Many governance failures have a dress rehearsal. Some Boards learn the early lessons. Some don’t.
In 2009 Chicago State University hired Wayne Watson, then chancellor of the City Colleges of Chicago, despite opposition from students and faculty. In his fourth year and a faculty no-confidence vote, the board chair and vice chair announced they had secured Watson's agreement to step down. However, quite unexpectedly, Watson reversed himself and accused the two trustees of pressuring him over personnel decisions. The state's Executive Inspector General later found those accusations untrue and were made to discredit the trustees and preserve Watson's position. The two trustees’ terms expired the next month, and Governor Quinn declined to reappoint them, allowing the new board to retain President Watson. A year later, after a jury awarded a former university counsel more than $3 million on a whistleblower claim, the board cut Watson’s salary but extended his contract through 2016. The governance signals were unmistakable: the president survived just barely, while the trustees who had tried to remove him did not.
NINE MONTHS
Three years later, another crisis struck. Chicago State University sits on Chicago's South Side and serves a predominantly Black, low-income student population. By 2016, the institution was under substantial pressure: its six-year graduation rate was 11 percent, the freshman class had fallen from 523 in 2010 to 253 in 2014, and a state budget impasse eliminated an appropriation that represented about 30 percent of its operating budget. The board was governing an institution with little margin for error.
By February 2016, the University had declared financial exigency and issued 900 layoff notices; about 300 employees, a third of the workforce, were gone by April. In June, the Higher Learning Commission placed the university on Notice, citing depleted reserves and program cuts. By fall, only 86 freshmen enrolled and total enrollment had fallen 25 percent in a single year, to 3,567.
On September 16, 2016, the board voted 6 to 1 to separate from President Thomas Calhoun Jr., less than a year into his tenure. The university agreed to pay him $600,000 under a separation agreement with mutual non-disparagement provisions and gave no public reason for the leadership change. At an institution in financial exigency and under accreditor Notice, the board had created a governance problem as well as a personnel decision: it was paying a president to leave without explaining why.
THE FIRING THAT WASN'T
The next day, 157 faculty and staff asked Governor Bruce Rauner to remove six trustees if they would not resign. Illinois law made that difficult: trustees served fixed terms with Senate confirmation and could be removed only for cause. Rauner instead waited for vacancies. On January 13, 2017, he appointed four new trustees, enough to constitute a majority of the seven voting seats, and recommended Paul Vallas as chair. The board had not been fired. Its composition changed as terms expired.
THE NEW BOARD FINDS A CHIEF ADMINISTRATIVE OFFICER
Twelve weeks later, the board named Rachel Lindsey interim president and, in the same meeting, hired Vallas as chief administrative officer. Vallas had resigned his trustee seat only days earlier to become eligible for the administrative role. The sequence blurred a basic governance boundary: a trustee appointed to oversee institutional leadership quickly became part of that leadership. In January 2018, as Vallas prepared to run for mayor, the board ended his contract early and abolished the position. Enrollment had meanwhile fallen for fifteen consecutive semesters, to roughly 3,200.
On May 8, 2018, the board unanimously named Zaldwaynaka Scott president. Five years earlier, as vice chair, it was Scott who had helped negotiate Watson's failed departure. The institutional irony was hard to miss: after two governors, repeated leadership changes, and continued enrollment loss, the university turned to one of the trustees who had challenged its governance direction in 2013.
GOVERNANCE LESSONS
A decision without an explanation is a liability. The board's unexplained 6-to-1 removal of a president, coupled with a $600,000 separation agreement, made it difficult for stakeholders to distinguish a defensible personnel decision from arbitrary governance. Confidentiality may constrain what a board can say, but it does not eliminate the need to explain its decision-making process and institutional rationale.
The line between oversight and management matters. Vallas moved from trustee to chief administrative officer in twelve weeks. Even when legally permissible, such a transition can blur who is overseeing whom and weaken confidence in the independence of both roles.
Institutional memory outlasts appointment cycles. Scott's return as president five years after her trustee term ended underscores how governance decisions reverberate long after individual appointments expire. Boards should assume that today's process, not only today's outcome, will become part of the institution's future.