Reasons Why We are Seeking Removal of Our Alumna Trustees

•  Alumnae Trustees (AT) are elected by alumnae at large to represent the views of the Board of Governors (BOG) and act as a liaison to the College. These positions came out of the 1990 Strike for events such as now. This is longstanding and well documented.

• Trustees sign a Confidentiality Agreement, which has historically been applied to things like personnel matters or privileged information. Until recently, there was a good flow of information between the AAMC and the Board Of Trustees (BOT) via the ATs. Starting roughly in March, President Hillman demanded that everything be confidential – effectively cutting off communications with the AAMC and putting the AT’s legal duties to the AAMC at odds with the College. This is part of the complaint filed by all four ATs.

• Trustees Foster and Wood, along with Trustee Singh and President Nakka-Cammauf spent a great deal of time explaining their concerns about the vote of March 3rd, the workings of a “kabbalah” on the BOT Executive Committee and other serious accusations including that the President had not provided a factual basis or sufficient documentation for the closure of the college to the BOG. The BOG relied upon this in deciding to pursue legal action.

• Trustees Foster and Wood spent a great deal of time with the AAMC lawyers documenting the facts of the case at great expense to the AAMC. They signed factual affidavits under penalty of perjury that the facts were true and consented to have them filed. Trustee Wood represents herself as being a lawyer and as such is presumed to understand the nature of litigation

• After the AAMC complaint was filed and served upon the College, Trustees Foster and Wood spoke with President Hillman and communicated that they were going to withdraw from the complaint. Earlier on the same day, Trustee Foster met with the Lawyers and AAMC Legal Committee to discuss strategy and did not mention any concerns. To be clear: they notified the College before speaking with their own lawyers, their fellow plaintiffs, or the BOG to whom they owe a duty of care. At least one Governor heard of their withdrawal from a news article released prior to communication to the BOG.

• The BOG, and upon permission members of the alumnae community, inquired with Trustees Foster and Woods as to their actions. They both said that it was because they didn’t like the “negative tone” but they did not dispute any facts of the complaint. They affirmed the facts of the case as outlined in the complaint are accurate.

• Neither Trustee Foster nor Wood have offered to reimburse the AAMC for the legal expenses they incurred developing the case or their removal.

• Since their withdrawal, Trustees Foster and Wood signed correspondence from the college that the lawsuit they helped launch is “irresponsible” and “ill considered, divisive, and detrimental.” They did this without consulting or discussing with the BOG. They actively worked against the BOG / AAMC.

• When the BOG inquired with Trustees Foster and Wood about whether they had discussed with President Hillman that she took unauthorized conduct without consent or approval of the BOG they said no. They did not represent to the BOT the concerns of the BOG/ AAMC.

• When queried as to whether Trustees Foster and Wood were reading all the correspondence - from concerned alumnae and financial documents provided by the College - they received, they said no. When asked about recent positive financial information about the College, neither seemed to be aware of the information.

• When an attorney alumna inquired as to how Trustee Foster or Wood could fulfill their minimum legal duties of care to the college to act as a reasonably prudent business person, to study documents and get help from experts, they did not affirm that these were things they needed to do.

• Trustees Foster and Wood submitted declarations to the court as to how they would vote on the NU merger prior to having received a final draft of the agreement. The judge thought this was “strange.”

• Alumnae Trustee Jacki Brown took the position being fully aware of the lawsuit. Trustee Brown is a sitting Superior Court Judge in Orange County, CA. She has stated in order to serve both the college and the AAMC she would not participate either pro or against either side. As such, she removed herself from being able to represent and liaison the position of the BOG to the college, as she was elected to do. She was offered a sabbatical until the litigation was complete. She denied the offer.