Management of the institution

Karen Peetz, Chair of the Board of Trustees and other members of the Board

I graduated from Penn State in 1968, BA, Political Science, and am  a graduate of George Washington Law School, J.D., 1971. Before writing this letter I have read the entire Freeh Report; The Paterno Family letter; former President Graham Spanier’s letter; the statement of NCAA President Mark Emmert; all statements issued by President Rodney Erickson including his statement Regarding the NCAA Consent Decree; the Penn State Charter; the Penn State Bylaws; and the Penn State Standing Orders.

All of these were read having practiced law for over 40 years and having served at the beginning of my career as a Federal Prosecutor including 5 years as an Assistant United States Attorney for the District of Maryland and as a defense attorney for approximately 15 years. The bulk of my practice in the past 30 years has been representing plaintiffs in actions against doctors, hospitals, product manufacturers, lawyers and other tortfeasors. I have during that time served on numerous boards and have chaired both State and National charitable organization boards.

The Penn State Charter states: MANAGEMENT OF THE INSTITUTION, The said institution shall be under the management and government of the Board of Trustees.

The Penn State Bylaws state: Corporate Authority: The authority for effecting the corporate purposes and for management and government of The Pennsylvania State University is vested by charter in the Board of Trustees…… Final Authority of the Board: Unless otherwise specifically delegated and except as otherwise provided herein, authority to act on all matters is reserved to the Board, and the duty of each standing committee shall be only to consider and to report or make recommendations to the Board upon appropriate matters.
The Penn State Standing Orders State: ORDER IX. GOVERNANCE OF THE UNIVERSITY

(1) Role of the Board of Trustees in University Governance

(a) Authority of the Board of Trustees. The Board of Trustees of The Pennsylvania State University is the corporate body established by the charter with complete responsibility for the government and welfare of the University and all the interests pertaining thereto including students, faculty, staff, and alumni.

(d) Duties as Chief Policy Officer. The President, as chief policy officer, shall have final authority, subject to the revisions and orders of the Board, to establish policy concerning educational policy and planning, student affairs, the instructional program, courses and curricula, personnel, admissions, graduation requirements, scholarships and honors, calendar requirements, business, planning, research, and finance.

I have read as well through the statements of Board member Anthony Lubrano that the Board of Trustees was not consulted by President Erickson before he signed the consent decree with the NCAA, and that certainly the Board of Trustees took no vote before President Erickson signed the Consent decree on Penn State’s behalf.

If in fact President Erickson acted without obtaining a vote of the Board before committing Penn State to an expenditure of $60,000,000 directly and hundreds of millions of indirect impact, then President Erickson acted outside the scope of his authority, precipitously, and in violation of the Charter, Bylaws and Standing Orders. The Board of Trustees under these circumstances must immediately meet and discharge President Erickson and renounce the consent decree.

If in fact the Board approved the punishment of 48,000 present students and the disgracing of countless other former students and their efforts, then I submit the Board must resign in its entirety to be replaced by individuals who place Penn State as an institution first before public clamor created by unproven allegations and unsupported conclusions as set forth in the Freeh Report.

For President Erickson to have acted without a full hearing of the response of former President Spanier and a full consideration of the testimony of others who at this point have not spoken because of pending criminal prosecutions is, and clearly will not be, in the best interest of Penn State.

For President Erickson to have acted without requiring the NCAA to follow its own rules of a full investigation and hearing and for Penn State to acquiesce by his consent to conclusions of dubious value is certainly an offense by President Erickson worthy of his discharge.

For President Erickson to have consented to the NCAA’s unprecedented sanctions which appear to be outside the scope of its authority over Penn State without clearance and approval and debate by the Board is certainly an offense by President Erickson worthy of his discharge.

If in fact Board member Lubrano is wrong and the entire board was consulted and debated and approved the Sanctions, then the entire Board is as guilty of malfeasance, as President Erickson.

It appears to me that from the beginning no one has taken a deep breath but the entire University has buckled to public clamor and press condemnation without realizing that one can defend Penn State and its 48,000 students who had nothing to do with Sandusky without defending Sandusky’s despicable acts. It appears to me that our students have been lost, ignored, and disrespected in this entire process.

