Presented to the Called Meeting of the ARP Synod at its meeting March 2-3, 2010

The delegates of the 2009 meeting of the General Synod instructed the Moderator to “form a special commission to investigate whether the oversight exercised by the Board of Trustees and the Administration of Erskine College and Seminary is in faithful accordance with the standards of the ARP Church and the synod’s previously issued directives.” The commission was further directed “to report back to General Synod no later than the 2010 meeting of General Synod with a report and the Commission’s findings and recommendations.”

ARP Standards and Previously Issued Directives

The Moderator’s Commission finds that over the last thirty-plus years the General Synod has been clear in stating its purposes and objectives for Erskine, has frequently reaffirmed those objectives, and has issued directives to guide the college in adherence to Synod’s standards. We offer the following examples of these directives:

Christian higher education offers “. . . a unique opportunity to present Christ and the Christian viewpoint and to demonstrate in a tangible way the value of a life which is lived in right relation to
God and man.”

“The Board of Trustees, through the Administration, must seek faculty members having professional competence, moral sensitivity and genuine Christian commitment.”

“As a Christian college, the uniqueness of each individual is a basic premise, but the universality of our human dependence on Jesus Christ as the ultimate Word is equally fundamental, the point of reference for all knowledge and all experience being Biblical revelation and authority.”

“The curriculum for Erskine College . . . should be broadly based, with the Christian perspective as the positive integrating factor for all of the disciplines.”

“In order for the goals and purposes of the Associate Reformed Presbyterian Church in Christian higher education to be realized, Erskine College, through its Board of Trustees, administration and faculty, must be in harmony with the principles and goals of the Associate Reformed Presbyterian Church. Within this context, the College has a responsibility to bring its theological reflections to
bear upon the life of the Church.”

“Erskine College and Seminary should intentionally aim to disciple their students with a kingdom perspective and a biblically Reformed world and life view. Both the College and the Seminary should encourage students to acknowledge the Lordship of Jesus Christ in all areas of life, and they should model the integration of Christian faith and learning.”

Further, the mission statements of the College and Seminary indicate the Synod’s success in clearly communicating these matters.

“The mission of Erskine College is to equip students to flourish by providing an excellent liberal arts education in a Christ-centered environment where learning and biblical truth are integrated to develop the whole person.” (“Erskine College Mission Statement”)
“…from its inception, Erskine College has been committed to the principle that facts and values– learning and faith–are inseparable.” (Mission Statement – “Historical Perspective”)

“This environment fosters an educational ethos whose personnel, policies, and teaching are informed and animated by the sovereignty of God over all the created order. Erskine encourages wholesome living and calls the entire community to glorify God and enjoy him
forever.” (Mission Statement – “Our Commitments”)

“At Erskine the integration of learning and biblical truth is an ongoing process of seeking to discern and develop the integral relationships between reason and revelation. In this process human learning informs the development of a Christian worldview, and biblical revelation informs the content and practice of human learning.” (Mission Statement – “Our Commitments”)

The Board of Trustees

The first hallmark of a well-structured board is that its size and make up are appropriate to effectively safeguard the assets and accomplish the mission with which it has been entrusted. As to size, very large governing boards have a difficult time getting down to business and making decisions. As to make up, successful governing boards include individuals who are knowledgeable (e.g., accounting, business, law, finance, theology, education, ethics), and who are enthusiastically committed to the stated mission of the organization.

The essential qualifications of a good board member are that he or she must be competent, engaged and independent. This is especially true for a non-profit institution of higher education, for which many duties under federal and state law must be satisfied, in addition to the requirements of accrediting agencies and other oversight authorities. We find that the Board of Erskine has not historically and uniformly met these standards of competence, engagement and independence. There are perhaps many reasons for this, but the sheer size of the board and the way it carries out its business figures prominently in the equation. The thirty members of the board, plus four ex-officio members and its twenty-three advisory members, cannot function effectively and engage in meaningful deliberation and decision making.

The executive committee is delegated most of the substantive work of the board, rendering a majority of board members less engaged than necessary. The Commission finds that the Board is not uniformly competent, engaged and independent, as a consequence of its unwieldy structure. The Commission finds that the requirement of the bylaws that at least fifty percent of the members must be graduates of Erskine College and/or Seminary further adds to the general lack of independence. The Commission finds that the requirements of the bylaws that the many Advisors to the Board “shall have equal seat and voice in all meetings of the Board and are entitled to receive the same minutes and notice of meetings of the Board to which members are entitled” hinder the effectiveness and independence of the Board.

If a governing board tolerates a climate of secrecy or neglect, the charitable assets may be diverted to benefit the private interests of insiders and the mission of the organization may be thwarted by those charged with implementation of the mission.

