 | Board of Visitors minutes January 9, 1953 |  |
The regular monthly meeting of the Board of Visitors of The Rector and Visitors of the
University of Virginia was held on this date in the Office of the President of the University of
Virginia, Charlottesville, Virginia, with the following present: The Rector, Barron F. Black;
President Colgate W. Darden, Jr., of the University of Virginia, Visitors Barksdale, Carrington,
Coxe, Emmett, Gay, Gravatt, Howard, Mears, Mrs. Smith, Mr. Smith, Talbott, Wailes, and Wheeler.
Absent: Dr. M. L. Combs, President Mary Washington College.
The minutes of the meeting of December 12, 1952, which had been copied and mailed to
the members, were approved.
GIFTS
The President reported receipt of the following gifts and grants
| From the Alumni Association, for use of the School of Engineering | $1,425.60 |
| From the United States Public Health Service, for a grant in aid in behalf of Dr. Cary G. Suter, under the direction of Dr. W. O. Klingman, of the Department of Neurology and Psychiatry |
540.00 |
RESIGNATION
The following resolution was adopted by the Board:
RESOLVED by the Board of Visitors of The Rector and Visitors of the University of Virginia
that the resignation of Dr. Lewis F. Bell, Lecturer in Internal Medicine, be and it is hereby
accepted as of December 31, 1952.
ELECTIONS
The following resolution was adopted by the Board:
RESOLVED by the Board of Visitors of The Rector and Visitors of the University of Virginia
that the following persons be and they are hereby elected to the faculty of the University
Dr. George Kriegman, as Lecturer in Neurology and Psychiatry, effective February 1, 1953,
without salary from the University.
Dr. Mack I. Shanholtz, as Lecturer in Social and Environmental Medicine, as of September
1, 1952, at a salary of $1,000 per year.
Mr. Claude D. Minor, as Lecturer in Insurance, for the second semester of the session of
1952-53, at a salary of $600.
UNCOLLECTIBLE HOSPITAL ACCOUNTS
The Board adopted the following resolution:
RESOLVED by the Board of Visitors of The Rector and Visitors of the University of Virginia
that the Hospital Accounts Committee be and it is hereby authorized to charge off as uncollectible
accounts Schedules 329 and 332, aggregating $5,880.25, recommended by them for cancellation.
During the calendar year of 1952, the Hospital Accounts Committee was authorized by resolution
of the Board of Visitors to charge off uncollectible hospital accounts totaling $176,873.00.
The total charged off during the year 1951 was $146,538.83.
PLACE OF BOARD MEETINGS
At the December meeting the question of limiting meetings at Mary Washington to two a year
had been proposed by The Rector. After discussion of the matter, a resolution was adopted to hold
the February meeting in Charlottesville.
It is the sense of the Board that only two meetings per year should be held in Fredericksburg
but, before setting the dates for such meetings, it was decided to consult President Combs to
see whether there were any particular times at which it would be desirable for the Board to be in
Fredericksburg.
REPORT OF BUILDINGS AND GROUNDS COMMITTEE
On the evening of December 10, 1952, the Committee on Buildings and Grounds met in conference
with Mr. Black and Mr. Darden and prepared the following recommendations regarding the assignment
of Pavilions
1. That a policy be established providing representation on the Lawn from each of the
six schools: College and Graduate Studies, Law, Medicine, Engineering, Education, and Business
Administration. A precedent for this policy was established by the original assignment of Pavilions
on the Lawn to Professors who were heads of the several schools.
2. Only full professors to be eligible, that deans be given perferential consideration,
and that seniority shall be given consideration along with other factors.
3. That the College, being larger than the other schools, be assigned two additional
Pavilions.
4. That Professor J. W. Beams, being a representative of the College and also qualifying
in order of seniority, be assigned to Pavilion III, known as the Graduate House.
5. That Pavilion VI, known as the Romance Pavilion, and Pavilion II, soon to be vacated
by Dean Ivey Lewis, be reserved for schools not now represented on the Lawn.
6. That no Pavilion be designated for any particular school.
Committee on Buildings and Grounds
HOSPITAL
The President reported that Governor Battle had authorized a deficit of $189,000 for the
current year, after a careful study of operations by the State Auditor.
