth in faith to declare that Shorter has always been a Christian institution of higher education.

Not once, in all of the controversy currently surrounding our beloved institution has the current administration pointed to the reason for the “need for returning Shorter to its Christian roots”. They have not. Shorter has always held to its Christian roots; it just has not sold herself to the Fundamentalist agenda. The Fundamentalists of the GBC now have complete control – not ownership, as no one owns a non-profit institution – of the school.   The agenda at Shorter is no longer the pursuit of academic excellence; the agenda is power and control disguised in the  name of Jesus Christ.

As Dr. Ward wrote, in reference to her leadership of a rapidly changing Board of Trustees, after the trustee election of 2002:

“God Bless Shorter.  God bless our Board.  And God help me to do my duty.”

The Price for Dealing With Price

Sherry K. Lewis, Ph.D. is a licensed clinical psychologist, organizational consultant and Shorter alumnae. With her permission, we are sharing an email that she wrote to Dr. Nelson Price in November 2011, in an attempt to help ameliorate what had become, in her view as well as ours, an untenable situation between faculty, staff, alumni and the public after the release of the Personal Lifestyle Statement and Statement of Faith Integration.

Dr. Price,

I am writing this email as a means of introducing what I hope will be a part of a conversation. Dr. Price, I have personally found you to be accessible through email and hope you will be open to discussion with me as an individual. I have attempted to maintain civility in our correspondences (as have you, thank you – very much) and am interested in Shorter’s past and future successes, again as are you.

Let me describe my rationale for the attachments that accompany this message and the attachments themselves.

I am a psychologist with many years of international organizational consulting experience working with leaders as they strive to be effective in transition, communication, conflict resolution and goal achievement. I am also a person who values scholarly pursuit, Christian values and Shorter University (née College). I am an alumnae and have been an active volunteer in the past and a small financial donor. I have drafted responses to the current conflicts as if I were called in to consult on the matter. Certainly you are under no obligation to even review them. But, in the spirit of caring about Shorter and a desire to improve on her current circumstances, I hope that you will. I really do. Caring about Shorter and desiring an improvement on current circumstances is my only motivation.

First, I am no theologian and am vastly unprepared to discuss on a philosophical level the Bible or any of its fine points with an educated person like yourself, a man who has dedicated his life to the study, understanding and sharing of The Word. I would not want to seem arrogant.

In the documents related to faith I have been intentionally taken a “50,000 ft. level” approach. This is not about “wiggle room.” It is about meeting the requirements that you have for commitment and definition and continuing Shorter’s ability to retain its very qualified current faculty and attracting high quality academic faculty in the future. As you may know, working with academics can call to mind the reference, “herding cats.” These are people who have made their lives about thought and very much enjoy thinking for themselves. While the personal faith of these fine professionals has been an inspiration to many students, I believe emphasizing their continued roles as educators will resonate more strongly with them than taking a “100 ft. level” view of their beliefs as they fulfill a central role in a Christ-centered institution. I have affirmed the affiliation of Shorter with the GBC without requiring faculty members to endorse its specific beliefs verbatim. Many reasonable people have varied beliefs about the tenets of the Statement of Faith as it is currently detailed – many of them are “good Baptists” and many more are “good Christians.” I have intentionally chosen to focus on what I consider to be the necessary and sufficient agreements. I do not see this as a compromise (wherein all parties typically “lose” some things of importance to them) but rather a beginning of collaboration (wherein all parties have their critical ideas represented.)

In some of these documents I have referred to Shorter’s objective to educate and her strong reputation in the Fine Arts. My guiding assumption is that as leaders you want to continue pursuing education primarily and leverage the strengths of the liberal arts focus. This also presumes that your vision for Shorter is not for it to be a Bible University. (I believe Shorter’s constituents want her to be good liberal arts college with growing academic programs where biblical principles are lived and taught.) If I am wrong and the vision is for Shorter to be a Bible University, please tell me. That would clear up quite a bit for me.