The second hallmark of a strong and effective board is that it is independent from the administration. The Board is to establish policy and set guidelines for the mission of the institution, and then exercise the proper amount of oversight by asking the hard questions. There must be a healthy tension between the Board and the administration, with the Board able and willing to require the administration to account for its performance. The Commission finds that the Board has not exercised adequate oversight over the administration and faculty. The Commission finds that there have been a number of financial irregularities and administrative failures which underscore the lack of oversight by the Board.

The third hallmark of an effective board is that it ensures that the mission of the institution, as set forth in its mission statements and other governing instruments, is accomplished. In the case of Erskine, the guiding principles of the Philosophy of Christian Higher Education and the similar directives of the Associate Reformed Presbyterian Church, which owns Erskine and appoints its board, constitute its
mission. The Commission finds that the ARP’s directives have not been satisfied, even though this discussion has taken place regularly over the course of the last thirty years.

The Commission reiterates that any findings related to the views and performance of the administration and faculty are, in the nature of the case, intended to underscore the lack of effective oversight by the Board. The Board sets policy and the administration carries it out; but a consistent and long-term failure to operate in a manner consistent with the mission of the institution ultimately comes back to the Board.

Findings

The Moderator’s Commission on Erskine finds that the oversight exercised by the Board of trustees and the Administration of Erskine College and Seminary is not in faithful accordance with the standards of the ARP Church and the synod’s previously issued directives.

Recommendations

1. Restructuring the Board: The bylaws of the Board of Trustees shall be revised by a committee of five members: current Board Chairman Scott Mitchell, current Board vice-chairman Joe Patrick, and Commission members, Bill Marsh, Roger Wiles, and Ken Wingate. These bylaws shall include: that the composition of the board shall be 16 members (five classes of three plus the current Moderator) and more effective policies to prevent further failures regarding financial integrity, conflicts of interest, integration of faith and learning, board training, and other issues identified by the commission. These policies must align with Synod’s Philosophy of Christian Higher Education and Erskine’s current mission statements. These revised bylaws shall be adopted by the full board at its May 2010 meeting, and subsequently presented to the Synod for adoption at its June 2010 meeting.

2. Replacement Interim Board: The current trustees shall be removed and replaced by the following individuals: William Anderson, William L. Barron, John Basie, Adam Bloom, Julia T. Boyd, William S. Cain, Raymond Cameron, Fredrick Carr, James T. Corbitt, Dixon Cunningham, Joseph W. Donahue, Charles B. Evans, William B. Everett, William R. Folks, David R. Johnston, Morrison V. Lawing, Marlo L. McDonald, William C. Marsh, Steven J. Maye, James F. Mitchell, Scott Mitchell, Paul D. Mulner, Deborah Neil, Joseph H. Patrick, Gordon S. Query, Glen Robinson, George S. Robinson, Steven Suits, Roger N. Wiles, R. Boyce Wilson. The interim board will also include the four ex-officio members per the current bylaws. The moderator of the ARP Church shall convene the interim board.

3. Nominations Process: The revised bylaws shall strike the second sentence of Article II, paragraph 3 of the current bylaws regarding nominations to Synod’s committee on nominations. Likewise, the following portions of the “Guidelines For Committee on Nominations” (Manual of Authorities and Duties, 2008, p. 84-85) shall be changed: guideline 5 shall be amended to read, “Prospective nominees are contacted to confirm their willingness to serve”; guideline 8(h) shall be removed. Nominations for Erskine trustees shall be made annually by a special committee consisting of the then-current moderator and the four immediate past moderators, based on the new criteria for trustees. The recommendations of this committee shall annually be presented to the General Synod at its stated meeting.

4. Criteria for Trustees: The special committee for the nomination of Erskine trustees will adopt the following criteria for potential trustees: The Board must consist of individuals who are competent, engaged, and independent. Trustees shall include individuals who are knowledgeable in different areas such as accounting, business, education, ethics, finance, law, ministry and theology, and who subscribe to the mission of Erskine College and Seminary as set forth in its mission statements. Such individuals should be able and willing to be adequately engaged in the life of the institution to guide and monitor its achievement of the stated mission. Such individuals must be sufficiently independent of the administration and faculty to bring a healthy balance of support and oversight. All trustees must subscribe to Synod’s definition of an evangelical Christian.

After supper, Sinclair Ferguson, Senior Pastor at First Presbyterian (ARP) in Columbia, SC, preached from John 17 on What Jesus wants from us, concluding it is finding unity in glorifying him in all we do.

A final report on the meeting will be filed after adjournment on Wednesday afternoon.

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