Healy: The Decision was Monaghan's
Thu, May17, 2007 - Category: Foundation
According to the New York Times (July 30, 2006),
long-time Ave Maria Board-member favorite Bowie Kuhn
said "This is not a bunch of trained dogs.." in
defending against Ave boards that appear to act as
rubber stamps for Tom Monaghan. Other Board members
have offered similar defenses over the years in
popular media.
But evidence to the contrary exists within the walls of Ave Maria itself.
But evidence to the contrary exists within the walls of Ave Maria itself.
+ AMU President Nick
Healy to Tom Monaghan, May 6, 2003:
On the whole issue of the move to Florida, about which Janet (Smith) is apparently quite emotional, I would answer her as:
... The decision to move to Florida was that of Mr. Monaghan. He consulted those he felt he should before making a final decision. Sometimes leadership requires making choices without taking a poll of all those affected. It was Tom's judgement that the University, its students and the Church would ultimately be better served by a relocation to Naples.
+ Charles E. Rice, co-founder of AMSL & former Board member; March 28, 2006:
The Joint Venture agreement between AMU and BCC was signed on August 22, 2003. Tom Monaghan, on September 11, 2003, rejected my request that the AMSL Board, in considering relocation, have access to that entire binding agreement between AMU and BCC. The AMSL Board acquiesced in Tom's denial to them of the actual agreement. Instead, Tom gave the AMSL Board a nine-page "executive summary" of the sixteen agreements constituting that overall agreement between AMU and BCC.
+ AMC & AMSL Board member Judge James Ryan:
We [the Board] are just here to help Tom spend his money. We all need to remember that this [AMC] is Tom's enterprise.
(originally reported by New Oxford Review, Sept. 2004; since then, multiple AMC employees who were in a meeting with the Judge confirm to AveWatch that this statement originated from him)
+ Decisions appear to be acted upon prior to Board approval.
For example, consider the timeline between when the AMSL Board of Governors met to 'debate'/vote on moving from Michigan to Tom Monaghan's Florida real estate development AND the immediate roll-out of well-coordinated multi-site press-conferences, flashy videos & brochures, and a statement from the Governor of Florida to promote the already-developed plan for AMSL. See also (below) the handling of the former Provost of AMC whose demotion was decided by Monaghan at the Foundation prior to the AMC Board's awareness, much less approval.
+ New Oxford Review, September 2004:
I
nternal communications at the Ave Maria Foundation reportedly refer to the College as a "TSM entity" (Thomas S. Monaghan).
+ Charles E. Rice, co-founder of AMSL & former Board member; November 29, 2005:
While I have serious differences of perception and judgment with you [Dean Dobranski] and Tom, I am confident that you both understand my concern that AMSL must not be governed, in effect, as a sole proprietorship, with the interests of AMSL potentially subordinated to another agenda, and with the Board of Governors in a primarily decorative role reducible to "meet, eat, and retreat."
+ AMC Board member (unidentified):
We just do what Tom asks, and Nick [Healy, President of AMU Florida] runs all the meetings.
(originally reported by New Oxford Review, Sept. 2004; since then, multiple AMC employees confirm to AveWatch that this was said in a meeting at AMC, but one employee attributes it to a different Board member than the others - thus, AW calls him "unidentified")
+ testimony, under oath, by AMC/AMU's former financial officer; March 30, 2005 [emphasis added]
At the time I started, I didn’t have even signatory authority over the investment back accounts for the College. Paul Roney from the Foundation did. And I was only ever granted the ability to move the money from money market account to the checking account to fund daily operations. I was never given authority to direct the asset allocation or investments for the College – when I tried to get that, Paul indicated to me that the investment for the College were basically he looked at the entire portfolio’s investments for all the Foundation’s entities and did his asset allocation based upon that whole, not the individual needs of the College.
I told Nick (Healy, AMC/AMU President) the following problems that need to be corrected. Number one, we needed to remove the Foundation employees as signatories from the College’s investments and bank accounts because there were numerous Foundation employees who actually have signatory authority over that. Secondly, I said that the board itself should – we should actually create a board of advisors and specifically that board of advisors should advise us on investment management and that board of advisors should be individuals that are wholly independent from the Foundation and from the present composition of the board because they were – in fact, in this report and in another report written by Father Burchel, who also did his own separate independent assessment, he was on the board of Notre Dame for, I don’t know, more than twenty years, he specifically brought this point up as well, where essentially he indicated that we needed to have people that did not have financial interests with Tom Monaghan, which would compromise their ability to be independent, but specifically to create an advisory board who would then set investment management policy based upon the needs of the College and that then the officers of the College, myself in particular, would be then responsible for executing that policy and very specifically those policies would include the asset allocation of the investments for the College.
