____________________________

1 Participated in the morning session only.

2 Participated in the afternoon session only. 

3 Participated in the lunch discussion only. 

MINUTES OF THE JANUARY 30, 2017, MEETING

OF THE BOARD OF REGENTS

ATTENDANCE

This scheduled meeting of the Board of Regents (“Board”) of the Smithsonian Institution (“Smithsonian”) 

was held on Monday, January 30, 2017. The Board conducted morning, afternoon, and executive 

sessions at the National Museum of the American Indian in Washington, D.C. Board Chair John W. 

McCarter, Jr., called the meeting to order at 8:35 a.m. Also present were Regents:

The Chief Justice2

Senator John Boozman

Senator Patrick J. Leahy

Representative Sam Johnson1

Representative Doris Matsui

Ambassador Barbara M. Barrett

Steve Case

John Fahey

Shirley Ann Jackson

Robert P. Kogod 

Risa J. Lavizzo-Mourey

Michael Lynton

David M. Rubenstein

Robert MacDonald, Smithsonian National Board Chair

Alan G. Spoon, Advancement Committee Chair

The Vice President, Senator David Perdue, Representative Tom Cole, and Investment Committee 

Chair Tim O’Neill were unable to attend the meeting. 

Also present by invitation of the Board were: 

David J. Skorton, Secretary

Patricia Bartlett, Acting Assistant Secretary 

 Education & Access

Samir Bitar, Project Manager, Office of Visitor 

 Services

Amy Chen, Chief Investment Officer

Virginia B. Clark, Assistant Secretary for 

Advancement

Derrick Dickey, Chief of Staff to Senator Perdue

Julie Eddy, Chief of Staff to Representative Matsui

Jennifer Ehlinger, Office of the Regents Senior 

 Researcher & Writer (recorder)

Amanda Hamilton,

1 Deputy Chief of Staff to 

 Representative Johnson

Cathy Helm, Inspector General

Albert Horvath, Under Secretary for Finance & 

 Administration/Chief Financial Officer 

Dr. Kirk Johnson,1Sant Director, National Museum 

 of Natural History

Richard Kurin, Acting Provost/Under Secretary for 

 Museums & Research

John K. Lapiana, Deputy Under Secretary for 

 Finance & Administration and Acting Assistant 

 Secretary Communications & External Affairs

Judith Leonard, General Counsel 

Era Marshall, Director for the Office of Equal 

 Employment and Minority Affairs

Kevin McDonald, Senior Adviser to Senator Leahy

Jeffrey P. Minear, Counselor to the Chief Justice 

Julian Raby,2 Dame Jillian Sackler Director, Arthur 

 M. Sackler Gallery & the Freer Gallery of Art

Maura Reidy, Acting Director of Government 

 Relations 

Sherri Wheeler,Director, Office of Visitor Services

Porter N. Wilkinson, Chief of Staff to the Regents
2

MORNING SESSION

2017 Senior Executive 

Compensation

New Regent Search

EXECUTIVE SESSION: REPORT OF THE COMPENSATION AND 

HUMAN RESOURCES COMMITTEE

The meeting of the Board of Regents began with an executive session. 

Compensation and Human Resources Committee Chair John Fahey led the 

Board’s annual discussion of senior executive compensation decisions. The Board 

also reviewed the Secretary’s annual performance appraisal for fiscal year 2016. 

Upon two motions duly made and seconded, the Board approved the 

Compensation and Human Resources Committee’s compensation 

recommendations for senior executive positions and the Secretary.

See attached Actions 2017.01.01 and 2017.01.02 (Minutes of the Board of 

Regents, Appendix A).

EXECUTIVE SESSION: REPORT OF THE GOVERNANCE AND 

NOMINATING COMMITTEE

Governance and Nominating Committee Chair Steve Case led the Board’s 

discussion on the search for two new Regents to fill Dr. Shirley Ann Jackson’s 

and Robert Kogod’s seats when each of their Regent terms expire in May 2017. 

Mr. Case noted that in accordance with the Charter, Mr. Kogod’s seat must be 

filled by a D.C. resident, while Dr. Jackson’s replacement can be from any state 

not already represented by a citizen Regent. 

Mr. Case presented the two Regent candidates recommended by the Governance 

and Nominating Committee for nomination to the Board: Michael Govan is

proposed as the priority candidate for the U.S., and Roger W. Ferguson is

proposed as the priority candidate for D.C. 