You will no doubt notice that I’ve referred mostly to principles and behaviors – principles being well defined and agreed upon Christian teachings and behaviors being observable and measurable. For me, this is an improvement over the word “faith” because it takes the administration out of the position of judging what is in someone’s heart and instead focuses on the impact of positive acts (and the consequences for negative acts.) Please understand, this is no attempt to remove faith from our lives and relationship with God – it is an attempt to clarify the expectations between an employer and employee and address the concerns that some have stated in having any employer judge an individual’s beliefs.

Finally, I’ve drafted what I would recommend as a letter to address the responses (positive and negative) to the recent policies and explain the rationale for revisiting them. Again, understand I am not suggesting the existing policies are wrong (though I would personally hate to see them enforced at Shorter), but that they can be improved upon in meaningful ways and that as effective leaders, the administration of Shorter is open to improving upon ideas. In organizations I have often heard leaders use the adage, “you can be right or you can be happy.” I believe this is a good example of that wisdom. I am not suggesting that these changes will make everyone happy – I do not believe that making people happy, or cowing to the loudest voices is effective, value-based leadership. But my experience has shown me that value-based leadership is concerned about the welfare of others and is open to improvement.

I have spent many prayerful, focused hours on this topic and hope you will give my ideas your consideration.

As I have reviewed the documents before I email them to you I can see how they may be perceived as intrusive or unwelcome. My intentions are not to overstep, but to provide examples of what might be final products should the Board of Trustees agree to revisit their recent policy decisions.

Respectfully,
skr

And what was Nelson Price’s response? Did he begin by thanking Dr. Richards for caring enough about Shorter that she would have taken the time to craft a potential plan for ameliorating the situation? Was she thanked for submitting what was, in essence, a change management plan for which a consultant of her caliber might have been highly paid?

He began his email by writing, “Dr. Richards I was there when the person knowing it was a lie said we wanted to make Shorter a Bible college. There is NO desire to diminish the academic standard of the school. We have many individuals with prestigious degrees from Division I schools who have recently expressed a desire to come to Shorter. If we lose any faculty they will be replaced with highly qualified professors with considerable experience.”

The third sentence is confusing, in that the categorization of Division I only applies to a ranking for athletics. According to the U.S. News 2011-2012 college rankings, Shorter is an unranked Tier 2 school. Does Price believe that we can get “highly qualified professors with considerable experience” from other schools that have an athletics department or does he believe that Tier 1 professors are clamoring to come to a Tier 2 school? This is the same kind of stonewalling that has been the hallmark of the Fundamentalist movement – obfuscate the facts, ignore the offers for help, deflect the question. We won’t post the entire email response here, but here are the facts, as Price sees them.

After citing a number of Tier 1 schools with denominational ties, Price compares the Lifestyle Statement with the standards set by the likes of Emory and Notre Dame. Shorter is, according to Price “simply ask[ing] our faculty to respect the fact it is a Baptist school”. He then mentions the incident at Penn State and alludes to the fact that by mandating the Personal Lifestyle Statement, the Board is reducing the liability of the institution.

So why hasn’t Price, Dowless or the Board met with alumni or concerned citizens to explain the above position? Why do they refuse to entertain any discussion? According to Price, “With people saying change the policy or thousands of us will stop at nothing to destroy the school, issuing death threats, threatening the burn buildings, and consigning me to hell I am not about to meet with any group.”

We find it odd that, like the reported bomb threat that coincided with a planned protest of the policies, there have been no reports by the local newspaper of any arrests for terroristic threats.

Price closes the email with mentions of those with whom the administration met, prior to the complete shut-out of any further communication, writing that the individuals had totally misrepresented what had been said in the meetings.

Such is the posturing of the then Chairman of the Board of Trustees of Shorter University. After calling an individual a liar in his first sentence and excoriating those who would question the decision of Dowless and the Board, after calling Dr. Richards a well-intended professional, (Honorary Dr.) Nelson Price ends with a call for harmony. Harmony, which will only be achieved if all of those lying, threatening, damning heathens come to Nelson’s version of the light.