Gutting Accountability at the University of California

Proposed changes in the governance of the University of California System would empower its president, former Homeland Security Secretary Janet Napolitano, with greatly enhanced autonomy by hamstringing the principal check on her power, the Regents. Regents of the University of California are entrusted with the supervision of a vast enterprise with an annual budget of over $25 billion, comprising 10 campuses, and employing almost 20,000 professors and 135,900 support staff, all ultimately reporting to Napolitano.

University of California Regents begin their terms with an oath to serve as fiduciaries -- legally obligated to act solely in the best interests of the people of California.  Preserving the Regents’ authority to protect the University is even more important now that the State of California contributes only a small fraction of UC’s budget.

Yet UC Regents are undermining this authority.  For one example, the Regents – whose members currently include successful building professionals -- refused to require the separate reporting of income from UCLA’s new hotel and conference center from the incomes of UCLA’s Lake Arrowhead recreational facility and smaller campus hotels.  As a result, possible budget shortfalls from UCLA’s hotel may well remain concealed for some time.  For another example, the Regents expressed surprise about UC Berkeley’s recently revealed $150 million budget deficit.

Now the Regents likely may ratify a system that will further erode their role as fiduciaries.  At the July 2016 Regents Meeting, they will vote whether to change the Regents’ Board governance procedures in ways that would diminish the power of the Regents relative to UC President Janet Napolitano’s administration.  Napolitano already has demonstrated a reluctance to consult the Academic Senate on issues such as pension reform and disciplining UC Davis Chancellor Katehi, and, according to Regent Rodney Davis, failed to inform Regents of Katehi’s response to Napolitano’s allegations.

Changes in UC Regents’ Board Governance and Bylaws are proposed by UC Regents’ Chairman Monica Lozano, a Spanish-language newspaper executive and professional board member (Bank of America Corp., Rockefeller Foundation, Target Corp., Walt Disney Co., Weingart Foundation [Board Chair]), and Committee on Governance Chairman Russell Gould, partner in a Sacramento-based public strategy firm, former Cabinet Secretary to Governor Pete Wilson, and a graduate of UC Berkeley.  UC President Napolitano supports the proposal.

The proposed changes are supposedly designed to enable Regents to address “increasingly complex issues fundamental to public higher education” so Regents may better “focus on decision-making.” 

In fact, the opposite appears to be the case.

A major change would rescind the longstanding authority of an individual Regent to place any item on the Regents’ meeting agenda.  This authority proved an important bargaining tool when certain Regents balked at the Administration’s proposed UC Statement of Principles Against Intolerance, enabling Regents to craft a statement acceptable to civil libertarians from both the left and right of the political spectrum.  

No Regent who spoke in favor of the proposed governance changes at the May 2016, Regents Meeting mentioned the hands-tying proposal to rescind a Regent’s authority to place any item on their meeting agenda.

Another change would reduce the number of Standing Committees from ten to six.  And, in contrast to current practice where all Regents sit around the table while the various Committees meet -- with any Regent free to contribute to any Committee -- in the new system Committees would meet concurrently on the first day of the regular two-day meeting.  The second day would include a plenary Board session, purportedly designed to give Regents the opportunity for more in-depth focus on “strategic issues.” 

How budget-conscious California newspapers that normally send only one reporter to Regents’ meetings could cover back-to-back Committee meetings was not addressed.  This practice would dramatically curtail the ability of the press to inform the public and maintain the Regents’ obligation of transparency.

Another change would make the Governance and Compensation Committee a super-committee, enabling some Regents and the UC President to be more powerful than others.  The Committee would consist of the President of the Board (the California Governor), the Chair of the Board, the UC President, and the Chairs of the Board’s Standing Committees.  This Committee would appoint Regents to Board Committees and appoint all University senior leaders – presumably including all campus Chancellors and any successor UC President. 

While Regents are nominated by the California Governor and confirmed by the California Senate, a proposed dramatic change would delegate to a majority of this Committee the power to dismiss any Regent for noncompliance with University laws, regulations and policies.   This last change could have a chilling effect on an individual Regent’s behaviors, providing the opportunity for mischief by Regents appointed by Governors from different political parties.