Upon two motions duly made and seconded, the Board approved the Governance 

and Nominating Committee’s recommendations and voted to nominate Michael 

Govan of California to succeed Dr. Shirley Ann Jackson as a Citizen Regent, and 

Roger W. Ferguson of the District of Columbia to succeed Robert P. Kogod as a 

Citizen Regent. The Board asked its congressional Regents to introduce and 

support legislation appointing the two newly nominated Regents. 

See attached Actions 2017.01.03 and 2017.01.04 (Minutes of the Board of 

Regents, Appendix A).

The executive session adjourned at 9:10 a.m.
3

Welcome and 

Introductions

Transition of 

Congressional 

Regents

OREG Personnel 

Departure and 

Recognition of 

Assistant Secretary

for Advancement

Important 

Upcoming Dates

Renomination of 

a Citizen Regent

OPEN SESSION 

Smithsonian and Regent staff members entered the room and the meeting 

reconvened. Mr. McCarter called the open session to order at 9:13 a.m., 

welcomed everyone, and called for introductions around the room. 

REPORT OF THE BOARD AND EXECUTIVE COMMITTEE CHAIR

Mr. McCarter began his report by welcoming Representative Doris Matsui back as 

a member of the Board of Regents. Representative Matsui was appointed by the 

Speaker of the House to succeed Representative Xavier Becerra, following his 

appointment as Attorney General of California. Representative Matsui previously 

served as a Regent from 2007-2011, and remained involved with the Smithsonian

even after she left the Board, serving on two unit Advisory Boards: the Advisory 

Board of American History and the Asian Pacific American Center. 

Next, Mr. McCarter noted that Deputy Chief of Staff to the Regents Rachel Parker 

recently departed the Smithsonian to accept a position at the Department of 

Justice. He thanked Ms. Parker for her service to the Board and the Smithsonian 

and wished her the best in her new position. The search for a new deputy is 

currently underway. 

In November 2016, Assistant Secretary for Advancement Virginia Clark announced 

that she would depart the Smithsonian in late March 2017. Mr. McCarter and 

Advancement Committee Chair Alan Spoon highlighted the innumerable 

contributions made by Ms. Clark during her fourteen-year tenure, which have 

transformed advancement at the Smithsonian on a variety of levels. Under Ms. 

Clark’s leadership, the Campaign surpassed its $1.5 billion goal 16 months ahead 

of schedule, adding $370 million to endowment; including 52 endowed positions, 

six new education centers, and new and improved Smithsonian facilities across 

the Institution. Mr. McCarter announced that a special Smithsonian flag is being 

flown over the Smithsonian Castle in Ms. Clark’s honor as a symbol of the Board’s

grateful appreciation for all that she has done for the Smithsonian. 

Next, Mr. McCarter noted important upcoming dates, including the next full 

Board meeting, which will be the Regents’ annual strategic meeting, scheduled to 

be held on Monday, April 3, 2017, at Microsoft’s Innovation and Policy Center. 

Mr. McCarter presented one item of business for full Board’s consideration: the 

renomination of Citizen Regent Steve Case. Mr. Case recused himself and left the 

room for the discussion and vote. He reminded the Board that Citizen Regents 

are eligible to be appointed for two six-year terms and Mr. Case’s first term would

expire on April 25, 2017. 
4

Adoption of the 

Consent Agenda

Questions on Written 

Committee Reports 

SNB Update

Upon motion duly made and seconded, the Board voted to nominate Steve Case

to a second term as a Citizen Regent and asked the Congressional Regents to 

introduce legislation supporting his reappointment. 

See attached Actions 2017.01.05 (Minutes of the Board of Regents, Appendix A).

APPROVAL OF THE CONSENT AGENDA

The Board reviewed the meeting’s Consent Agenda (“Agenda”). Procedures of 

the Board’s use of the Agenda mandate that an item will remain on the Agenda 

only by unanimous consent, and any Regent may ask the Office of the Regents to 

remove an item from the Agenda for discussion by providing three-days’ notice in 

advance of the scheduled Board meeting. 

Action items listed on the present meeting’s Agenda include the draft minutes of 

the October 24, 2016, Board meeting; the appointment and reappointment of 

candidates to ten Smithsonian Advisory Boards; the proposed amendments to the 

Charters of the Facilities, Finance, and Strategy, Innovation, and Technology 

Committees; and proposed amendments to the bylaws of the Smithsonian 

Science Education Center. Also listed on the Agenda for approval is one proposed 

gift action and the proposed establishment of a quasi-endowment. After 

reviewing the Agenda, Mr. McCarter asked that Regents John Fahey and David 

Rubenstein recuse themselves from voting on the Agenda, as they were included 

on the proposed slate of candidates for reappointment to the Advisory Board of 

the National Museum of Natural History (“NMNH”). Upon motion duly made and 

seconded, the Board voted to adopt the Agenda, constituting the approval of all 

action items listed therein.