The Governor directed that if collections of patient accounts can be improved this
revenue is to be used to reduce the deficit, not to expand operations at the hospital.
Judge Smith stated that he had read the report carefully and was concerned with the
differential in cost between this hospital and the Medical College
Dr. Emmett stated that this hospital is very old and poorly designed and, hence, difficult
to administer. In addition, the University Hospital treats more rural patients than the Medical
College, who are less able to pay and from whom it is difficult to collect. Another factor affecting
the hospital is the reduction in occupancy brought about by the development of local hospitals
throughout the State utilizing Hill-Burton funds.
A resolution was adopted referring the Study of the Hospital by the State Auditor to the
Medical Committee with the request that recommendations be made to the Board at its March meeting.
President Darden said that one of the crucial questions is whether we should deny admission
to those patients not certified as indigents by local welfare officers. He said he had discussed
the matter with the Governor who feels that we should not deny medical care to such indigents. The
Governor wants us to make every effort to improve collections from patients who can pay and see if
we can operate within the deficit authorized.
The President stated that Dr. Sanger of the Medical College has asked him to serve on a
committee to prepare a plan for submission to the General Assembly in an effort to make the Assembly
aware of the medical care needs of the State.
Mr. Gay stated that he thought the Board should take a firm stand in this matter and call
to the attention of the Legislature that the University can not continue to operate the hospital
unless sufficient money is provided.
GIFT FOR PHYSICS DEPARTMENT
The President stated that the University had received General Motors Stock with a value
in excess of $500,000 from Mr. John Lee Pratt, to be used for strengthening and developing the
Department of Physics. It was Mr. Pratt's request that this gift be treated as an anonymous contribution
to the University. The provisions of the gift are as follows
All funds, both principal and interest, are to be expended during a period of not less
than fifteen years, nor more than twenty years. The exact period between these limits to be determined
by the President of the University acting, from time to time, with the advice of the Chairman
of the Department of Physics.
Fund A. This fund shall be created with 20% of the proceeds of
this gift and shall be used to establish and support
the Frank Smith Chair of Physics at the University of
Virginia. The occupant of this chair shall be a senior
man of the Department of Physics with distinguished
attainment in the field of physics.This fund shall provide a stipend of not less than Six
Thousand Dollars ($6000) per year for the occupant of
this chair. This stipend shall be a supplement to the
regular salary provided by the State of Virginia to the
member of the faculty of the Department of Physics.Fund B. This fund shall be created from 4% of the proceeds of
this gift.The purpose of this fund is to make available to the
Department of Physics assistance in attracting and
keeping desirable Assistant and Associate Professors,
through the supplementing of salaries, as may be determined
by the President of the University with the advice
of the Chairman of the Department of Physics.Fund C. This fund shall be created from 10% of the proceeds of
the gift and is for the purpose of providing exceptional
equipment that may be required for special experiments
that the head of the Department of Physics may request
of the President of the University. It is understood,
however, that the fund is not to be used to purchase
general equipment for the Department of Physics.Fund D. This fund is to be created with the remaining 66% of
this gift, as a Scholarship Fund, and is to provide help
in attracting to the University, outstanding students
who wish to specialize further in physics.It shall be used for both graduate and post-doctorate
students.The number of scholarships at any one time to be determined
by the ability of the school to supply the right
kind of training, and the availability of exceptional,
high grade students. There shall be no compulsion to
award scholarships any particular year unless there are
exceptional high grade students available.The stipend to be awarded for any scholarship to be
determined by the President of the University. The
stipend should be sufficient to obtain the high type
of students desired by the Department of Physics.
A resolution was adopted accepting this generous gift, subject to the conditions set
forth above
The following resolution, expressing appreciation of the Board to Mr. Pratt, was drafted
by The Rector:
WHEREAS, the Board of Visitors of the University of Virginia has learned with gratification
of the gift of John Lee Pratt to the University of Virginia of stock aggregating in market
value of over half a million dollars;
AND WHEREAS, this Board has accepted this gift subject to the conditions and for the
purposes fully set out in the donor's letters to the President of the University of Virginia under
date of January 6, 1953,
And with a full understanding of the deep interest in the advancement of science and of
the great love for his Alma Mater which motivated John Lee Pratt in making this gift, as well as
with a profound conception of the benefits to science and to society which may well result directly
or indirectly therefrom;
NOW, THEREFORE, this Board hereby records its deep appreciation of the far-seeing
generosity of John Lee Pratt.