I write to ask, to suggest, to implore this Board to undertake action in the best interest of Penn State and its past, present and future students – revoke the consent to the NCAA Sanctions.

I would appreciate this correspondence being shared with all members of the Board.

Dan Clements, ’68

13 thoughts on “Management of the institution

  1. Mr. Clements,
    Thank you for your letter. As a fellow alumnus and lawyer (PSU 1971; Pitt Law Schoo 1974) I share you outrage at the failure to meet fiduciary responsibilities and the inept handling of this crisis. This has culminated in a consent decree that if unauthorized should be clearly rescinded. The problem is where do we go from here. I sincerely doubt that you are going to get an answer to your letter. While I think that the PSU4EVER organization is a good one and a great start (I joined today after learning of it), we need the active support of a lot more than 7500 people, or whatever the current membership census is. I have been a litigator throughout my legal career, but do not know whether there is a cause of action against the BOT, Administration, or NCAA, and if so, who would have standing to sue. i do know that there are many very angry people out there. One possible action that I thought might be effective was an “open” letter to the Board of Trustees and “President” Erickson raising the points that you raised (and more that I’d be happy to share with you that would be published in newspapers. With the support of thousands of Penn Staters, I don’t think that financing such letters with the names of supporters appended would be difficult.
    One final footnote. Attorney Ralph Cindrich (former Pitt football player, lawyer, and sports agent) gave an interview in Pittsburgh on Tuesday during which he severely criticized the consent decree. He purportedly has a great deal of experience in testifying in NCAA matters. In his opinion, there is no way that the NCAA would have imposed the sanctions that were agreed to if the right people were negotiating. The matter of who was advising President Erickson is one of the many questions that need to be raised.
    I e-mailed you at your law firm, and would be happy to continue this discourse.
    Jim Wood

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    1. Certainly many of us would be willing to contribute to any fund initiating legal action. All we need is an invitation to do so!

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  2. I wish to thank Mr. Clements (and possibly Mr. Wood) for any and all efforts made on behalf of PSU, the alumni, the students past, present and future, and the football program. The alumni is 500,000 strong, and I know we have some incredible minds in this group. Together, we will follow the course, show, and share the pride we have come to know through our univerisity. Together, we will restore the pride and dignity that rightly belongs to Pennsylvania State University.

    Deborah D. George IUP 1993, PSU 2003

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  3. I think the athletes – past, present, and future have the most rights to sue. How many lost past titles, how many are losing out on potential future titles and bowl games, and how many are going to lose scholarships because of this?

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  4. Is there a chance that if indeed the NCAA were looking at the death penalty, that Erickson had to act quickly and was in his authority to “negotiate” in the best interest of the University? If you have not listened to Brent Musberger on the NCAA’s actions, you must. He makes a lot of sense.

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  5. Thank you for the clearly articulated argument you present here. My greatest concern in all this — and there are many pressing concerns — is that the governance of this institution has been negligently inept, and in its current form, shows no promise of positive resolution. As horrific as things have been, the future could be worse, without responsible and effective governance. It is crucial that a plan of action be pursued diligently because the future of our university is at stake. I am grateful for this group’s existence as a means of change and pledge to work to support efforts to rehabilitate the university’s governance structure and practices. I appreciate your leadership on this.

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  6. Any chance outside force like Fed Investigation Team or even Corbett’s Office directly is preventing BOT from acting in anything but Ostrich mode?

    Corbett could threaten withholding state funds—more than normal.

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  7. Mr. Clemente;
    Bravo! for your keen insight into proper protocol and ignorance by the Board of Trustees @ Penn State. Someone has to take the legal stand to stop the hemorrhaging — What can you as a alumnus do to quickly move forward to have the Board overturn this series of events that surely should not have taken place? Time is of the essence – please contact all on the Board and have them call an immediate meeting to do as you suggest? Does anyone have any backbone anymore? We need strong leadership in our nation and it has to start here!!

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  8. You have my support whatever the avenue. When requested you have my financial support. Let’s get the message out as I agree time is wasting away.

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