See attached Actions 2017.01.06 (Minutes of the Board of Regents, Appendix A).

QUESTIONS ON WRITTEN COMMITTEE REPORTS

Mr. McCarter reminded the Board of the procedural meeting modifications, 

which were adopted in June 2015 and have been in use since the October 2015 

meeting. The adjustments allow for more time to be dedicated toward strategic 

discussions and include comprehensive written committee reports and modified 

oral reports. In line with these modifications, Regent Committees having no 

action or discussion items prepare written reports that were distributed in 

advance of the meeting. Regent committee chairs and senior Smithsonian staff 

were present to answer questions from the Board about the written reports. 

Written Report of the Smithsonian National Board

The Smithsonian National Board (“SNB”) held its fall meeting from October 20 –

22, 2016, in Washington, D.C. During the fall meeting, SNB members discussed

the visitor experience in museums across the Smithsonian. Members received an 

overview of the recently completed Smithsonian-wide visitor study and learned 
5

OGR Update

Budget

Inauguration

about innovative practices in visitor engagement at the Broad Museum in Los 

Angeles. The fall meeting also focused on the National Museum of African 

American History and Culture (“NMAAHC”). SNB members learned how 

museums across the Smithsonian are recognizing the opening of the new 

museum and were given an opportunity to spend time at NMAAHC during dinner 

on Friday, October 21, 2016. The SNB also welcomed seven new members during 

its fall meeting. 

The SNB will reconvene in Panama from January 22 – 26, 2017, to visit the 

Smithsonian Tropical Research Institute (“STRI”). Members will learn about STRI’s 

work and current priorities through presentations and demonstrations from STRI 

scientists; visits to STRI’s headquarters in Panama City, Barro Colorado Island, 

Gamboa; and other field research sites. 

Written Report from the Office of Government Relations

The Office of Government Relations (“OGR”) has continued congressional and 

White House engagement, hosting and participating in a number of programs and 

events. On November 14, the Smithsonian hosted a congressional open house at 

the National Museum of African American History and Culture (“NMAAHC”), 

during which approximately 2,000 congressional members and staff were in 

attendance. On January 7, 2017, Secretary Skorton participated in the Legislative 

Issues and Procedures Seminar, hosted by the Congressional Research Service for 

all new members of Congress. The bipartisan retreat in Williamsburg, Virginia 

occurs at the start of each new Congress in order to educate new members on a 

wide variety of issues. This is the first time the Smithsonian has participated in 

the seminar.

On Monday December 12, 2016, OGR and the Office of Planning, Management, 

and Budget (“OPMB”); the Office of the Under Secretary for Finance and 

Administration’s Real Estate Division; and the Director’s Office of the National 

Zoological Park (“NZP”) hosted staff from the Committee on House 

Administration, House Committee on Transportation and Infrastructure, Public 

Buildings Subcommittee, and the Senate Rules Committee for a briefing on the 

proposed Central Parking Facility at NZP. Attendees were able to tour the 

proposed site and learn about the financing mechanisms under consideration for 

the project. 

OGR has continued to monitor the federal budget. On December 8, 2016, the 

House and Senate passed a continuing resolution (“CR”). The new CR provides 

funding through April 28, 2017, at an annualized level of $1.06 billion, which 

meets the discretionary spending limit for fiscal year 2017. 

In its written update, OGR also reported on plans for the January 20, 2017, 

Presidential Inauguration (“Inauguration”), and its impact on the Smithsonian. 

A cross-functional Smithsonian Inauguration Planning Team is in place, with 

representatives from nearly every unit across the Institution, in order to 

effectively prepare for and communicate plans surrounding the Inauguration. 
6

Update from the 

Advancement 

Committee

Online Fundraising

Report of the Audit and 

Review Committee

Audit Results

The Inauguration has been designated a National Special Security Event. 

Therefore, the Smithsonian is working together with local and federal law 

enforcement agencies that are involved with the event. 

Written Report of The Advancement Committee

The Advancement Committee held a teleconference meeting on January 5, 2017. 