To transfer the securities, the following resolution was adopted:
RESOLVED by The Rector and Visitors of the University that the President be authorized
to sign Certificate No. A4221 of General Motors Shares, Inc., registered in the name of The Rector
and Visitors, to transfer said shares to 8000 shares of General Motors Common Stock.
LATIMER CASE
The President read the following letter from Mr. Venable Minor, Special Counsel for the
University
President, University of Virginia
West Lawn
Charlottesville, Virginia
Under date of December 15, 1952, Mr. Vincent Shea notified me that the Board of Visitors had asked
for an opinion from me as Special Counsel for the University in regard to its authority to comply
with a request made by Continental Illinois National Bank and Trust Company of Chicago concerning
disbursement of certain funds in the Estate of James Brandt Latimer for the use and benefit of his
wife, Anne Mayo Latimer, life tenant under the trust created by his will.
Upon receipt of Mr. Shea's request I got in touch with Continental Illinois National Bank and Trust
Company of Chicago and obtained from them copy of the will of James Brandt Mayo, copy of partial
release of power of appointment executed by Anne Mayo Latimer on January 30, 1945, copy of letter
from J. L. Newcomb, President of the University, addressed to Continental Illinois National Bank
and Trust Company of Chicago dated January , 1945, and copy of letter from Mrs. Anne Mayo Latimer
to said Bank dated January 30, 1945, all of these papers being necessary in order to render an
opinion on the matter requested by the Board. Mr. Perkins, at my request, has also talked over
the telephone with Mr. J. H. Baskerville, Trust Officer of First and Merchants National Bank of
Richmond.
Rather than copy all of the papers above mentioned, I think it preferrable to set out a condensation
of the facts in this case which appear to be as follows
James Brandt Latimer, husband of Anne Mayo Latimer, by his will, gave the
residue of his estate to Continental Illinois National Bank and Trust Company as
Trustee, to invest and pay the income to Mrs. Latimer as long as she lived and at her
death the principal is to pass to such persons as said Mrs. Latimer might, by her will,
appoint. In default of such appointment, the will contains rather elaborate provisions
for the continuation of the trust during the lifetime of other individuals named in the
will and upon the death of the last survivor of all of said persons the whole trust
estate shall pass to John Hopkins University in Baltimore.
Paragraph (g) of the FIFTH Article of the will provides that no property held
by said Trustee shall be pledged, assigned, transferred, sold or in any manner whatsoever
anticipated, charged or encumbered by any of the beneficiaries under the will or be in
any manner liable in the possession of the Trustee for the debts or contracts of any of
the beneficiaries.
Under date of January 30, 1945, Anne Mayo Latimer executed an irrevocable
renunciation of all powers given her to appoint under said will except the power to
appoint the First and Merchants Bank of Richmond as Trustee to be held by said Bank for
ten years from date of Mrs. Latimer's death, accumulating the income and adding it to
the principal and at the end of said ten years to pay the whole amount to The Rector
and Visitors of the University of Virginia. And in a letter directed to Continental
Illinois National Bank (our copy being dated January , 1945) J. L. Newcomb, President,
on behalf of the University of Virginia, consented to the Bank's use of $1,000.00 of the
principal of said trust to pay hospital and medical expenses incurred by Mrs. Latimer.
And in consideration of this consent Mrs. Latimer addressed a letter to
Continental Illinois Bank as Trustee, dated January 30, 1945, in which she states that in
consideration of the Bank's applying said $1,000.00 to her hospital and doctor's bills,
she is executing a release of her power of appointment except in favor of the University
of Virginia and she further agrees that she will "by my last will and testament exercise
the power of appointment retained by me in favor of said Bank as Trustee and said University".
On November 13, 1952, Mr. H. P. Blessing, Trust Officer of Continental Illinois
Bank, addressed a letter to the University stating that Mrs. Latimer was incurably ill,
that the doctors gave her three years at most to live, and that it was estimated that her
hospital and medical expenses during that period may be as much as $30,000.00. He stated
that the total trust fund is about $65,000.00 and asks that the University consent to the
Trustee applying that amount for such purpose.