Well, of course, that board (AMC’s) wasn’t independent at that particular point in time either, so I also recommended that we actually change the composition of that board so that the board could be independent. … Specifically, it was mentioned in this report and specifically it was mentioned in Father Burchel’s report in fall of 2000…
Essentially both this report, Father Burchel’s report and my own observations, was that the composition of the board itself was made up of either Ave Maria Foundation employees, friends, or people who had business interests with Tom Monaghan and very few independent academic – people that were academics and so the report here, Father Burchels’ very direct report indicates that you had – that you needed to change the composition of the board so that these individuals could truly act independently and give independent advice and not merely rubber stamp the decisions that were made by Tom Monaghan and the members of the Ave Maria Foundation, which is exactly what occurred.
In fact, most of the major (College) decisions were made at (Foundation) ET meetings that I saw. Executive team (ET) meetings where Tom Monaghan would basically have the senior members of all his founding organizations, Ave School of Law, Credo, Ave Maria College, et cetera, would go to – almost like they were board meetings where he would chair them and were either subsidiary presidents or franchises or whatever. There would be discussions at those meetings, decisions made at those meetings, decisions made at those meetings that were essentially then rubber stamped by the board of the College.
I can give you several (examples of issues that were rubber stamped after the ET meetings). One relates to the fact when Dominic Aquila was actually summarily demoted from provost and that was done actually outside of a board meeting without – outside of any kind of academic review. That was actually discussed at an ET meeting prior to its execution. … And then I saw there was an email that went out to the College informing them of the change and then a communication that went to the board that communicated the change prior to – before the formal board approval, actually informed the board I had to do this.
Many other examples could be offered. Regardless, it would be a refreshing opportunity for progress if Tom Monaghan and his administrators would simply admit what is obvious to nearly everyone else - that Monaghan runs all Ave Maria operations as if they are a sole-proprietorship. The merits of such a model, including the oft-heard "right" that Monaghan has to run things as he wishes, could then be debated. What prohibits such an admission may be the desire to continue the tangible and intangible benefits of running de facto proprietary entities that de jure are not.
On the whole issue of the move to Florida, about which Janet (Smith) is apparently quite emotional, I would answer her as:
... The decision to move to Florida was that of Mr. Monaghan. He consulted those he felt he should before making a final decision. Sometimes leadership requires making choices without taking a poll of all those affected. It was Tom's judgement that the University, its students and the Church would ultimately be better served by a relocation to Naples.
+ Charles E. Rice, co-founder of AMSL & former Board member; March 28, 2006:
The Joint Venture agreement between AMU and BCC was signed on August 22, 2003. Tom Monaghan, on September 11, 2003, rejected my request that the AMSL Board, in considering relocation, have access to that entire binding agreement between AMU and BCC. The AMSL Board acquiesced in Tom's denial to them of the actual agreement. Instead, Tom gave the AMSL Board a nine-page "executive summary" of the sixteen agreements constituting that overall agreement between AMU and BCC.
+ AMC & AMSL Board member Judge James Ryan:
We [the Board] are just here to help Tom spend his money. We all need to remember that this [AMC] is Tom's enterprise.
(originally reported by New Oxford Review, Sept. 2004; since then, multiple AMC employees who were in a meeting with the Judge confirm to AveWatch that this statement originated from him)
+ Decisions appear to be acted upon prior to Board approval.
For example, consider the timeline between when the AMSL Board of Governors met to 'debate'/vote on moving from Michigan to Tom Monaghan's Florida real estate development AND the immediate roll-out of well-coordinated multi-site press-conferences, flashy videos & brochures, and a statement from the Governor of Florida to promote the already-developed plan for AMSL. See also (below) the handling of the former Provost of AMC whose demotion was decided by Monaghan at the Foundation prior to the AMC Board's awareness, much less approval.
+ New Oxford Review, September 2004:
I
nternal communications at the Ave Maria Foundation reportedly refer to the College as a "TSM entity" (Thomas S. Monaghan).
