## 155.
TEE ATTORNEY GENERAL

~FTEXAS +JBIW. TEXAS

PRICE DANIEL PAGAN DIClLsON *--camNmmAx. ~UIAmoIwrJuly 10, 

### 1948

Hon. Gibb Gilchrist, President Texas A. & M. College College Station, Texas Opinion No. 

### v-632

Re: Appointment of Chancellor of A. & h. System.

Dear President.Gilchrist:

You have informedus that the Board of Directors of the Agricultural and Mechanical College of Texas (referred to herein as A. & M.) desires to change the administrative procedure in carryingout its policies in 'thevarious collegesand agencies entrusted to it by tpe Legislature. These institutions include Texas A. & M. ,JohnTarleton Agricu tural ~AgriculturalCollege 3 College2,North Texas Junior' (referredto as N. T. A. C.), Prairie

,lArt~. 

### 2610: TThe government of the Agricultural and Mechanicaf College shall,bevested in a Board of Directors D

. 0n
2Art, 2616: "The governmentand direction

. .'

. of the John TarletonAgricultural College

. . . shall be vested in the Board of Directors of.theAgricultural and Mechanical Coll'ege

of Texas." 

### 3 N. T. A. C. is now operating exclusivelyunder the A. & M. Board of Directors. Art: 2620 provides, that N. T. A. C. shall‘beunder the Board of Directors~ of A. & M., which is designated as "the supervisoryboard." The statute also contemplatesa local board of five citizens appointed by the Governor, subjectto the approval of the supervisory board. The local board "shall perform all the duties required in the management of said College in like manner as governingboard of the same character." Art. 

### 2622further provides that "the local board, in connectionwith the supervisoryboard, shall appoint a president and professors of said college and

## 1.:

56 Hon. Gibb Gilchrist, Page 2 (V-632)

View A, & M,4, several experimental stationsand extension services, the Texas Forest Service, the Firemen's Training School, and the Rodent Control Service5.

The Board proioses to appoint an executive officer to be known as a Chancellor." Under the Chancellor will be the presidents of.the colleges and directors of the other agencies. Several reasons for such change are cited in a report of a joint legislative committee of the House and Senate of the 50t Legislature;which report is cited in the note below. % On behalf of the

3 (cont'd) such officers as they may think proper and necessary to put the same into successfuloperation,and make such rules and regulations

. . . as theymay deem advisable." The local board has not been appointed or acted for severalyears for reasons not relevant here. Apparently, having two governingboards for one insti-

,,tution was not without its difficulties and conflicts. For purposes of this opinion, itwill be assumed that the government and direction of N. T. A. C. is under its supervisoryboard, the Board of Directorsof A. & M. This opinion is here qualifiedto the extent that further,considerationwill beg necessary~inthe event a lo~cal, board at N. T. A. C. is appointed and qualifies f&service.
4 Art..2638,: PrairieView "shall and supervision of the Board of cultural and Mechanical Collegebe under the control Directors of the Agri- "

. . . 5 Arts, 2613, 2613b, 26158, and 8309b, 6 " The majority Report reads: ".

. . T@'a administration and conduct of the College 'activities is exclusively under the jurisdictionand supervisionof the Board of Directors.
"Doubtless theremight well be consideredthe matter of revision of ,theadministrationof the systemwith a view to the streamliningthereof. Some economies~ in operationsmight thereby be effected. This, of course, under the law, iswithin the discretion of the Board of Directors. It may be that the far-flung and everincreasing activities,of.theA. &M. Collegehave become so vast, and its services so'varied, that no one individual can direct its operationswith full famil-Hon. Gibb Gilchrist, Page 3 (V-632) 

## 157

Board, you request an opinionas to the Board'sauthority for suchaction, and the validity of two rules or regulations putting such policy into action.

TWO rulesmaking such change are: "Chapter II, Section 1

General Organization

"a. For the purposesof administration, the Agriculturaland Mechanical Callege of Texas and all Colleges, Services, and Agenciesunder the jurisdictionof the Board ,ofDirectors of the Agriculturaland Mechanical College of Texas shall constitute the Texas Agriculturaland Mechanical College System, c,onsisting of the following:The Agricultural and Mechanical College of Texas; The North Texas AgriculturalCollege; The John TarletonAgricultural College; The Prairie View Agriculturaland Mechanical College of Texas; The Texas Agricultural

6 (cont'dl iarity of its several services,requisite for the most effective functioning thereof.
"The Committee suggests, therefore,that the Board of Directors could properlygive considerationto the possibility of creating the Office of Chancellorof the College System. ,Hewould,under such a program, then
assume the overall direction of the entire system, including, as it does, the graduate and undergraduate schools of the Main College,the North Texas Agricultural College, John TarletonAgricultural College, Prairie 'ViewA. & M., the Extension Service; Experiment Stations, Field Laboratories,Rodent Control Service, Texas Forest Service, and the Firemen's Training School. The President of the Main College of Arts and Sciences, thus relieved of the many,outsideduties now required of him, would be free to devote his full time to the direction of the educationaltraining, its student relations and related activitiesnormally expected of a college president in the accepted sense of the term. These recommendations are made to the Board of Directorswhich has the sole authority to adopt or reject them." (Senate Journal, 50th Legislature, 1947, page 1519.1

## 158 Hon. ~ifibb Gilchrist, Page

## 4 (V-632)

Experiment Station; The Texas Agricultural Extension Service;The Texas Engineering Experiment Station;The Texas Engineering Extension Service;The Texas Forest Service; The Firemen'sTraining School; The Rodent Control Service; Other Agencies and Services as may be authorized.

