Higher Education & Institutional Counsel

When institutional leadership needs trusted judgment.

Governance, board advisory, and strategic counsel for university and college leadership — presidents, provosts, boards of trustees, and the offices that support them.

Higher education governance rarely announces itself as a legal problem until it already is one:

  • A governance question that needs to be resolved before it reaches the board
  • A leadership transition that exposes gaps in institutional policy or reporting structure
  • A decision that will be scrutinized by trustees, faculty governance, or the public
  • An organizational design that no longer matches how the institution actually operates
  • A matter requiring counsel independent of the general counsel's office
  • A strategic initiative that needs legal judgment built in from the start, not added after
  • Institutional governance and decision-making authority
  • Board and executive leadership credibility
  • Organizational stability through transitions
  • Faculty, staff, and community trust
  • The institution's ability to act decisively when it matters most

Addressing governance structure alongside the immediate decision is different from addressing the decision in isolation.

Institutions rarely fail because leadership makes the wrong call. They fail because the structure around the decision — who has authority, who needs to be consulted, how it gets documented and communicated — was never designed for the moment it now has to handle.

Higher education governance is unusual in this respect: authority is distributed across boards, presidents, provosts, faculty governance, and general counsel, often without a clear map of who decides what under pressure. Getting that structure right — informed by having worked inside institutional leadership, not only advised it from outside — is what makes a decision defensible months later, when it is reviewed by a board, a regulator, or the public.

An institution's compliance program is ultimately a matter of governance — how its board and executive leadership structure accountability, oversight, and decision-making before problems arise, not after. Recognized frameworks — including the U.S. Sentencing Guidelines' criteria for an effective compliance and ethics program — describe what an effective program should accomplish. Meeting it requires institutional judgment: designing a program that reflects how authority, responsibility, and risk actually move through the institution, rather than adopting a model built for somewhere else.

That judgment is informed by experience across the full lifecycle of a compliance program: designing and implementing programs within research universities, assessing and strengthening existing programs, and guiding institutions through investigations, corrective action, and organizational change. That breadth of experience — not only building programs, and not only responding when something has gone wrong — is what shapes the governance-focused counsel provided to institutional clients.

  • Governance structure and board advisory

  • Executive and senior leadership counsel

  • Policy development and institutional design

  • Organizational structure and decision-rights review

  • Strategic counsel for institutional initiatives

  • Leadership transition support

  • Coordination with in-house general counsel

Every engagement follows the same method — Assess, Prepare, Navigate — applied to institutional governance and leadership counsel:

  • Assess. An independent review of the governance question or decision, conducted apart from internal politics or assumptions.

  • Prepare. A strategy and structure built to hold up under scrutiny — from a board, faculty governance, or the public.

  • Navigate. Implementation coordinated with leadership and existing counsel, through to resolution.

When should outside counsel be engaged?

Generally, as early as possible — ideally before initial fact-gathering begins. Early engagement shapes the process itself, not just the outcome.

Does engaging outside counsel create discoverable records?

Whether it does turns on how the engagement is structured and how privilege is established from the outset — one of the first things worth getting right, not something to revisit later.

Can this remain privileged?

It depends heavily on how the engagement is structured from the outset — that's a question to work through together before work begins, not after.

How do you coordinate with our general counsel's office?

As an extension of, not a replacement for, in-house counsel — typically working directly with the general counsel's office throughout the matter.

If your institution is facing a matter that needs to be handled correctly from the outset, let's talk.

Every consultation is confidential.