Repository: UIHistories Project: Board of Trustees Minutes - 1978 [PAGE 535]

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522

BOARD OF TRUSTEES

board of directors. The defendants include the attorney general of the state of Illinois, who is responsible for supervising on behalf of the people all Illinois charitable trusts, and four institutions (Northwestern University, Loyola University of Chicago, Rush-Presbyterian-St. Luke's Medical Center, and Michael Reese Hospital and Medical Center). The complaint alleges that Rice Foundation is a not-for-profit Illinois corporation organized for the purpose of engaging in charitable activities and has elected members who elect members of its board of directors. It is alleged that Rice Foundation was established in 1947 by Daniel F. Rice and his wife Ada L. Rice, both now deceased, who donated substantial sums to the foundation through lifetime gifts and provisions in their respective wills. It is further alleged that in 1974 Daniel F. Rice directed preparation of suitable amendments to the Articles of Incorporation and Bylaws which would have (1) revised the membership of Rice Foundation so that the entire membership would consist of an individual selected by each of the four defendant institutions and by the University of Illinois, and (2) revised the membership of the board of directors so that it would consist of the five members of the foundation and four members elected at large. It is alleged that the proposed changes in the Articles of Incorporation and the Bylaws were abandoned prior to their being placed in effect and that no amendment to the Articles of Incorporation was ever delivered to the secretary of state as required by law. The complaint then alleges the attorney general has asserted that the 1974 proposed changes in the Rice Foundation may have been effected, that the persons purporting to act as members of Rice Foundation may not in fact be the members, and that the individual plaintiffs may not be authorized to act as members of its board of directors. It is alleged the four named institutional defendants have asserted that they are entitled to be recognized as members of the Rice Foundation and to elect its board of directors. The relief sought includes preliminary and permanent injunctions restraining the attorney general and the four defendant institutions from interfering with the operations of the Rice Foundation or from asserting authority to act as members thereof. The court is also requested to adjudicate and determine that the individual plaintiffs are the duly elected members of the board of directors and that the proposed 1974 amendments were never in fact adopted. The university counsel has stated that under the documents in question the legal status of the University of Illinois is identical to that of the four defendant institutions. He has recommended that he be authorized to take such steps as are necessary or appropriate, including the employment of special counsel and participation in the litigation, if indicated, to protect the interests of the University in the matter. I concur. T h e student advisory v o t e w a s : A y e , Miss C o n l o n , M r . Overstreet, Miss W i n t e r ; n o , n o n e . O n m o t i o n of M r . Livingston, authority w a s g i v e n as r e c o m m e n d e d by t h e following v o t e : A y e , M r . Forsyth, M r . H a h n , M r . H o w a r d , M r . L e n z , M r . Livingston, M r . N e a l , M r s . R a d e r , M r . V e l a s q u e z ; n o , n o n e ; absent,

Mrs. Shepherd, Governor Thompson.

T h e r e being n o further business, the board adjourned. EARL W. PORTER GEORGE W. HOWARD III

Secretary

President