Another proposal would create a Public Education and Development (fundraising) Committee, thus provoking concerns about Regents’ roles as fiduciaries versus a role as UC boosters.  (A move to garner support for the proposed changes – at least among students -- would add a student and Chancellor as a non-voting member of all Committees.)   

Another deleterious proposed change likely would reduce the University of California’s contribution to the nation’s security.  It would demote the Regents’ Committee on the Oversight of the Department of Energy Laboratories (at Berkeley, Livermore, and Los Alamos) to a subcommittee of the Academic and Student Affairs Committee.  The DOE Oversight Committee represents the University of California’s most significant contribution to U.S. National Security:  the ultimate contribution is to the validation of the integrity of our Nation’s nuclear stockpile.  Other powerhouse universities regularly compete to bid away UC’s Laboratory contracts. 

Within UC, the Labs provide a constantly under-exploited opportunity for UC STEM students to engage in post-doctoral and other opportunities to enhance their careers by publishing in the Labs’ in-house publications.  The current Director of the National Science Foundation built her career on Los Alamos’ publications. Demoting the Regents’ Committee on the Oversight of the DOE Labs to a subcommittee would send a powerful signal that UC Regents place a low priority on this activity.   

Some Regents argue that the proposed governance changes could be tried for a year, and then reconsidered.  Once implemented, however, it likely would be impossible for now less-powerful Regents to regain their lost authority.

As they did with the proposed Intolerance Principles, the UC Regents should call time out to consider governance changes, and concentrate on enhancing their role as fiduciaries.  Included in these considerations should be whether to rescind the relatively recent change to have the General Counsel report not only to the Board but also to the UC President.  The General Counsel cannot properly serve two masters.  Another consideration should be whether, like UC Academic Senate members who choose to remain non-voting members, the UC President’s Board membership should be changed to a non-voting member.  In almost all public university boards, the president is a non-voting, ex-officio (serving while holding the office) member.  The UC President reports to the Board, after all.

Velma Montoya, Ph.D. (Economics, UCLA), served as UC Regent from 1994-2005, and always volunteered to serve on the Regents’ Committee on the Oversight of the Department of Energy Laboratories.

Proposed changes in the governance of the University of California System would empower its president, former Homeland Security Secretary Janet Napolitano, with greatly enhanced autonomy by hamstringing the principal check on her power, the Regents. Regents of the University of California are entrusted with the supervision of a vast enterprise with an annual budget of over $25 billion, comprising 10 campuses, and employing almost 20,000 professors and 135,900 support staff, all ultimately reporting to Napolitano.

University of California Regents begin their terms with an oath to serve as fiduciaries -- legally obligated to act solely in the best interests of the people of California.  Preserving the Regents’ authority to protect the University is even more important now that the State of California contributes only a small fraction of UC’s budget.

Yet UC Regents are undermining this authority.  For one example, the Regents – whose members currently include successful building professionals -- refused to require the separate reporting of income from UCLA’s new hotel and conference center from the incomes of UCLA’s Lake Arrowhead recreational facility and smaller campus hotels.  As a result, possible budget shortfalls from UCLA’s hotel may well remain concealed for some time.  For another example, the Regents expressed surprise about UC Berkeley’s recently revealed $150 million budget deficit.

Now the Regents likely may ratify a system that will further erode their role as fiduciaries.  At the July 2016 Regents Meeting, they will vote whether to change the Regents’ Board governance procedures in ways that would diminish the power of the Regents relative to UC President Janet Napolitano’s administration.  Napolitano already has demonstrated a reluctance to consult the Academic Senate on issues such as pension reform and disciplining UC Davis Chancellor Katehi, and, according to Regent Rodney Davis, failed to inform Regents of Katehi’s response to Napolitano’s allegations.

Changes in UC Regents’ Board Governance and Bylaws are proposed by UC Regents’ Chairman Monica Lozano, a Spanish-language newspaper executive and professional board member (Bank of America Corp., Rockefeller Foundation, Target Corp., Walt Disney Co., Weingart Foundation [Board Chair]), and Committee on Governance Chairman Russell Gould, partner in a Sacramento-based public strategy firm, former Cabinet Secretary to Governor Pete Wilson, and a graduate of UC Berkeley.  UC President Napolitano supports the proposal.

