The state Attorney General is suing the Lincoln University Board of Trustees for allegedly violating several state laws and the university’s bylaws when it voted not to renew the contract of university president Brenda Allen.
“My office has no position on who serves as President of Lincoln University, but we will take action to ensure the board follows the law,” said Attorney General Josh Shapiro in a written statement. “Lincoln is a jewel of our Commonwealth’s heritage, and students, alumni, faculty and staff of the school that taught Langston Hughes and Thurgood Marshall must have confidence that their leadership complied with state law.”
In the lawsuit, the AG’s office asks the court to declare the board of trustees’ vote “invalid” and nullify any actions that would result from the vote. The AG’s office also asks the court to remove board chairwoman Theresa Braswell from the board.
Braswell exercised a “gross abuse of her authority” as chairwoman when she led the board to take actions that violated state laws in “willful defiance and wanton disregard” of the board’s attorney’s advice.
The AG’s office filed its lawsuit on Friday in the Chester County Court of Common Pleas.
Allen also has filed a lawsuit seeking an injunction against the board.
The board appointed Allen, a 1981 graduate of Lincoln University, its 14th president in 2017. Her contract expired on June 30.
The board held a special meeting on July 10 to discuss renewal of Allen’s contract.
The AG’s office alleges that the Lincoln University Board of Trustees violated the state Sunshine Act (open meetings law), the Lincoln University-Commonwealth Act, and its own bylaws by failing to provide adequate notice of the meeting. The AG’s office further alleges that the board violated the Sunshine Act by voting in executive session, and that it violated the Lincoln Act and the university’s bylaws by excluding several board members from participating in the meeting.
The notice for the special meeting said only that it was to discuss “University Leadership — Next Steps” and made no reference to Allen’s contract, the AG’s lawsuit says.
The university’s bylaws require the board to provide 10 days’ notice of a special meeting, and prohibit the board from taking action on any items that are not included in the notice, the AG’s lawsuit says.
At the meeting, which was conducted via video conference, the board prevented five members from participating by muting their microphones; the AG’s office says the exclusion of the board members was a violation of the university’s bylaws.
Three of the excluded board members were appointed by the state House of Representatives in January, and two were appointed by Gov. Tom Wolf — one in February and one in March.
In a notice sent to students, staff and alumni and posted on the university website, the board said it excluded the newly-appointed members from voting because it had to cancel its April meeting due to the coronavirus pandemic and those members could not be properly seated. The board has not explained why it did not seat the members at the July 10 meeting.
However, the AG’s office says in its lawsuit that Braswell said the newly appointed members were not allowed to participate because they had not been “vetted” by the board’s Committee on Trustees, Degrees and Nominations. There is no provision in the Lincoln Act or the university’s bylaws that requires the “vetting” of any appointed trustee, the lawsuit says.
Twenty-two other board members were allowed to participate in the meeting, and they reportedly discussed Allen’s contract in a nearly four-hour executive session.
The vote was “purportedly tied 11 to 11,” the AG’s lawsuit says. However, in the public portion of the meeting, the board of trustees reported that 21 members voted, and of those, 52% voted against renewing Allen’s contract and 48% voted in favor.
The board then voted 14-7 to begin the search for an interim president.
The board’s legal counsel reportedly advised the board that voting in executive session and excluding the five board members violated the state Sunshine Act, the Lincoln Act and the university bylaws. Braswell did not listen, the AG’s lawsuit says.
When the board reopened the meeting to the public, it announced the outcome of the vote and adjourned without explaining the reason for its vote or taking public comment.
The board was quick to take action following the vote.
On Monday, the board sent a letter to Allen, signed by board vice-chairman Dimitrius Hutcherson, advising her that her “status as President of Lincoln University” ended on June 30 and she is “no longer authorized to act in such capacity or conduct official business on behalf of the university.” The board also asked Allen to vacate the president’s residence by July 31.
On Tuesday and Wednesday, the board instructed university staff to bar Allen from entering the building where her office is located, reclaim her technological devices, and cut off her access to university email, among other things, according to Allen’s lawsuit.
The board announced on Wednesday that Hutcherson would be working with the administration on “any day-to-day issues where supervisory assistance is required,” i.e. presidential duties, until the board selects an interim president at a special meeting on July 23.
Allen sued the university on Thursday, alleging that Braswell and Hutcherson have conspired to make Hutcherson the “de facto president” of the university.