"b. The executivehead of the Texas Agri.culturaland Mechanical College Systernshallbe a Chancellor.-.Heis authorized and directed to administerthe Colleges, Agencies, and Services of the System throug$hy executive officer in charge of each. College shall The executive executivein charge of each

be designatedas President. in charge of each Agency and be designatedas Director. Service shall
"Chapter III, Section 1

Appointments

"ae The Chancellorof the TexasAgriculturaland Mechanical College System shall be appointed by the Board of Directors and shall hold officewithout term subject to the pleasureof the Board. The Vice-Chancellors,the Comptroller,and the Business.%nager of the System; the Presidents of the Colleges and Deans; Directors and Vice-Directorsof Agenciesand Services; and any other general officialsprovided by law or authorizedby the Board of Directors shall be appointedby the Board pursuant to nomination by the Chancellor.

"b. All other officials, teachers, and employees shallbe appointedby the respective President or Director with the advice and approval of the Chancellor subject to confirmationof the Board of Directors. Teachers and employees shall be subject to dismissal for cause at any time by the President or Director subject to review by the Chancellorwith the right of appeal to the Board of Directors.Hon. Gibb Gilchrist,Page 

### 5 (V-632) 

## 259

The Legislature of these'institutionsand having invested the direction activities in the Board of Board may not delegate such

. Directors of A. &M., the authority. But itmay appoint agents, and may enforce its policies through them.

Article 

### 2613empowers the Board to for A. & M., em loy,

such officersas it thinks proper. 7 Such power is expressed or implied in the Board's direction of the other agencies. The Board is therefore empowered to employ an executive officer, to carry out its policies, and to call that officera "Chancellor" if it
so desires. Having determinedand set the policiesas to the governmentand management of the various institutions, the Boardmay direct the Chancellor "to administer the Colleges,Agencies, and Services" through an executive officer.incharge of each (tobe known as a President or Director). The Board, therefore has the authorit to issue the first regulation (Ch. f1, Sec. 1,
a and b.'I

a It is a valid order.

The second regulationdeals with the appointment of officers and employees of the Colleges and agencies (referredto as "the SystemR). The power of appointment isgiven by the Legislature to the Board of Directors of A. &M. College. It cannot be delegated.' But the Boardmay accept nominations from the Chancellor and act thereon.

Provision is made for the appointment of other minor officialsand employeesby the Chancelloror the President or Director of the agency involved, "subject to confirmationof the Board of Directors." It was held in Opinion No. 0-6037, by the Honorable Fagan Dickson, addressed to the President of the Board of Directors of 

### A. &M. College that:

"The appointment of these persons (officers and professors) involves the exercise

7Art. 2613: "The Board of Directors is chargedwith the duties and empoweredto do and Perform the acts hereinafter set forthas follows: 1) The board shall, when necessary,appoint the president and professors of the collegeand such other officers as. from time to time, thev may think proper to keep the college in successfuloperation,and may from time to time abolish any officethat is in their judgment unnecessary.”Hon. Gibb Gilchrist, Page 

### 6 (V-632)

of discretion; and since the statute imposes the duty to make such appointments
on the Board of Directors, the law prohibits a delegation of the power
. . .
"It is our further opinion that the words 'subjectto confirmationof the Board of Directors'

. . .would correct the suggested rule." Following that opinion,we hold that the appointment of persons'"subjectto confirmationby the Board of Directors" is not an unconstitutionaldelegation of power and is a valid provision.

The final regulationof the Board is that nteachersand employees shall be sub'ect to dismissal for cause 0

. D by the President or &rector, subject to review by the Chancellorwith the right of appeal to the Board of Directors."

The power and duty of the Board to remove or dismiss such persons is vested in the Boardby necessary implicationfrom the statutes. Here again there is a question of delegation of power. The Board, having the power and duty to employhas the power to dismiss or remove, and it may not delegate that power. The matter of employment,however, is generallya matter of contract between the institution or agency and the person employed. The length of the employment is or may be set by agreement,~ and the matter of dismissalmay likewisebe subject to contractualprovisions. However, the regulation in questionvests removal powers in other persons than the Board of Directors. The sameprinciplewas involved in 0 inionNo. O-,5252, addressed to the Board of Regents of Tifi e University of Texas, a copy of which is here enclosed. It was there held that while the Board's rule
was that professorswould not be dismissedwithout a hearing before's faculty committee,the recommendation of such committee couldbe advisory only. The decision
as to dismissalmust be made by the Board.

It is therefore recommended,as in 0 inion NO, P O-6037, that the dismissal of teachers and emp oyees for causebe made "subject to confirmationof the Board of Directors" in addition to being sub~ject to review by~the Chancellor.

This opinion is not to be construedas commenting in any manner on the %enure" problem of any ProfessorHon. Gibb Gilchrist, Page 

### 7 (V-632) 

## 162

or employee. The regulations here make such persons removable "for cause." The statutesplace the power to employ and discharge in the Board. The matter of providing hearings and other self-imposed limitations on discharge is a matter of internal policy of the institutions and is not within the scope of this opinion.
SuMitiY

The Board of Directors of A. & M. Collegemay appoint an agent, to be known
as a "Chancellor",to carry out its policies in the government of the collegesand other agencies committed to its management by the Legislature. Such Chancellormay carry out the Board's policies through presidentsand directors of the various colleges and agencies. The appointment and removal of the presidents,directors, professors,and other officers bf the Texas A. & K. College System shall be made subject to confirmation by the Board of Directors.

Yours very truly,

ATTORNEY GENERALOF TEXAS 

# By@2-

Joe R. Greenhill Executive Assistant

JRG:erc

APPROVED: