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Replication of the Boards of Milton Hershey’s Non-Profit Entities

Robert Vowler

· Robert Vowler,Business Advisory,Board Governance

Why does Milton S. Hershey specify that the boards of his charitable entities be the same as the board of their common trustee, Hershey Trust Company?

Well, in 1909, Mr. Hershey created the Milton Hershey School in Hershey, Pennsylvania. He stipulated that the Hershey Trust Company, which he owned, be the trustee of the Trust he created to fund the School, (Milton Hershey School Trust). He further stipulated that the School have a board, called the Board of Managers.


Interestingly, in his 1909 Deed of Trust, he stated that the Board of Managers of the School be chosen “from and among” the board members of the trustee, Hershey Trust Company. And during his lifetime, and throughout most of the time since, the Board of Managers of the School and the Board of Directors of the Hershey Trust Company have been one and the same. So, the Board of Managers of the School can be a subset of, or the same as, the Board of Directors of the Hershey Trust Company.
The same arrangement holds true for the M.S. Hershey Foundation, which he created in 1935. His 1935 document, the Agreement of Trust, which created the M.S. Hershey Foundation, names the Hershey Trust Company trustee. He also directed that the Board of Managers of the M.S. Foundation be chosen “from and among” the Board of Directors of the trustee, Hershey Trust Company. So there again, the Board of Managers of the M.S. Foundation can be a subset of, or the same as, the Board of Directors of the Hershey Trust Company. Throughout his lifetime and much of the time since they were one and the same. Recently though, the Foundation board has been a subset of the Hershey Trust Company board.


Why did he do this?


Based on my 27 years of experience working in Hershey, the last 12 years of which I was the CEO of the Hershey Trust Company and a member of the board, I believe it was because he wanted there to be no miscommunication or differences of mission between the trustee, which holds the assets, and the operating entity which carries out the mission.

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