The e-mail exchange - recounted in a damning internal report by former FBI Director Louis Freeh - should have been a red flag, experts on university governance said. No board member should learn of a sensitive matter from a newspaper, they said, calling the way Spanier handled the Sandusky scandal a disastrous lesson in what not do.
"There is a fundamental relationship of trust that must exist between board leadership and university leadership," said Donna Gentile O'Donnell, a health-care researcher and consultant who is an emeritus trustee at Drexel University. "If that trust is violated, the breakdown is very substantial and can have the most devastating of consequences."
Contrary to Spanier's claim, the Sandusky case would soon erupt into a national scandal, with Penn State not on the periphery but directly in a harsh spotlight, as Sandusky was arrested and convicted of shocking crimes. Spanier and legendary football coach Joe Paterno were fired, and two senior administrators were indicted on perjury charges.
All four were pilloried for deceitful and callous behavior that left the school's sterling reputation tarnished, revealed as a place concerned more about its reputation than crimes against children.
Nor did Penn State's too-trusting board escape opprobrium, as trustees' belated admissions of lapsed vigilance failed to mollify critics.
In the spring of 2011, for example, when Spanier and general counsel Cynthia Baldwin told the board of a grand jury investigation, they said the university was not involved but did not explain why four senior officials - including Spanier - had been called to testify. And the board did not delve more deeply, according to the Freeh report.
Healthy university boards need to operate as equal partners with their presidents, experts said in interviews. Too often, a board may act with excessive deference toward a president, as seemed to be the case at Penn State, where Spanier's 16-year reign had brought the school to new heights academically.
At the other extreme, said Richard Chait, a research professor at Harvard University's Graduate School of Education, board members can become "self-appointed vigilantes," looking to attack and expose an administration and delve into areas where they don't belong.
"The answer lies in the middle," said Chait, a specialist in college board governance who has served as an adviser to university boards for decades, though never at Penn State.
"The board needs to create a climate in which presidents are encouraged and rewarded for disclosure of problems," Chait said. "And presidents need to create a climate that encourages trustees to be inquisitive, persistent, and skeptical, and - if there's a need - critical. Presidents should not view that as a vote of no confidence."
A board is charged with oversight, rather than the day-to-day management of a university. Conflicts inevitably arise and can be challenging.
But a concerned board member should be able to voice concerns to the chairman, to the board as a whole in private session - or to go public at an open meeting if all else fails, several university officials said.
Penn State's lone inquisitive trustee (not named in the Freeh report) should have been able to bring his concerns to the entire board and say that he had been trying to get information but had been thwarted by Spanier, Chait said.
"The power of the board is in the collective. It's not in the individual," Chait said.
After seeing what went wrong at Penn State, more people "will be rethinking their participation," O'Donnell predicted.
"Every person who sits on a board in a leadership role as a trustee is watching this."
Temple University on Friday said it would set up a task force to review the Freeh report in detail and identify potential implications and recommendations for Temple. Joanne Epps, dean of Temple's law school, will head the task force.
Temple board chairman Patrick O'Connor, vice chairman of the Cozen O'Connor law firm, and acting Temple president Richard M. Englert decided to act after discussing the matter Thursday evening.
"At Temple, I think we are very transparent," said O'Connor, who had read the Freeh report by Friday morning and said he intended to read it again. He said he was confident that "if there were a matter that should be brought to the board, it would be. I've never been disappointed."
If he learned of a sensitive issue at Temple from a newspaper article rather than a briefing from university administrators, action would be taken against the employee responsible, he said.
Being a university president is a complex job, even more so at a school as large as Penn State. In his statement to Freeh investigators, Spanier pointed out his hectic schedule.
He said that in February 2001 - when a report of child sex abuse by Sandusky surfaced - he had five out-of-town trips, appropriation hearings for state funding, the school's dance marathon, 164 appointments on his calendar, an average of 100 incoming and 50 outgoing e-mails a day, and "the turmoil of the black caucus disruption and takeover of the student union."
But the press of activities does not absolve a university president of responsibility.
"One of our key rules is no surprises," said James Harris III, president of Widener University, which has been recognized for its strong working relationship between the president and board. "I inform my board."
He said he first takes the issue to the chairman and they discuss whether it should go to the full board, he said.
Drexel University president John A. Fry has served on private nonprofit boards, independent school boards, and the Lafayette College board and agreed that open and timely communications are key.
At Penn State, some trustees said their meetings felt "scripted" and amounted to "rubber-stamping" major decisions already made by Spanier.
Fry said trustees need to resist this impulse.
There have been cases, he said, where a CEO placed information in front of him with little time for him to digest it and expect an immediate vote.
"I don't care if it's the greatest idea in the world," he said. "I'm not going to vote for it."
"It's really helpful to me to watch other boards in action," Fry said. "I push myself extra hard on this with my own board because of my experiences on other boards."
Drexel commissioned an audit last year on its policies and procedures involving minors on campus in the wake of the Penn State case and has encouraged employees to report any improper conduct without fear of reprisal.
At Penn State, the board had no routine reporting procedures to make sure major risks were disclosed, the Freeh report said.
That was a significant failing, Chait said. Twice a year, he said, a board should sit down with its president and say: "We want your assurance that there are not situations that put the university at risk that you have not shared with us. . . . These procedures need to be institutionalized."
At Penn State's campus in Scranton on Friday, the board of trustees and the university's new president, Rodney Erickson, pledged a better working relationship than existed under Spanier.
"What you will find in my presidency is a strong degree of communication between my office and the board," Erickson said. "I'd go farther and say as we continue to develop the relationship . . . that you not look at me as the sole point of contact with the administration."
As issues arise, board members should feel free, he said, to contact members of his senior leadership team for information.
"You should not feel everything should go through me as a funnel," he said.
Contact Susan Snyder at email@example.com or 215-854-4693, or follow on Twitter @ssnyderinq
Staff writer Jeff Gammage contributed to this article.
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