During the meeting, the Committee discussed the progress of the Smithsonian 

Campaign, overall fundraising efforts, and online philanthropy programs. As of 

December 31, 2016, the Smithsonian had raised $1.6 billion for the Campaign, 

$55 million towards the fiscal year 2017 goal of $200 million, and eleven units had 

exceeded their Campaign goals. 

The Smithsonian has started to engage in a number of creative fundraising 

opportunities, including the use of social media through online philanthropy. Two 

of these successful initiatives were Kickstarter campaigns, “Reboot the Suit” and 

“#KeepThemRuby.” Through “Reboot the Suit,” the Smithsonian raised $720,000

from 9,500 donors to enable the National Air and Space Museum “NASM” to 

conserve, digitize, and display the spacesuit worn by Neil Armstrong in 1969 for 

the moon landing of Apollo 11, and the spacesuit worn by Alan Shepard for the 

first American manned spaceflight in 1961. On October 17, 2016, the 

Smithsonian and the NMAH launched another major Kickstarter effort, 

announcing the “#KeepThemRuby” campaign to fund the conservation and 

display of Dorothy’s Ruby Slippers, made famous in 1939 by the landmark MGM 

musical, the Wizard of Oz. The campaign reached its Kickstarter goal of $300,000 

on October 23, 2016, ahead of schedule, thanks to the contributions of more than 

5,300 supporters in 41 countries across the world. 

REPORT OF THE AUDIT AND REVIEW COMMITTEE

Chair of the Audit and Review Committee Ambassador Barbara Barrett presented 

the report of the Committee and briefed the Board on the results of the audit of 

the fiscal year 2016 financial statements and federal closing package ending on 

September 30, 2016. 

The Smithsonian’s external auditor, KPMG, did not identify any significant 

changes in the disclosures contained in the audit report or any material 

weaknesses in internal controls. KPMG also issued an unmodified opinion on the 

Smithsonian’s federal financial reporting package, which was submitted to the 

Treasury Department on November 16, 2016, in accordance with the mandated 

filing date. 

Ambassador Barrett also noted other Committee activities during its January 26, 

2017, including a report from the Inspector General and approval of Smithsonian 

management’s request to retain KPMG to perform non-audit services related to 

the preparation and filing of the annual IRS forms 990 and 990-T. 
7

Report of the 

Investment 

Committee

ESG Criteria and 

Investment Process

Continued report of 

the Governance and 

Nominating Committee

2017 Committee 

Assignments and 

Chairmanships

Regents’ 2016 Annual 

Self-Assessment

REPORT OF THE INVESTMENT COMMITTEE

Committee member David Rubenstein presented the report of the Investment 

Committee. As of September 30, 2016, the Endowment stood at $1.35 billion, an 

increase of $66.2 million since October 1, 2015. The change reflects a total return 

to the Endowment of $87.7 million, new contributions of $48.1 million, payout of 

$68.0 million, and $1.6 million for investment expenses. 

Mr. Rubenstein noted the Committee’s discussions on sustainable investing that 

recognized the relevance of environmental, social, and governance (“ESG”) 

factors when making investment decisions. The Committee agreed to incorporate 

ESG criteria into the investment process. 

REPORT OF THE GOVERNANCE AND NOMINATING COMMITTEE 

(CONTINUED)

Governance and Nominating Committee Chair Steve Case continued the report 

of the Committee slated for open session. Mr. Case presented one action item 

for the Board’s consideration: proposed Regent committee assignments and 

chairmanships for 2017. 

The Board was presented with a proposed Regent committee membership 

roster and matrix. By tradition, Citizen Regents typically serve on three Regent 

committees and chair at least one committee, and Congressional Regents are 

assigned to two committees. Upon motion duly made and seconded, the Board 

voted to approve the proposed committee assignments and chairmanships and 

recommended that the Chancellor make the necessary appointments.

See attached Actions 2017.01.07 (Minutes of the Board of Regents, Appendix A).

Next, Mr. Case briefed the Board on the Committee’s discussions regarding the 

Regents’ annual self-assessment. As part of the governance reforms instituted in 

2008, the Regents conduct an annual self-assessment. From 2007-2014, the 

Board used the same survey. Last year, the Board used a new tool, designed to 

help nonprofit boards assess their performance and identify priorities. Following 

extensive consideration of the pros and cons of each format, the Committee 

agreed to revise the original self-assessment tool and include additional space for 

comments. Mr. Case noted that the Office of the Regents will distribute the fiscal

year 2016 self-assessment in the coming weeks and encouraged all Regents to 

participate in the self-assessment, as it is a vital and productive exercise to 

measure the Board’s performance. 

