On this page: Audit Committee | Business Development and Technology Transfer Committee | Committee on the Board | Compensation Committee | Development Committee | Employee Retirement Trust | Executive Committee | Finance Committee | Investment Committee | Research and Education Committee Audit Committee The Board shall designate by vote an Audit Committee consisting of not less than three members who may be either Trustees or Members of the Corporation, except that no appointee may be an officer of the Corporation, nor a member of either the Finance and Budget Committee or the Investment Committee. The Committee shall assist the Trustees in discharging their fiduciary responsibilities by providing an independent review of the financial condition of the Institution and of the adequacy of the financial controls and financial reporting. To accomplish this end, the Committee shall annually recommend, for selection by the Board of Trustees, independent auditors, compensated by the Institution, to examine the books, records, and financial management practices for the fiscal year, and to provide both an audit report and a management letter. The Committee shall meet with the independent auditors at regular intervals for a full and detailed discussion of their findings. The Audit Committee and its authorized representatives shall have full access to the books and records of the Corporation as necessary for the performance of its duties. The Committee Chairman shall report to the Board of Trustees at the Annual Meeting. Members Robert M. Baylis, Chair Robert C. Ducommun Kinnaird Howland L. Dean Miltimore Robert L. Rosbe, Jr. Stephen E. Taylor Jeffrey A. Fernandez (ex officio) Emily H. Schorer (ex officio) Hardwick Simmons (ex officio) Business Development and Technology Transfer Committee The Committee will assist in positioning the Institution with government, research, academic, and commercial clients and partners or key influencers to expand science, technology, and business opportunities to create, deliver, and maintain immediate and long lasting Institution value. Business Development Group
Technology Transfer Group
Edmund B. Woollen, Chair Scott A. Abell George W. Chamillard Peter B. Dragone Hambleton D. Lord Pamela W. McNamara L. Dean Miltimore James P. Rosenfield Gary Roughead Devdutt D. Yellurkar Susan K. Avery (ex officio) Laurence P. Madin (ex officio) Robert S.C. Munier (ex officio) James Rakowski (ex officio) Daniel H. Stuermer (ex officio) Committee on the Board The Board shall designate by vote a Committee on the Board consisting of not less than seven members who may be Trustees, Members of the Corporation, or Life Trustees or Members. The Chair and a majority of Committee members shall be elected Trustees. There will be three ex-officio members: the Chairman of the Board; the Chairman of the Corporation; and the President and Director. The Committee shall have three areas of responsibility: Members Geoffrey A. Thompson, Chair Nathaniel J. Bickford Rita R. Colwell Sara G. Dent Margaret A. Flanagan Sherri W. Goodman Charles M. Lucas Georgette C. McConnell Pamela W. McNamara John F. O’Brien Cecily Cannan Selby Susan K. Avery (ex officio) Newton P.S. Merrill (ex officio) Thomas G. Nemmers (ex officio) Compensation Committee The charge of the Compensation Committee is to review and administer the policies, programs, and major changes in WHOI's remuneration opportunities that are available to the members of the Directorate of the Institution in accordance with the Directorate Compensation Philosophy of the Board of Trustees. Members Newton P.S. Merrill, Chair James M. Clark Peter H. McCormick James E. Moltz John F. O'Brien Thomas B. Wheeler Development Committee The Development Committee leads the WHOI Board and Corporation’s participation in fund-raising. The Committee works with the Development Office to develop a business plan for fundraising, and reviews annual operating plans and revenue goals. The Committee provides feedback on proposed fund-raising initiatives and brings new ideas to the table to enhance revenue and build the WHOI donor base. It monitors results on a monthly basis. The Development Committee is the board’s central source of information about the fund-raising climate in general and about the status of WHOI’s fund-raising activities, goals and progress toward goals, in particular. The Committee develops and approves a Board and Corporation annual fund goal. It helps educate board members about WHOI’s funding priorities and the resources needed to realize those priorities. Committee members regularly review lists of corporation, foundation and individual prospects and help to identify connections. They also proactively identify and provide entrée to new major gift prospects for WHOI. Committee members help to engage new prospects via one-on-one interaction and small-scale events; and solicit major gifts when appropriate. They provide an example by making their own annual fund and leadership gifts to WHOI. Committee members help to identify and recruit new Committee Members from the Board and Corporation. The Committee meets either in person or via conference call, quarterly. It reviews monthly progress reports and prospect lists, via e-mail, monthly. Members Joyce K. Moss, Co-Chair, New York Region John F. O'Brien, Co-Chair, Boston Region Scott A. Abell Peter A. Aron James A. Austin, Jr. Christopher T. Barrow Hugh B. Bolton Coleman P. Burke James M. Clark, Jr. Michele S. Foster Jefferson E. Hughes, Jr. Jane P. Jamieson Anne C. Kronenberg Susan C. Livingston David B. Scully William U. Shipley Priscilla Woods Susan K. Avery (ex officio) Priya L. McCue (ex officio) Newton P.S. Merrill (ex officio) Thomas B. Wheeler (ex officio) Employee Retirement Trust The Employee Retirement Trust is composed of three members, who need not be Trustees or Corporation Members, one of whom is elected annually for a three-year term. The Retirement Trustees are charged with holding, investing, and reinvesting the funds of the Trust subject to the provisions of the original Trust Agreement dated December 31, 1973, as amended. They are also required to make payments from the Trust in accordance with the written directions of the Institution Retirement Committee and perform such other duties under the Plan as the Committee may delegate. The Retirement Trust normally meets with the members of the Investment Committee. There are occasional additional meetings. Implementation of the decisions of the Retirement Trust, as with the Investment Committee, is the responsibility of the Clerk of the Corporation. Members Robert C. Ducommun, Chair Joseph F. Patton, Jr. Jean C. Tempel Jeffrey A. Fernandez (ex officio) Newton P.S. Merrill (ex officio) Emily H. Schorer (ex officio) Hardwick Simmons (ex officio) Executive Committee The Executive Committee shall be composed of the Chairman of the Board of Trustees; Chairman of the Corporation; the President and Director; the Treasurer; the chairs of the Business Development and Technology Transfer Committee, Compensation Committee, Committee on the Board, Development Committee, Investment Committee, Research and Education Committee; and other Trustees and Life Trustees, for a total committee membership of not more than fifteen. The Chairman of the Board of Trustees shall serve as the Chair of the Executive Committee.