+ Charles E. Rice, co-founder of AMSL & former Board member; November 29, 2005:
While I have serious differences of perception and judgment with you [Dean Dobranski] and Tom, I am confident that you both understand my concern that AMSL must not be governed, in effect, as a sole proprietorship, with the interests of AMSL potentially subordinated to another agenda, and with the Board of Governors in a primarily decorative role reducible to "meet, eat, and retreat."
+ AMC Board member (unidentified):
We just do what Tom asks, and Nick [Healy, President of AMU Florida] runs all the meetings.
(originally reported by New Oxford Review, Sept. 2004; since then, multiple AMC employees confirm to AveWatch that this was said in a meeting at AMC, but one employee attributes it to a different Board member than the others - thus, AW calls him "unidentified")
+ testimony, under oath, by AMC/AMU's former financial officer; March 30, 2005 [emphasis added]
At the time I started, I didn’t have even signatory authority over the investment back accounts for the College. Paul Roney from the Foundation did. And I was only ever granted the ability to move the money from money market account to the checking account to fund daily operations. I was never given authority to direct the asset allocation or investments for the College – when I tried to get that, Paul indicated to me that the investment for the College were basically he looked at the entire portfolio’s investments for all the Foundation’s entities and did his asset allocation based upon that whole, not the individual needs of the College.
I told Nick (Healy, AMC/AMU President) the following problems that need to be corrected. Number one, we needed to remove the Foundation employees as signatories from the College’s investments and bank accounts because there were numerous Foundation employees who actually have signatory authority over that. Secondly, I said that the board itself should – we should actually create a board of advisors and specifically that board of advisors should advise us on investment management and that board of advisors should be individuals that are wholly independent from the Foundation and from the present composition of the board because they were – in fact, in this report and in another report written by Father Burchel, who also did his own separate independent assessment, he was on the board of Notre Dame for, I don’t know, more than twenty years, he specifically brought this point up as well, where essentially he indicated that we needed to have people that did not have financial interests with Tom Monaghan, which would compromise their ability to be independent, but specifically to create an advisory board who would then set investment management policy based upon the needs of the College and that then the officers of the College, myself in particular, would be then responsible for executing that policy and very specifically those policies would include the asset allocation of the investments for the College.
Well, of course, that board (AMC’s) wasn’t independent at that particular point in time either, so I also recommended that we actually change the composition of that board so that the board could be independent. … Specifically, it was mentioned in this report and specifically it was mentioned in Father Burchel’s report in fall of 2000…
Essentially both this report, Father Burchel’s report and my own observations, was that the composition of the board itself was made up of either Ave Maria Foundation employees, friends, or people who had business interests with Tom Monaghan and very few independent academic – people that were academics and so the report here, Father Burchels’ very direct report indicates that you had – that you needed to change the composition of the board so that these individuals could truly act independently and give independent advice and not merely rubber stamp the decisions that were made by Tom Monaghan and the members of the Ave Maria Foundation, which is exactly what occurred.
In fact, most of the major (College) decisions were made at (Foundation) ET meetings that I saw. Executive team (ET) meetings where Tom Monaghan would basically have the senior members of all his founding organizations, Ave School of Law, Credo, Ave Maria College, et cetera, would go to – almost like they were board meetings where he would chair them and were either subsidiary presidents or franchises or whatever. There would be discussions at those meetings, decisions made at those meetings, decisions made at those meetings that were essentially then rubber stamped by the board of the College.
I can give you several (examples of issues that were rubber stamped after the ET meetings). One relates to the fact when Dominic Aquila was actually summarily demoted from provost and that was done actually outside of a board meeting without – outside of any kind of academic review. That was actually discussed at an ET meeting prior to its execution. … And then I saw there was an email that went out to the College informing them of the change and then a communication that went to the board that communicated the change prior to – before the formal board approval, actually informed the board I had to do this.
Many other examples could be offered. Regardless, it would be a refreshing opportunity for progress if Tom Monaghan and his administrators would simply admit what is obvious to nearly everyone else - that Monaghan runs all Ave Maria operations as if they are a sole-proprietorship. The merits of such a model, including the oft-heard "right" that Monaghan has to run things as he wishes, could then be debated. What prohibits such an admission may be the desire to continue the tangible and intangible benefits of running de facto proprietary entities that de jure are not.