Regents of the University of California

Section 11 of the Organic Act establishing the University of California begins with the following sentence: "The general government and superintendence of the University shall vest in a Board of Regents, to be denominated the 'Regents of the University of California,' who shall become incorporated under the general laws of the State of California by that corporate name and style."[9]

The Organic Act described three groups of regents: six ex officio regents, eight appointed regents, and eight "honorary" regents.[10] To expedite the formation of the university, the Organic Act authorized the governor to unilaterally select the eight appointed regents after the end of the current legislative session and allowed them to assume office immediately without the consent of the state senate.[10] Governor Henry Huntly Haight announced his selections in May 1868.[10] On May 23, a notice was published in the San Francisco Examiner of a meeting of the regents scheduled for May 28, but no record was made of this meeting.[10] On June 9, 1868, the first two groups of regents gathered together in San Francisco for the first recorded meeting of the Board of Regents, where the appointed regents drew lots to determine the lengths of their initial terms, and then the board proceeded to elect the eight honorary regents.[10] The "honorary" regents enjoyed the same authority and privileges as the first two groups of regents; the term "honorary" referred only to their method of selection.[10]

As required by Section 11, the Board of Regents proceeded to form a corporation denominated the Regents of the University of California on June 12, 1868, and filed the certificate of incorporation on June 18, 1868 with the California Secretary of State.[11] The corporation's official name today is still the Regents of the University of California.[12] Today, it is unusual for universities (or any other kind of corporation) to incorporate in the names of their boards, but it used to be a common practice among American universities. For example, Harvard University is still legally incorporated as the President and Fellows of Harvard College.[13]

Incorporating the university under the exact same name as its board was just as confusing in the 19th century as it is today. In an 1894 wrongful death case, the plaintiffs did not understand this; they sued 16 regents individually, which forced the Supreme Court of California to analyze Section 11 and the June 18, 1868 certificate to hold that the original members of the Board of Regents had properly formed a corporation as a legal entity distinct from themselves. Therefore, the current members of that board could not be held liable in their individual capacities for the torts of the corporation.[14]

The current Board of Regents is a "policy board," as a result of reforms unanimously adopted from 1957 to 1960 at the instigation of UC President Clark Kerr. Before Kerr's reforms, the regents operated as an "administrative board" (in Kerr's words) for almost a century. The board met 12 times per year and its finance committee (with full authority to act on behalf of the board) met an additional 11 times, and the university budget was excruciatingly detailed. The result was that the board collectively supervised every aspect of university affairs—no matter how trivial or minor. One sign of the regents' unusually extreme level of micromanagement during this period was that it was seen as a major milestone when acting UC President Martin Kellogg gained the power in 1891 to independently hire janitors (as long as he reported on what he had done at the next meeting of the regents).[15] Another example is that until 1901, replacements for lost diplomas required the approval of the regents.[16] At Kerr's encouragement, the Board of Regents cut down on the number of meetings, delegated powers and responsibilities to the university president and the campus chancellors, delegated more power to the Academic Senate, simplified the UC budget, and greatly reduced the amount of detail that flowed upwards to the regents.[15]

The majority of the board (18 Regents) is appointed via nomination by the Governor of California and confirmation by the California State Senate to 12-year terms. One student Regent is selected by the Board to represent the students for a one-year term through a hiring process that is conducted by the board.[17] The remaining 7 Regents are ex officio members. They are the Governor, Lieutenant Governor, Speaker of the State Assembly, State Superintendent of Public Instruction, President and Vice President of the Alumni Associations of UC, and President of the University of California.[18]

The Board also has two non-voting faculty representatives and two non-voting Staff Advisors. The incoming student Regent serves as a non-voting Regent-designate from the date of selection (usually between July and October) until beginning their formal term the following July 1.

The vast majority of the Regents appointed by the Governor historically have consisted of lawyers, politicians and businessmen.[19] Over the past two decades, it has been common that UC Regents appointees have donated relatively large sums of money either directly to the Governor's election campaigns or indirectly to party election groups.[20][21]

Administrative support is provided to the Regents by the Office of the Secretary and Chief of Staff of the Regents of the University of California,[22] which shares an office building with the UC Office of the President in Oakland.[23]

The Board of Regents has been the subject of various corruption scandals throughout the university's long history.