We are advised by Mr. J. H. Baskerville, Trust Officer of First and Merchants
National Bank of Richmond, that that Bank holds the original renunciation of Mrs. Latimer's
power of appointment under her husband's will, and also has in its possession a will properly
executed by her appointing the First and Merchants Bank Trustee to hold this fund
on her death for the University of Virginia.
At a meeting of the Board of Visitors held on the 12th of December, 1952, the
Board approved the recommendation of Continental Bank that the University release its
right in a portion of the trust fund if Special Counsel for the University was of the
opinion that such action on the part of the Board was legal.
Opinion
In my opinion, the validity of the renunciation of her general powers of appointment and the reservation
by her of the special power of appointment for the benefit of The Rector and Visitors, executed
by Mrs. Latimer on January 30, 1945, is governed by the laws of Illinois. However, I am of
the opinion that the renunciation is valid under the Virginia as well as under the Illinois statute.
Apparently Mrs. Latimer has exercised the special power which she had reserved in favor of The
Rector and Visitors but undoubtedly she can make another will if she desires to do so in which
she does not exercise the special reserved power, or she can revoke her present will and die
intestate. In either case, since there would be a default in appointment, the trust property would
pass under the provisions of her husband's will in which case The Rector and Visitors would not
participate.
In the event of Mrs. Latimer's failure to exercise the special reserved power, no action would lie
on the part of The Rector and Visitors in Illinois (and probably not in Virginia) against the estate
of James Brandt Latimer to enforce any agreement that Mrs. Latimer may have made to appoint to The
Rector and Visitors, and Mr. Latimer's estate would pass to those who, in default of appointment,
are entitled thereto under his will.
In this event the University's only recourse would be to sue Mrs. Latimer's personal representative
under the contract set out in Mrs. Latimer's letter to Continental Illinois Bank dated
January 30, 1945. Mr. Baskerville tells us that Mrs. Latimer has some estate of her own but he
did not feel at liberty to disclose any details and we infer from what he says that it is not
large.
Could the contract contained in letter from Mrs. Latimer dated January 30, 1945, be enforced?
Was there any real consideration given by the University for Mrs. Latimer's agreement?
I am of the opinion that the consent by the University of the expenditure of $1,000.00 from the
principal of the trust fund was not a valuable consideration for the execution of the contract
by Mrs. Latimer. The University did not pay the money from its own funds and merely consented
to the use of funds in which it had no interest at the time its consent was given. It follows,
therefore, that the contract, lacking consideration, is unenforceable.
While it is a fundamental principle that the Board of Visitors cannot relinquish any rights or
surrender any property held by it for the State of Virginia, it is an equally fundamental principle
that the Board has the right to compromise and settle doubtful claims.
In this case, the University's right ultimately to receive an estate of some $65,000.00 under the
special power of appointment in Mrs. Latimer's existing will, is based upon a contract which I do
not think enforceable. It would follow, therefore, that The Rector and Visitors, in order to
receive anything from Mrs. Latimer would be wise as a matter of policy to consent to the request
of Mrs. Latimer for the expenditure of $30,000.00 for her use and benefit primarily for medical
attention and hospitalization. Such action on the part of The Rector and Visitors would, in my
opinion, be justified under the power to compromise a doubtful claim. Any consent by The Rector
and Visitors should be conditioned upon Court approval being obtained by Continental Illinois
Bank for the disbursement of the funds above referred to.
University of Virginia
The President pointed out that the Board had adopted a resolution at its December meeting
approving the expenditure of these funds, subject to legal clearance by Mr. Minor.
ATHLETIC REPORT
Action on this report, which had been deferred from the previous day, was postponed
until the February meeting.
MARY WASHINGTON COLLEGE MATTERS
FEBRUARY MEETING OF BOARD
Mr. Black said that he had received a call from President Combs of Mary Washington,
requesting that the February meeting of the Board of Visitors be held on the 21st instead of the
14th, as bids on the new dormitory were due on the 19th. Dr. Combs desires approval of these bids
as soon as possible with the hope that the new building might be ready by the start of the 1953-54
session. After discussing the matter, a resolution was adopted empowering the Executive Committee
of the Board to accept the bids and award the contract, subject to approval by the Governor.
On motion the meeting was then adjourned.
Rector
Secretary
| Board of Visitors minutes January 9, 1953 | |