Lastly, Mr. Case briefed the Board on current plans for the regents’ annual 

strategic meeting, which is scheduled for April 3, 2017. At its meeting in June 

2015, the Board agreed to convene one strategic meeting each year at a facility 

other than the Castle. The first strategic meeting, held in April 2016, took place at

the National Museum of American History (“NMAH”). 
8

April Strategic Meeting 

Planning

Report of the Finance 

Committee

FY 2018 Budget Delay

FY 2017 Budget

Report of the Facilities 

Committee

Parking Facility at NZP

The plan for the April 2017 meeting is to host a technology demonstration, which 

will provide Regents and Smithsonian leadership with an opportunity to learn 

about new technologies that are relevant to the museum experience. In October 

2016, the Board agreed with the Committee’s recommendation to hold the 

meeting off-site, recognizing that the Smithsonian does not have a facility with 

the necessary space and infrastructure to support an event of this nature. The 

meeting will take place at the Microsoft Innovation and Policy Center in 

Washington, D.C., where several companies will demonstrate technological 

devices and discuss how these technology can enhance the visitor experience and 

increase access to the Smithsonian’s research and collections. 

REPORT OF THE FINANCE COMMITTEE

Chair of the Finance Committee David Rubenstein presented the Committee’s 

report and addressed questions from the Board. Due to the Presidential 

Administration transition, the budget process for fiscal year 2018, which was 

supposed to begin on October 1, 2017, has been significantly delayed. The 

Smithsonian has not received guidance from OMB on the submission of the fiscal 

year 2018 budget. The major funding challenge in fiscal year 2018 will be the first 

installment of capital funds for the NASM revitalization. While awaiting guidance

from OMB, the Smithsonian is currently reviewing different budget scenarios to 

prepare for the potential impact on the Smithsonian if fiscal year 2018 funding 

levels were 2% and 5% below the fiscal year 2016 enacted level. 

Federal funding for fiscal year 2017 is currently being provided through a CR

that runs through April 28, 2017. The funding level is equal to the appropriations 

provided in the prior year ($840.2 million). The Smithsonian had requested a 

special increase for building operations, maintenance, and security at NMAAHC, 

but that funding request was denied. The Smithsonian, however, was provided 

with the authority to spend beyond the continuing resolution level, if deemed 

necessary. 

REPORT OF THE FACILITIES COMMITTEE

Chair of the Facilities Robert Kogod presented the report of the Committee. Mr. 

Kogod presented one action item for the Board’s consideration: the Secretary’s 

request to seek congressional authorization to construct a new Central Parking 

Facility at the NZP. The new facility would accommodate approximately 1,100 to 

1,400 parking spaces at NZP and would be located along Rock Creek in D.C. 

Construction of the new facility is expected to be designed, constructed, financed, 

operated, and maintained for up to 40 years, without federal funds. Upon motion 

duly made and seconded, the Board voted to approve the Secretary’s request to 

seek congressional authorization to construct the new parking facility at NZP. 

See attached Actions 2017.01.08 (Minutes of the Board of Regents, Appendix A).
9

Update on NASM 

Revitalization

New Strategic Plan 

Mr. Kogod also provided a brief update on the NASM revitalization, which will be 

the Smithsonian’s next major capital project. The revitalization is slated to begin 

in 2018, with projected costs estimated at $675 million. The Smithsonian 

anticipates requesting federal funding to cover the cost of the comprehensive 

revitalization over fiscal years 2018 through fiscal year 2022, which would enable 

work to begin in early fiscal year 2018 (fall 2017). 

 Construction will be phased so that a portion of the museum will be open during 

the entire six-year project. The revitalization will be the first major overhaul of 

the building’s infrastructure in over 40 years. The project will upgrade heating, air 

conditioning, lighting efficiency, electrical systems and sprinklers, and provide 

seismic upgrades. The building’s stone exterior, which is Tennessee Pink Marble, 

will also need to be replaced as it is beginning to show signs of failure. The 

detailed design of the renovation by architect Quinn Evans is approximately 50 

percent complete. Before the renovation can begin, additional storage space for 

artifacts must be constructed at the Museum’s Udvar-Hazy Center near the Dulles 

Airport in Virginia. The storage module is slated for completion in 2018. 

During the revitalization, the museum will simultaneously move forward with a 

complete refresh of the exhibits and galleries inside of the building. Director 

General Jack Dailey is leading the effort to raise $250 million in private funds to 

support the re-design of the interior. 

