Hanover, New Hampshire has lately begun its own legal education: attorneys, state representatives, and judges have all come out on various sides, and to various degrees, for and against a lawsuit filed by Dartmouth College’s Association of Alumni against the College itself, alleging that recent plans by its Board of Trustees are in violation of a century-old legal compact between school and alumni which guarantees alumni the right to elect half the school’s Trustees.
A little background:
1891 meant tough times for Dartmouth College: financially in shambles, it turned to its famously loyal alumni for support. Men came forward from across the country to help rebuild the school and were given the right to elect half of Dartmouth’s Trustees in recompense. The arrangement, known as parity, held strong for over 100 years. For every seat available for election, College administrators regularly proposed a slate of hand-picked rubber stamp candidates, culled from the loyal ranks of administrative sycophany; men and women who never outgrew their need for the teacher’s gold star. These slates often competed with alumni-nominated “petition” candidates, drawn from the democratic masses.
Three straight petition candidates won Board seats in the last several years. Administrators attempted to force a new alumni governance constitution down their constituency’s collective throat and were defeated at the ballot box; a fourth petition candidate (Professor Stephen Smith, of UVA Law) rolled to victory, solidifying a minority voice on the Board (ironically termed, since it represented the majority of alumni, as evidenced by its democratic majority in elections, in its vocal support of athletics, Greek houses, classical liberal arts courses, and an emphasis on undergraduate teaching).
Predictably, Dartmouth administrators reacted poorly and current Board members sought, by a shaky majority, to enlarge the Board. The new seats would be filled with selected, rather than elected, Trustees. Basis for the selection of the would-be Trustees was murky; these new candidates would be picked and seated, ensuring that petition candidates would never be able to overcome a 2-1 voting deficit on the Board. Alumni attacked the move as back-dealing, underhanded, anti-democratic and, above all, in direct and illegal violation of the 1891 contractual guarantee of parity.
Dartmouth’s Association of Alumni, an independent body with the power to take action on behalf of its members (all living alumni – membership is automatic with graduation) recently filed suit against the College itself, alleging the board-packing is illegal in that it constitutes a breach of contract. Their argument: the College offered parity in exchange for financing. Alumni delivered financing, the College delivered parity… and now seeks to retract it, following over 100 years of precedent and good faith dealings.
New Hampshire civil courts have already dismissed a College motion to throw the suit out; a local judge found the suit sufficiently with merit and legal precedent to continue.
Both sides have engaged expensive lawyers: the College has chosen to outsource the matter, bypassing in-house counsel Robert Donin in favor of Richard Pepperman II, a former clerk to Chief Justice William Rehnquist and currently a partner in the New York office of litigation powerhouse Sullivan & Cromwell.