The proposed changes are supposedly designed to enable Regents to address “increasingly complex issues fundamental to public higher education” so Regents may better “focus on decision-making.” 

In fact, the opposite appears to be the case.

A major change would rescind the longstanding authority of an individual Regent to place any item on the Regents’ meeting agenda.  This authority proved an important bargaining tool when certain Regents balked at the Administration’s proposed UC Statement of Principles Against Intolerance, enabling Regents to craft a statement acceptable to civil libertarians from both the left and right of the political spectrum.  

No Regent who spoke in favor of the proposed governance changes at the May 2016, Regents Meeting mentioned the hands-tying proposal to rescind a Regent’s authority to place any item on their meeting agenda.

Another change would reduce the number of Standing Committees from ten to six.  And, in contrast to current practice where all Regents sit around the table while the various Committees meet -- with any Regent free to contribute to any Committee -- in the new system Committees would meet concurrently on the first day of the regular two-day meeting.  The second day would include a plenary Board session, purportedly designed to give Regents the opportunity for more in-depth focus on “strategic issues.” 

How budget-conscious California newspapers that normally send only one reporter to Regents’ meetings could cover back-to-back Committee meetings was not addressed.  This practice would dramatically curtail the ability of the press to inform the public and maintain the Regents’ obligation of transparency.

Another change would make the Governance and Compensation Committee a super-committee, enabling some Regents and the UC President to be more powerful than others.  The Committee would consist of the President of the Board (the California Governor), the Chair of the Board, the UC President, and the Chairs of the Board’s Standing Committees.  This Committee would appoint Regents to Board Committees and appoint all University senior leaders – presumably including all campus Chancellors and any successor UC President. 

While Regents are nominated by the California Governor and confirmed by the California Senate, a proposed dramatic change would delegate to a majority of this Committee the power to dismiss any Regent for noncompliance with University laws, regulations and policies.   This last change could have a chilling effect on an individual Regent’s behaviors, providing the opportunity for mischief by Regents appointed by Governors from different political parties.

Another proposal would create a Public Education and Development (fundraising) Committee, thus provoking concerns about Regents’ roles as fiduciaries versus a role as UC boosters.  (A move to garner support for the proposed changes – at least among students -- would add a student and Chancellor as a non-voting member of all Committees.)   

Another deleterious proposed change likely would reduce the University of California’s contribution to the nation’s security.  It would demote the Regents’ Committee on the Oversight of the Department of Energy Laboratories (at Berkeley, Livermore, and Los Alamos) to a subcommittee of the Academic and Student Affairs Committee.  The DOE Oversight Committee represents the University of California’s most significant contribution to U.S. National Security:  the ultimate contribution is to the validation of the integrity of our Nation’s nuclear stockpile.  Other powerhouse universities regularly compete to bid away UC’s Laboratory contracts. 

Within UC, the Labs provide a constantly under-exploited opportunity for UC STEM students to engage in post-doctoral and other opportunities to enhance their careers by publishing in the Labs’ in-house publications.  The current Director of the National Science Foundation built her career on Los Alamos’ publications. Demoting the Regents’ Committee on the Oversight of the DOE Labs to a subcommittee would send a powerful signal that UC Regents place a low priority on this activity.   

Some Regents argue that the proposed governance changes could be tried for a year, and then reconsidered.  Once implemented, however, it likely would be impossible for now less-powerful Regents to regain their lost authority.

As they did with the proposed Intolerance Principles, the UC Regents should call time out to consider governance changes, and concentrate on enhancing their role as fiduciaries.  Included in these considerations should be whether to rescind the relatively recent change to have the General Counsel report not only to the Board but also to the UC President.  The General Counsel cannot properly serve two masters.  Another consideration should be whether, like UC Academic Senate members who choose to remain non-voting members, the UC President’s Board membership should be changed to a non-voting member.  In almost all public university boards, the president is a non-voting, ex-officio (serving while holding the office) member.  The UC President reports to the Board, after all.

Velma Montoya, Ph.D. (Economics, UCLA), served as UC Regent from 1994-2005, and always volunteered to serve on the Regents’ Committee on the Oversight of the Department of Energy Laboratories.