Some board members of the largest foundation associated with the University of Mississippi are at an impasse with the state college board over the salary of newly appointed Chancellor Glenn Boyce.
The University of Mississippi Foundation, a nonprofit organization with 37 board members, typically contributes a large percentage of the chancellor’s annual salary. This year, the Institutions of Higher Learning, which oversees public universities, has asked the foundation board to contribute $500,000 of Boyce’s proposed $800,000 salary. However, in recent days, some foundation board members have expressed reservations about providing the supplement in the wake of Boyce’s controversial appointment.
Several UM Foundation board members, who asked that their names not be used because they are not authorized to speak on the foundation’s behalf, all used the same word – “infuriated” – to describe the mood of the foundation board.
“At no time during any of these (consulting) discussions or during the time he performed the work was there any indication Dr. Boyce was or would become a candidate for the chancellor’s position,” Wendell Weakley, president and chief executive officer of the UM Foundation, wrote to foundation board members in an Oct. 6 email. “In fact, it was just the opposite. In my subsequent conversations with him and as I believe he stated in our April 26 board meeting, he was not a candidate. Clearly that changed at some point, but that was not our understanding.”
Emails obtained by Mississippi Today and interviews with several foundation board members reveal a body at odds over whether to provide the salary supplement, with several board members calculating the consequences of breaking the precedent. At the heart of their consideration is a little-known bylaw that allows the chancellor and the IHL board to disband the foundation board at their discretion.
The controversy started with Boyce’s appointment as chancellor in early October. IHL, which oversees the state’s eight public colleges and universities that approved the hire, had previously asked the foundation to pay Boyce, a former IHL commissioner, as a consultant to the chancellor search.
After a months-long national search for a new chancellor, the IHL board granted Boyce, who did not officially apply for the job, what board members called a “back door interview” just moments before offering him the job.
Boyce did not respond to an interview request for this story. After this story originally published, a spokeswoman for IHL emailed a statement to Mississippi Today, which the agency subsequently distributed as a news release.
“Any rumors of the Board of Trustees considering replacing the membership of the governing board of the UM Foundation are simply false,” said the statement from IHL spokeswoman Caron Blanton.
Ford Dye, who chaired the IHL search committee, previously defended Boyce’s appointment. “Dr. Glenn Boyce received more nominations in that nominating process than anybody else,” Dye told reporters earlier this month. “We began a national search and continued through that process for four months. … As the national search was conducted, it became evident that the most qualified candidate was Dr. Glenn Boyce.”
A long email thread shared with Mississippi Today shows members of the foundation board falling into three camps about how to proceed when the board gathers for an emergency meeting Oct. 18. Some believe the foundation should not pay the supplement. Several others were neutral or wanted to seek legal advice before making a decision. Few foundation board members expressed willingness to pay the supplement.
The UM Foundation is a nonprofit corporation chartered by the state of Mississippi that manages the school’s $736 million endowment, the largest of any state university.
For decades, the UM Foundation has supplemented the state of Mississippi’s maximum salary for chancellors, currently $300,000 per year. The requested $500,000 supplement would give Boyce an annual salary of $800,000, matching that of Mississippi State University President Mark Keenum.
At the center of the conflict between the UM Foundation and the IHL board is a provision in a contract between the organizations. The provision – which some foundation board members called “the nuclear option” – gives the university’s chancellor and the IHL board authority to remove and replace the entire foundation board if the chancellor believes the board is not acting in the university’s best interest.
“The University and Foundation expect there to exist a cooperative relationship between them,” the affiliation agreement states. “In the event that the university chancellor determines that such cooperation is not in place and is thus, in the chancellor’s view, detrimental to the well-being of the university, the chancellor shall notify the IHL to allow the IHL to intervene to reconcile the parties.”
The document also states: “However, if the IHL determines and notifies the chancellor that it is in the best interest of the university to substitute new members of the board of directors of the foundation, the chancellor may direct that at the expiration of a ninety-day period, the terms of office of 100% of the total number of directors shall be deemed to have expired.”
Several foundation board members told Mississippi Today they believe IHL is holding the provision over their heads as a threat to approve Boyce’s salary supplement or lose their spot on the foundation board.
“(T)he Board of Trustees has not tried to dictate that the University of Mississippi Foundation pay a supplement; it has merely made the request, as it has done with previous Chancellors and other presidents at the eight public universities in the state. The Foundation is under no obligation to agree to provide the supplement,” said Blanton, the IHL spokeswoman.
But Weakley, the foundation president and CEO, reminded board members of this provision in an Oct. 6 email. Weakley did not respond to a request for comment for this story.
In August, the IHL board voted to remove that provision for all subsequent university contracts, but the current language remains in place until Jan. 1, 2020. Boyce, who has been sitting in on university meetings this week, officially takes office on Sunday, Oct. 13.
In sharing their frustrations with Mississippi Today, several foundation board members pointed to two main points of contention with the IHL board.
The board members who spoke to Mississippi Today believe Boyce and the IHL board were disingenuous about the nature of Boyce’s consulting contract. The UM Foundation paid Boyce just over $87,000 for the consulting work on the search, and Boyce repeatedly told the foundation leadership he was not interested in the chancellor position, emails show.
Weakley detailed Boyce’s consulting contract to foundation board members in an Oct. 6 email.
“If he was a possible candidate, the IHL should not have recommended him for the consulting work, nor should we have agreed to engage him on their behalf,” Weakley wrote. “We simply helped facilitate the work requested by the IHL.”
Several foundation board members also underscored continued frustration about a similar IHL mandate from last year. When former Chancellor Jeffrey Vitter announced his resignation in November 2018, the UM Foundation board learned they would have to continue paying Vitter through June 2020 to fulfill his contract.
That news blindsided many foundation board members unaware that buyout provision existed in Vitter’s contract with IHL. From the time he resigned in November 2018 through June 2020, Vitter will have received $900,000 from the UM Foundation to fulfill his contract with IHL.
The UM Foundation board will hold an emergency meeting on Oct. 18 to discuss next steps. The foundation board’s attorney is Cal Mayo, an Oxonian who was among the candidates interviewed for the chancellor job last week.
The IHL board will hold its next regular meeting the day before, Oct. 17, in Jackson.
“The UM Foundation Board and the Board of Trustees are not at an impasse. The Foundation Board will vote at its next meeting and the Board of Trustees will accept that decision, whatever that decision may be,” Blanton said.
Read all of Mississippi Today’s chancellor search coverage.