Quiet changing of the guard at Condé

There will be no “January surprise” at Condé Nast in 2012 — at least not one that was initiated at the whim of Chairman SI Newhouse, Jr.

As Forbes.com correctly pointed out just before the Thanksgiving break, there’s been an evolution under way inside the publisher of Vogue, Vanity Fair and the New Yorker.

The 84-year-old chairman, whose word was once the only one that mattered inside the glitzy magazine empire, has ceded power. It is hard to pinpoint exactly when it took place, but insiders say it has been over the past year.

“I think [Si] decided awhile back to make a smooth transition,” said one knowledgeable insider.

CEO Charles Townsend quietly acknowledged as much in a Q&A interview with the Wall Street Journal in April, although it was little noticed at the time. However, the flurry of recent initiatives on the digital front clearly didn’t come from the old guard.

At any rate, the new Condé Nast does not appear to be modeling itself in any way on rival Hearst Corp., where William Randolph Hearst decreed in the will unveiled after his death in 1951 that the company’s board of trustees — consisting of five family members and eight non-family members — would appoint non-family executives to run the corporation for the benefit of the family trust.

The trust itself is slated to be dissolved when the last grandchild who was alive when William Randolph Hearst was still around has died. One of the trustees, John R. “Bunky” Hearst, died earlier this month, and a second grandchild who was not on board of the trustees, Joanne Hearst Castro, recently died in Spain.

Despite those deaths, the trust is not expected to be forced to dissolve until sometime around 2040. The family members have gradually played less and less of a role inside the company since the death of the patriarch 60 years ago but still get paid tens of millions of dollars a year in dividends from the company.

Si’s small step back was nowhere near as dramatic. He and his brother, Donald Newhouse, still head the company and are the controlling board members. And there’s no chance at this point that control of the company will go beyond the family.

Although Townsend has said that he reports to a board of directors — a departure from his predecessor, Steve Florio, who only reported to Newhouse — it is not a traditional board of directors with outsiders.

“It’s a family board, it is not a real board of directors,” said one insider.

The Condé Nast “board” consists of patriarch Si, who is also chairman of the parent company, Advance Publications; heir apparent Steven Newhouse (pictured), who is head of Advance.net and Si’s nephew; and Jonathan Newhouse, a first cousin of Si often confused for a nephew since he is closer in age to the succeeding generation.