Whenever there is a major change in the mission, governance, or operations of a college, the mission statement and by-laws need to be revised and the state regulators and the Internal Revenue Service (IRS) need to be informed. When a college revises its mission and by-laws, the board should have legal counsel review the charges and shepherd the changes through the state government and the IRS. Legal counsel should be recognized for their work in corporate governance.
Mission Statement
The mission statement is usually a part of the corporation papers of the college. The statement succinctly states the purpose of the college, the goals of the college, and the services to be provided.[1] This statement is recorded with corporate documents at the state office that governs corporations.
Most turnaround projects or strategic restructuring likely necessitate a revision of the mission statement because the college has made major changes in the purpose, goals, or services, of the college. When the mission is revised keep the purpose and services broad enough to accommodate future changes.
Before the Board approves the revised mission statement, they should be provided with a line-lime comparison between the current mission and the revised mission. The comparison document should explain the reasons for the changes.
By-Laws
By-laws are the rules and basic procedures for governance of the institution by the board of trustees. The governance statement should not include a dual governance statement, which will only sow confusion and conflict and hinder decision-making.
The by-laws cover: the roles and responsibilities of officers and board member, procedures for meetings, officers, who is eligible to vote, the method of voting, and the schedule of annual and regular meetings.[2] By-laws should be revised when there are significant changes in governance of the college, the services delivered by the college; state or federal laws, to change any of the basic governance rules such as membership and voting.[3]
Liabilities of the Board of Trustees
The board must adhere to e mission statement and by-laws. Otherwise, they could be held liable for deviations from the mission statement and by-laws by the government and by employees, in particular, the faculty. Liability in the form of a law suit by faculty, often occurs when a program is terminated or employees are dismissed because of a reorganization. In order to protect the board and the president, the college should carry directors’ and officers’ insurance. If the college doe not carry this insurance, board members could be personally liable in a law suit.
Board Training
All board members should participate in an annual training session to bring them up-to-date on major legal changes. In addition, the training session should reiterate the basic responsibilities of a board member and the operating policies and procedures of governance. New members should meet with the board chair and president to review responsibilities and expectations of a board member.
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“Mission Statement” (Retrieved March 15, 2205); Wikipedia; Mission statement – Wikipedia. ↑
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Board (October 10, 2023); (Retrieved March 15, 2025); How often do Bylaw Need to be Changed; Board; How Often do Bylaws Need to be Updated: Signs and Practices | Ideals Board. ↑
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Ibid, Board (October 10, 2023); (Retrieved March 15, 2025. ↑