UPDATE ON THE SMITHSONIAN’S NEW STRATEGIC PLAN

The Board was briefed on the continued work of the Strategic Planning 

Committee, which was formed by the Secretary in September 2016 and charged 

with leading the effort to formulate and draft the Smithsonian’s next strategic 

plan. Since September, the Strategic Planning Committee, Co-Chaired by Regent 

Vice Chair Dr. Shirley Ann Jackson and National Museum of Natural History Sant 

Director Kirk Johnson, has solicited valuable feedback from staff, volunteers, and 

other stakeholders from across the Smithsonian in order to identify unit and 

Institutional priorities for the next five years. The Committee is working with an

aggressive schedule to gather and analyze the data and to draft a plan. Prior to 

being presented to the Regents, the draft plan will be socialized across the 

Smithsonian. 

Dr. Jackson also previewed the draft of the Smithsonian’s new vision statement. 

The Regents agreed that the vision statement is essential and, therefore, must 

effectively and accurately convey the Smithsonian’s goals, mission, and future 

strategic direction. 

Further, the Board provided perspectives on the Smithsonian’s role as a convener, 

as well as its perceived strengths, weaknesses, opportunities, and threats. The 

Board agreed that once the new plan and vision statement have been approved, a 

strong communication and implementation plan will be essential to successful 

execution. 
10

Presidential 

Inauguration

Executive Order

Pending Legislation

The Strategic Planning Committee’s goal is to present a draft of the strategic plan 

to the Regents for consideration at the Regents’ April 3, 2017, strategic meeting. 

With the Regents’ endorsement, the plan will be socialized with key external 

stakeholders. 

REPORT OF THE SECRETARY

Secretary Skorton updated the Board on the state of the Smithsonian. 

The Secretary first turned to Under Secretary for Finance & Administration/Chief 

Financial Officer Albert Horvath to provide a brief overview of the Smithsonian’s 

role in the events and security surrounding the 2017 Presidential Inauguration. 

Mr. Horvath noted that it was a collaborative effort between the Smithsonian, 

and federal and local government agencies to deliver a safe and secure 

environment on the National Mall for the Inauguration. Mr. Horvath noted one 

matter related to a book sold in the National Museum of American History that 

was found to have been of questionable quality and contained some factual 

inaccuracies. The book was immediately removed from the gift shop as soon as 

its validity was called into question. There are thousands of items sold in 

Smithsonian gift shops and each one is reviewed before going up for sale, 

however, Smithsonian Enterprises will take a closer look at certain types of 

proposed materials, such as the book sold during Inauguration, and evaluate 

whether these types of materials in general should be included in Smithsonian 

stores. 

Next, the Secretary updated the Board on the status of the President’s recent 

executive order on federal hiring, as it relates to the Smithsonian. On January 22, 

2017, the President issued the executive order enacting a federal civilian hiring 

freeze for the executive branch. Although the order does not apply to the 

Smithsonian by its terms, the Institution has chosen to voluntarily comply, with 

respect to its federal employees. The Secretary noted that there are a large 

number of openings in senior-level positions, and confirmed that these seniorlevel positions are funded through the Smithsonian’s trust funds and are 

therefore unaffected by the freeze. 

Next, the Secretary turned to Acting Assistant Secretary for Communications and 

External Affairs and Deputy Under Secretary for Finance & Administration John 

Lapiana for an update on pending legislation. Delegate Eleanor Holmes Norton 

(D-DC) introduced a bill called the Open and Transparent Smithsonian Act of 2015

(H.R. 3387), on July 29, 2015. As introduced, the bill would subject the 

Smithsonian to the requirements of the Freedom of Information Act (“FOIA”), the 

Sunshine Act, the Privacy Act, and the Federal Advisory Committee Act (“FACA”). 

Although these Acts do not apply by their terms to the Smithsonian because it is 

not an executive branch agency, the Smithsonian has adopted policies and 

practices consistent with the principles animating these laws, while recognizing 

the Smithsonian’s unique status. Wholesale application of the laws to the 

Smithsonian would be detrimental because the Acts do not contemplate many of 
11

NMAAHC’s Coverage of 

Justice Thomas

New Museums

Visitor Survey Results

the Smithsonian’s business, fundraising, and investment activities that do not 

have analogs in the federal sphere. The restrictions and requirements in these 

laws would hamper the Smithsonian’s ability to compete on a level playing field 

with other non-profits and cultural institutions. The bill was referred to the 

House Oversight and Government Reform Committee, which considered and 

marked up the bill on November 16, 2016. It was not considered by the full 

House of Representatives prior to the adjournment of the 114th Congress; 

however, OGR and the Secretary suspect that it will be introduced as part of the 

115th Congress. 

