Article II: The Trustees

Powers & Responsibilities

Section 6: The property, business, and affairs of the College are the responsibility of the Trustees, who shall have and may exercise all the powers of the College and who also shall be members of the College.

Number; Composition

Section 7: The Board of Trustees shall have not more than thirty-one members consisting of:

  1. the President of the College who shall be an ex officio voting member of the Board;
  2. not more than twenty-four members elected by the Trustees (referred to herein as “Term Trustees”) (i) of whom at least two shall be alumnae, (ii) one of whom shall be elected by the Trustees from the ten most recent graduating classes, and (iii) one of whom shall be elected by the Trustees from the three most graduating classes, in accordance with the guidelines adopted by the Board (referred to herein as the “Young Alumna Trustee”);
  3. the President of the Alumnae Association; and
  4. five individuals chosen by the alumnae in accordance with the procedures adopted by the Alumnae Association of Mount Holyoke College (referred to herein as “Alumnae Trustees” and together with the individuals referred to in (a), (b) and (c), the “Trustees”). The number of Trustees shall be fixed from time to time by the Trustees.

Terms of Office

Section 8: Unless the Trustees determine otherwise at the time of election of any Trustee:

  1. Each Trustee, except the Young Alumna Trustee and the President of the Alumnae Association, shall serve an initial five-year term, and at the conclusion of such initial five-year term may be re-elected to serve one additional term not to exceed five years. Trustees who have served on the Board for two consecutive five-year terms shall be ineligible for re-election for a period of one year following their second five-year term. In the case of the Chair, this provision shall not apply if necessary to permit continuous service as Chair of the Board for a total period of five years.
  2. The Young Alumna Trustee shall serve a three-year term.
  3. The President of the Alumnae Association shall serve as a Trustee during her term of office.
  4. One Alumnae Trustee shall be elected each year to serve for a period of five years.

Election

Section 9: The election of Trustees may be held at any regular or special meeting, provided that written notice of such election, including the names of nominees, has been made at least three days prior to the meeting. Nominations shall be made by the Nominating & Governance Committee.

Responsibilities

Section 10: If any Trustee fails to attend two consecutive meetings of the Board without sending an adequate reason for his or her absence, it shall be considered that he or she has resigned from the Board. Adequacy of excuses shall be determined by the Chair of the Board of Trustees in consultation with the Nominating & Governance Committee, as appropriate.

Resignation or Removal

Section 11: A Trustee may resign by delivering his or her written (or electronic) resignation to the Chair of the Board of Trustees, the President or the Secretary of the College, such resignation to be effective upon receipt or at such time as may be specified therein. A Trustee may be removed by vote of three-fourths of the Trustees present at any meeting of the Board, provided that notice of the proposed action has been given in the call to the meeting and the Trustee has independently been given reasonable notice and an opportunity to be heard.

Trustee Fellows

Section 12: Upon retirement or resignation from the Board, Trustees shall be designated Mount Holyoke Trustee Fellows.

-- Amended and Restated By Vote of the Board of Trustees October 29, 2011