Newton P.S. Merrill, Chair Susan K. Avery James M. Clark Alfred T. Dengler Robert C. Ducommun Steven G. Hoch Robert L. James George K. Moss John F. O'Brien Joseph D. Roxe Hardwick Simmons Jean C. Tempel Geoffrey A. Thompson Thomas B. Wheeler Edmund B. Woollen Finance Committee The Board may designate by vote a Finance Committee consisting of not less than three members, who may be either Trustees or Members of the Corporation. The Treasurer of the Institution shall serve as Chairman of the Committee. The Committee shall be responsible for closely monitoring the financial affairs and health of the Institution and for reporting on them to the Board of Trustees, and shall assist in the formulation of financial goals and the evaluation of various alternatives for financing operations. The Committee shall assist in the development of policies relating to financial management, and shall coordinate with the Audit Committee on control issues and accounting practices and with the Investment Committee on issues relating to the management of the endowment. The Chairman of the Finance Committee, in his/her role as Treasurer, shall serve as an ex officio member of the Investment Committee, and shall regularly attend meetings of the Audit Committee, although not a member of that committee. From time to time, the Committee shall make recommendations to the Executive Committee regarding endowment spending policies. The Committee is also responsible for conducting a detailed review of the Institution's annual operating budget as proposed by the Director and President and for presenting any comments or recommendations on it to the Executive Committee. The Committee Chairman shall report to the Board of Trustees at least once each year. Members Hardwick Simmons, Chair Arthur Yorke Allen William N. Bancroft Robert C. Ducommun Robert F. Hoerle Breene M. Kerr Anne C. Kronenberg Peter H. McCormick Joseph F. Patton, Jr. Reuben F. Richards Joseph D. Roxe Jeffrey A. Fernandez (ex officio) Emily H. Schorer (ex officio) Investment Committee The Board may designate by vote an Investment Committee consisting of not less than three members, who may be either Trustees or Members of the Corporation. The Treasurer shall serve as an ex officio member of the Committee and be counted as a regular member. The Committee shall be responsible for the prudent and productive investment of the endowment funds for the long run best interests of the Institution. Operating on a total return basis, its goal is to preserve and increase the purchasing power of the endowment available to the Institution over time. The Committee shall select and retain professional managers to manage the portfolio in accordance with clearly defined policies and guidelines established by the Committee. The Committee shall meet no less than twice each year to review and evaluate the performance of such managers, to consider various policy issues, and to make changes in investment managers if deemed appropriate. The Committee Chairman shall report to the Board of Trustees at least once each year on the status of the endowment funds, and on the investment results achieved. Members Steven G. Hoch, Chair Richard L. Arvedlund Rodney B. Berens Richard M. Burnes, Jr. Robert C. Ducommun Eric H. Jostrom James E. Moltz Nancy S. Newcomb Joseph F. Patton, Jr. Joseph D. Roxe David B. Scully Jean C. Tempel Geoffrey A. Thompson John H. Tyler Arthur H. Zeikel Jeffrey A. Fernandez (ex officio) Newton P.S. Merrill (ex officio) Emily H. Schorer (ex officio) Hardwick Simmons (ex officio) Research and Education Committee The Research and Education Committee (REC) provides advice and guidance to the Board of Trustees and the President and Director on policy for the Institution's research and academic programs. The duties of the Committee are to:
Alfred T. Dengler, Chair James A. Austin, Jr. Barbara S. Beltz H. Lawrence Clark Clark B. Freise Robert A. Frosch Richard A. Goldsby Marlon R. Lewis Charles M. Lucas John F. Magee Nancy S. Milburn John W. Peirce David A. Ross David B. Scully Cecily Cannan Selby Carol T. Stuart Christopher R. Tapscott Keith S. Thomson Edmund B. Woollen Laurence P. Madin (ex officio) James A. Yoder (ex officio) Last updated: May 8, 2013 |