The Secretary then asked Mr. Lapiana to brief the Board on NMAAHC’s coverage 

of Justice Clarence Thomas. In September 2016, following the opening of the 

museum, several members of Congress expressed disappointment that Justice 

Thomas was not included as a part of NMAAHC’s telling of African American 

history and culture, except in relation to Anita Hill’s accusations of sexual 

harassment. The Smithsonian has provided tours of NMAAHC, and arranged for 

congressional members and staff to talk with curators regarding the planning and 

execution of exhibits. Senior Smithsonian staff have met with individual members 

of Congress to keep them informed and further address concerns. 

Lastly, the Secretary addressed the Smithsonian’s stance with regard to 

constructing and funding new museums. He explained that given the recent 

opening of NMAAHC, revitalization of NASM, and deferred-maintenance backlog 

for a number of Smithsonian buildings on the National Mall, the construction and 

opening of an entirely new museum run by the Smithsonian is not a practical

undertaking in the near-term. He asserted that the Smithsonian remains 

committed to celebrating American history and culture in all its dimensions and 

will continue to work to ensure that all Americans’ contributions are aptly 

represented across the Institution’s already established museums. 

EXECUTIVE SESSION

The Board then conducted an executive session with Secretary Skorton. 

AFTERNOON SESSION

Mr. McCarter called the afternoon session to order at approximately 1:00 p.m., 

and Regents and Smithsonian staff reconvened to participate in a working lunch.

WORKING LUNCH: VISITOR SURVEY RESULTS

During lunch, the Board heard a presentation from Mr. Lapiana; Project Manager 

in the Office of Visitor Services Samir Bitar; and Director for the Office of Visitor 

Services Sherri Wheeler on the results of the visitors’ survey commissioned by the 

Smithsonian. The Office of Visitor Services team has worked across the 

Smithsonian to restructure how the Smithsonian listens and responds to visitor 
12

London Collaboration

Approval of Draft 

“Heads of Terms”

needs in a contemporary museum environment. The Smithsonian is learning 

from visitors themselves about what they enjoyed and benefitted from during 

their experience, and exploring ways to better engage visitors with new planning 

tools. Following the presentation, Regents engaged in a discussion about the 

impact of the in-person visitor experience at the Smithsonian and opportunities 

to incorporate the use of digital tools in order to enhance the in-person visit. 

LONDON OPPORTUNITY

Mr. Horvath and the Dame Jillian Sackler Director, Arthur M. Sackler Gallery & 

Freer Gallery of Art Julian Raby presented the Regents with an update and a draft 

“Heads of Terms” on the proposed collaboration with the Victorian and Albert 

Museum (“V&A”) in East London. 

On May 1, 2016, the Board held a special teleconference and voted to approve 

the Secretary’s request to engage in a long-term collaboration with the V&A to 

develop a jointly organized, permanent gallery space. Subsequently, in June 

2016, plans were formally announced to pursue an international collaboration as 

part of the redevelopment of the Queen Elizabeth Olympic Park in London, which 

would include a space for exhibitions jointly curated by a team of V&A and 

Smithsonian scholars as well as a temporary gallery space that would serve to 

periodically house Smithsonian exhibitions. Other partner institutions at the 

Olympic Park include Sadlers Wells Dance Theater, University of the Arts London, 

and University College London. 

Since then, teams from each organization have worked together to develop the 

programmatic strategies, business model, and terms of a formal agreement. The 

Board was presented with a non-binding “Heads of Terms,” which will form the 

basis for a formal, binding agreement. The “Heads of Terms” authorizes the 

Secretary and Smithsonian leadership to continue working with the V&A on 

developing a formal contract, which will ultimately outline the specific terms for 

the collaboration. 

Upon motion duly made and seconded, the Board voted to endorse and authorize 

the Secretary and his designees to execute the “Heads of Terms” between the 

V&A and the Smithsonian to develop co-curated space in a new V&A facility at 

Queen Elizabeth Olympic Park in East London, United Kingdom.

See attached Actions 2017.10.08 (Minutes of the Board of Regents, Appendix A).