The board's first scandal surfaced in 1874.[24] By June 1872, regent Samuel Merritt had become the chair of the board's building committee and initiated planning for the original College of Letters building (later known as North Hall). Although the board also passed a resolution that same month prohibiting self-dealing with respect to construction of campus buildings, the winning bid was ultimately submitted by Merritt's preferred contractor, Power and Ough, "and much of the lumber and cement for the building came from Merritt's own lumber company."[25] The San Francisco Evening Post broke the story on January 6, 1874, and two days later, the California State Assembly's public building committee launched an investigation which held hearings through March 3 of that year.[26] The committee concluded that Merritt had profited financially from providing an inferior building to the university at an exorbitant cost: $24,000 over its reasonable value.[26] Merritt resigned from the board in June 1874 and in October refunded $867 of his lumber company's profits to the university.[26]

In 1965, free-speech movement activist Marvin Garson responded to a call by the California Federation of Teachers to "investigate the composition and operation of the Board of Regents." He produced a 19-page report documenting prior cases of corruption, concluding that, "taken as a group, the Regents are representatives of only one thing—corporate wealth."[27]

In 1970, the California state auditor found that regent Edwin W. Pauley, who owned Pauley Petroleum, personally profited when university officials steered $10.7 million dollars into one of his company's business deals.[28][29]

In 1970, the California state auditor investigated regent William French Smith and regent Edward Carter for conflict of interest dealings. The actions investigated included the joint purchase of a $253,750 piece of property for Carter's personal use, with the university paying $178,750 and Carter paying the remaining $75,000.[30] Smith, who was Governor Reagan's personal lawyer and a Reagan appointee to the board, was a lawyer at the law firm representing the Irvine Company, a private real estate company. Carter was a lifetime board member of the Irvine Foundation, which has a controlling interest in the Irvine Company.

In 2007, the Board of Regents signed the EBI contract, a $50 million university privatization contract funded by the BP oil company.[31] The contract gave financial control over all clean energy research at UC Berkeley to BP, with $15 million directed towards proprietary research allowing the oil company able to keep around a third of the patents produced by the academic employees while also financially controlling all other clean energy research upon the campus. The contract likewise allowed BP oil to construct a building on the UC Berkeley campus with entire floors that only BP employees are allowed to enter.[31] Before the signing of the contract, a number of environmental organizations, including Greenpeace penned a letter to the regents, which was read during the regents meeting on November 2, 2007, which stated "The prospect of giant carbon polluters directing research related to and gaining control of key energy technologies is very troubling – especially when the research is conducted at, and the technologies are developed in collaboration with, public institutions."[32] Following the signing of the contract by the UC Regents, professors complained that BP Oil bypassed normal university hiring and tenure protocol and hired professors directly, without consulting any academic department.[33] Opponents have also argued this and other privatization contracts are a way to replace middle class engineering jobs with cheap graduate student labor.[34]

Regent Richard C. Blum, financier and husband to Sen. Dianne Feinstein, served on the board of regents' Investment Committee. Allegations of conflicts of interest have arisen because, during Blum's tenure, UC has invested hundreds of millions of dollars where he had concurrent business interests.[35]

According to an investigation by the Sacramento News & Review, conflict-of-interest dealings by the UC Board of Regents accelerated in the years prior to the 2008 recession. Beginning in 2003, "[M]embers of the board of regents benefited from the placement of hundreds of millions of university dollars into investments, private deals and publicly held enterprises with significant ties to their own personal business activities, while simultaneously increasing the cost of university attendance."[35] Additionally, the investigation found that some members of the regents’ investment committee, individuals who are also "Wall Street heavy hitters," modified long-standing UC investment policies, specifically, steering away from investing in more traditional instruments (such as blue-chip stocks and bonds) toward largely unregulated and risky "alternative" investments, such as private equity and private real-estate deals.[35] These changes in UC investment policy brought personal gain to individual members of the board of regents Investment committee, while also reducing the funds within the UC endowment that might have otherwise been used to cover costs related to the operations of the university.

In May 2017, The San Francisco Chronicle reported that the Regents had been hosting costly dinner parties using university funds.[36] Only after extensive public outcry, university leadership released a statement saying the university would no longer fund these dinners.[37]

• Department of Homeland Security v. Regents of the University of California
• Hamilton v. Regents of the University of California
• Moore v. Regents of the University of California
• Regents of the University of California v. Bakke
• Tarasoff v. Regents of the University of California
• USL v. BSDi

• Official website
• Former Regents are listed chronologically at UC Berkeley's history site
• Regents of the University of California—Biographies, UC History Digital Archives (UC Regents from 1868 to 2003).
• Trombley, William. 1974. UC Regents: An Elite Club That Runs a Vast University. Los Angeles Times (Sunday, June 23, 1974), pages II-1, II-7, II-8.
• UC Democracy Project
• 2008 Meet the Regents article
• The UCSB Disorientation Guide's article on the UC Regents