BOARD OF REGENTS

SMITHSONIAN INSTITUTION

CHARTER OF THE ADVANCEMENT COMMITTEE

JANUARY 2015

I. Establishment by the Board of Regents

The Bylaws of the Board of Regents establish the Advancement Committee. See Bylaw 

4.01.

II. Statement of Purpose

The purpose of the Advancement Committee is to assist the Board of Regents in 

(1) overseeing institutional advancement philosophy and policies; (2) providing guidance 

to the Secretary and senior Smithsonian staff on attracting private sector support; (3) 

reviewing proposed gifts and sponsorships that may require full Board consideration or 

action; (4) providing leadership, guidance, and oversight of Institutional development

efforts, including major fund-raising campaigns and projects; and (5) performing such 

related functions as may be assigned to it by the Board of Regents. See Bylaw 4.01.

III. Appointment, Membership, and Length of Service

A. Appointment

1. The Advancement Committee shall consist of no fewer than three (3) and no 

more than six (6) Regent members. The Committee may also consist of nonRegent members well-chosen for their expertise of relevance to the duties and 

responsibilities of the Committee.

2. With approval of the Board of Regents, the members of the Advancement 

Committee shall be appointed by the Chancellor.

3. The Board of Regents, in accepting the Report of the Nominating Committee 

(now Governance and Nominating Committee) on January 6, 2003, provided 

that:

a) Sitting committee chairs recommend every November to the Governance 

and Nominating Committee the preferred membership and chairmanship for 

their respective committees for the ensuing calendar year.

b) The Governance and Nominating Committee proposes for the Regents’

consideration at the first Regents’ meeting of each calendar year a motion 

including recommended memberships and chairmanships for all committees.
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B. Membership

1. The composition of the Committee may consist of a majority of non-Regent 

members as long as at least three members are Regents.

2. Non-Regent members of the Advancement Committee shall be subject to the 

same ethics guidelines as apply to the Regents.

C. Length of Service

1. With the approval of the Board of Regents, a Regent may serve on the 

Advancement Committee for the length of his or her term as a Regent, but in no 

event longer than twelve (12) years. With the approval of the Board of Regents, 

a non-Regent may serve up to six (6) years as a non-Regent member of the 

Advancement Committee.

2. The Board of Regents, in accepting the Report of the Nominating Committee on 

January 6, 2003, provided that a Regent may be appointed as a Regent Emeritus 

and encouraged to continue his or her service to the Smithsonian by serving as 

many as but no more than three (3) years on selected committees following his 

or her active service as a Regent. The Governance and Nominating Committee 

will review the effectiveness of any Advancement Committee member serving as 

a Regent Emeritus along with that of all the Regents in its annual nominations.

IV. Rules for the Conduct of the Meetings of the Advancement Committee

A. Advancement Committee Policies and Procedures

The Advancement Committee shall have the power to adopt rules for the conduct of 

its business with respect to all matters not provided for in the Bylaws of, or as 

provided by, the Board of Regents. See Bylaw 4.11.

B. Chair

1. The Committee Chair shall be appointed by the Chancellor, with the approval of 

the Board of Regents. See Bylaw 4.11. Both Regents and non-Regents are eligible 

to be Chair of the Advancement Committee.

2. If the Chair is unable to attend a meeting, the members will be polled prior to 

that 

meeting and a substitute Chair, for the purposes of that meeting only, will be 

identified among those members who have indicated that they will be present.
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C. Meetings

1. The Committee will hold not less than three (3) meetings each year and such 

additional meetings as the Committee Chair may deem necessary or appropriate.

2. The Committee Chair or any three members of the Advancement Committee 

may call special meetings of the Committee.

3. Notice of the meetings of the Advancement Committee may be given by hand 

delivery, by deposit in the U.S. Mail, by express mail, by electronic facsimile, or 

by electronic mail.

4. Members of the Advancement Committee will be provided an agenda in advance 

of each meeting.

5. The meetings of the Advancement Committee may be conducted in person, by 

video conference, or by telephone conference call.