Once the formal contract is complete, the binding agreement will be presented to 

the Board of Regents or its Executive Committee for final review.
13

Chair and Vice Chair 

Transition

EXECUTIVE SESSION: “GATEKEEPER” REPORTS

The Board then conducted an executive session with the Smithsonian’s 

Gatekeepers, including the Secretary, General Counsel, and Chief Financial 

Officer.

BOARD LEADERSHIP TRANSITION

Following the Gatekeeper reports, the Chancellor thanked Mr. McCarter and Dr. 

Jackson for their service and leadership as Board Chair and Vice Chair, 

respectively. The Chancellor then presented Chair-elect David Rubenstein with 

the gavel. He and Vice Chair-elect Steve Case will assume their positions on 

January 31, 2017. 

ADJOURNMENT

There being no further business to discuss, the meeting adjourned at

approximately 2:10 p.m., after which Mr. McCarter, Mr. Rubenstein, and the 

Secretary moved to separate room on the fourth floor of NMAI to address 

questions from the media.

Respectfully submitted,

David J. Skorton

Secretary
APPENDIX A: ACTIONS OF THE

JANUARY 30, 2017, MEETING OF THE BOARD OF REGENTS

VOTED that the Board of Regents approves the Compensation and Humans Resources 

Committee’s compensation recommendations for senior executive positions. [2017.01.01]

VOTED that the Board of Regents approves the Compensation and Human Resources 

Committee’s compensation recommendation for the Secretary. [2017.01.02]

VOTED that the Board of Regents nominates Michael Govan of California to succeed Dr. Shirley 

Ann Jackson as a Citizen Regent on the Board of Regents and to serve a statutory term of six 

years. Furthermore, the Board asks its congressional members to introduce and support 

legislation to this effect. [2017.01.03]

VOTED that the Board of Regents nominates Roger W. Ferguson of the District of Columbia to 

succeed Robert P. Kogod as a Citizen Regent on the Board of Regents and to serve a statutory 

term of six years. Furthermore, the Board asks its congressional members to introduce and 

support legislation to this effect. [2017.01.04]

VOTED that the Board of Regents renominates Steve Case for a second term as a Citizen Regent 

on the Board of Regents. The congressional Regents are asked to introduce and support 

legislation leading to his reappointment. [2017.01.05]

VOTED that the Board of Regents adopts the Consent Agenda, which constitutes the approval 

of all action items listed therein. [2017.01.06]

VOTED that the Board of Regents approves the minutes of the October 24, 2016, 

Meeting of the Board of Regents.

VOTED that the Board of Regents approves the proposed amendments to the Facilities 

Committee Charter.

VOTED that the Board of Regents approves the proposed amendments to the Finance 

Committee Charter.

VOTED the Board of Regents approves the proposed amendments to the Strategy, 

Innovation, and Technology Committee Charter.

VOTED that the Board of Regents approves the proposed slate of candidates for 

appointment or reappointment to ten Smithsonian advisory boards.

VOTED that the Board of Regents approves the proposed amendments to the bylaws of 

the Smithsonian Science Education Center National Advisory Board.
2

VOTED that the Board of Regents recognizes the generosity of the Wallace H. Coulter 

Foundation to the National Museum of American History and names the Wallace H. 

Coulter Unity Square for a period of 20 years from the date the space is opened to the 

public, or until the next major renovation, whichever occurs later. 

VOTED that the Board of Regents creates a quasi-endowment for the benefit of the 

National Museum of the American Indian to support the activities of the museum’s 

archives department. Further, the Advancement Committee recommends that the 

Board of Regents authorizes the transfer of the funds identified for this purpose.

VOTED that the Board of Regents approves the proposed committee chairmanship and 

member assignments for 2017 and requests that the Chancellor make the necessary 

appointments. [2017.01.07]

VOTED the Board of Regents approves the Secretary’s request to seek Congressional 

authorization to construct a new Central Parking Facility at the National Zoological Park in 

Washington, DC. [2017.01.08]

VOTED that the Board of Regents endorses and authorizes the Secretary and his designees to 

execute a Heads of Terms (non-binding) between the Victoria and Albert Museum (V&A) and 

the Smithsonian Institution to develop co-curated space in a new V&A facility at Queen 

Elizabeth Olympic Park in East London, United Kingdom. The Smithsonian will also be provided 

regular opportunities to present its own exhibitions in the temporary gallery of the new V&A 

facility. The Secretary and his designees will work with their counterparts at the V&A to 

develop a collaboration agreement (binding) from the Heads Of Terms to be reviewed with the 

either the Board or its Executive Committee prior to final execution. [2017.01.09]