6. If a majority of the Advancement Committee agrees, the Committee may 

conduct business by written ballot (whether in paper or electronic format) 

without a meeting. The vote of a majority of the Committee by written ballot 

shall constitute the action of the Committee.

D. Quorum

1. Section 4.10 of the Bylaws of the Board of Regents provides:

. . . [A ] majority of the members of all standing and special committees as may 

be 

established by the Board shall constitute a quorum.

2. In the absence of a quorum, a lesser number may adjourn the meeting.

V. Responsibilities and Duties of Advancement Committee

A. The responsibilities and duties of the Advancement Committee shall include the 

following:

1. overseeing institutional advancement philosophy and policies, including but not 

limited to, ensuring that the strategies for securing private sector support are 

strong, current, and consistent with the mission of the Smithsonian and its status 

as a public trust;

2. providing guidance to the Secretary and senior Smithsonian staff on attracting 

private sector support; 
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3. reviewing proposed gifts and sponsorships that may require full Board 

consideration or action and making recommendations to the Board; 

4. providing leadership, guidance, and oversight of pan-Institutional fund-raising 

efforts, including coordinated national fund-raising efforts;

5. participating in and involving, as appropriate, other Regents in cultivating and 

soliciting private sector support; and

undertaking such other matters and reviewing such other issues as may be directed 

from time to time by the Board of Regents.

VI. Communications and Minutes

A. The Committee Chair will report orally or in writing to the Board of Regents on other 

matters discussed at the most recent Committee meeting.

B. Minutes of each meeting of the Advancement Committee will be prepared. Draft 

minutes will be provided to all members for their review and, upon approval, will be 

made a part of the official record of the proceedings of the Board of Regents. If the 

Committee has not approved the minutes prior to the next full Regents’ meeting, 

draft minutes will be provided to the Board. The Board will be informed subsequent 

to their meeting if any significant changes are made in the final version of the 

Advancement Committee minutes. The official record of the Board of Regents’

proceedings for any given Regents’ meeting will incorporate the latest version of the 

Advancement Committee’s minutes at the time the official record is published.

VII.Resources and Authority

A. Staff Support and the Retention of Outside Advisors and Consultants 

The Committee may, without further action by the Board of Regents, retain any 

external advisors, attorneys, consultants, and accountants (collectively “Advisors”) it 

deems necessary to carry out the Committee’s responsibilities. The Smithsonian will 

adequately fund the costs and expenses of these advisors under arrangements that 

assure the independence of these advisors and their loyalty to the Institution, the 

Board of Regents, and the Committee. See Bylaw 4.09.

B. Indemnification

Section 2.12 of the Bylaws of the Board of Regents provides:

Members of . . . Regents’ Committees . . . may be indemnified for any and all 

liabilities and reasonable expenses incurred in connection with any claim, action, 
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suit, or proceeding arising from present or past service for the Smithsonian 

Institution, in accordance with resolutions adopted by the Board.

C. Expenses

1. Section 4.11 of the Bylaws of the Board of Regents provides:

. . . Expenses of members in attending meetings of committees established 

by the Board of Regents, including travel expenses to and from the place 

of meeting, may be paid by the Institution . . . .

2. It is understood that expenses claimed shall be appropriate and reasonable, in 

keeping with the Smithsonian’s nature as a public trust.

VIII. Periodic Review

A. Charter Review

1. As part of its duties to assist the Board of Regents in reviewing the Smithsonian’s 

philosophy and policies regarding advancement issues at the Institution, the 

Committee may propose changes to this Charter.

2. The Committee will review and assess periodically the adequacy of the 

Advancement Committee Charter. In consultation with the Governance and 

Nominating Committee, the Committee will submit proposed revisions to the 

Board of Regents for its approval.

B. Committee Performance

The Committee will evaluate at least annually its own performance with respect to 

the requirements of the Charter in such a manner as the Committee, in consultation 

with the Governance and Nominating Committee, deems appropriate.