Sheppard Mullin

Sheppard Mullin represents educational organizations, including profit and not for profit universities (both traditional and on-line), public and private secondary schools, and vocational and technical schools. The range of services we provide includes corporate, real estate, environmental, and tax matters, and handling government investigations, employment, intellectual property, and other types of litigation.

We have participated in the early stage representation of for profit educational companies and taken them through early rounds of venture funding and liquidity funding. We assist these companies in acquiring or merging with other companies in the same industry, including working with the Department of Education and the Higher Learning Commission on Change of Control issues. Our interdisciplinary team has demonstrated the ability to take an idea and turn it into a profitable public company, including our recent representation of a leading provider of postsecondary education services from inception through its initial public offering.

For our on-line university clients, we create employment agreements and guidelines for the hiring and employment of employees in all 50 states of their on-line operations. We negotiate and draft employment agreements for senior executives of and draft and implement stock ownership plans at the early stages of their growth. In the operational arena, we handle labor and employment issues, establish and institute internet privacy and document retention policies, negotiate the leasing of real property, and structure and negotiate school management agreements, curriculum licenses, joint venture agreements, e-commerce contracts, and various types of financing. We perform all of the legal work necessary for a private company to convert to a public company and be listed on national securities exchanges, such as NYSE and NASDAQ.

We also advise not for profit public and private educational institutions on employment law and executive compensation, intellectual property litigation involving trademark and copyright protection, real estate and construction litigation, bond financings, creditors' rights, government contracts, tax and ERISA issues. We work with schools and educational organizations to obtain and preserve federally recognized tax-exempt status, as well as counseled them on "unrelated business taxable income," tax-exempt financing and fundraising, and other tax issues. We have also advised non profit educational institutions on legal issues in connection with their endowments.

Areas of Expertise

Financing

•  Venture capital and private equity financing
•  Business and strategic growth planning
•  Strategic planning for liquidity events
•  Stock equity and purchase plans
•  Initial and secondary public offerings
•  Going private transactions
•  Fund formation for vocational education 

Growth

•  Acquisition of schools and real estate
•  Leveraged recapitalizations
•  Mergers and acquisitions
•  Acquisition of assets of nonprofit schools by for profit schools

Government Investigations

•  Responses to state and federal agency inquiries
•  Defense of practices at issue in investigation
•  Preparation of witnesses for potential examination

Land Use and Real Estate

•  Permitting
•  Leasing
•  Purchase
•  Real estate finance
•  Due diligence for new facilities
•  Claims regarding construction defects

Employees

•  Employee manuals
•  Executive and employee incentive compensation plans
•  Executive compensation studies
•  Employment agreements
•  Labor audits
•  Class action litigation defense
•  Confidentiality notice and non-compete agreements

Risk Management

• Review directors and officers liability insurance policies and related insurance for public educational companies

SEC Compliance

•  1934 Act compliance
•  Formulation of board committees
•  Stockholders agreements
•  Registration rights agreements

Privacy and Regulatory Compliance

•  Internet privacy policies for on-line schools
•  Document retention policies
•  Compliance with the on-line educational requirements of the 50 states
•  Student privacy policies

Litigation

•  Constitutional/Statutory or regulatory issues
•  Discrimination
•  Equal Educational Opportunities Act
•  Title IX of the Federal Education Amendments of 1972
•  Americans with Disabilities Act
•  Individuals with Disabilities in Education Act
•  Appeals 

Intellectual Property

•  Patent, trademark and copyright prosecution
•  Intellectual property litigation

"As Sheppard Mullin continues to grow, it is important that we not lose sight of the need to recruit women, attorneys of color and others of diverse backgrounds."
-Guy Halgren, Chairman of the Executive Committee

At Sheppard Mullin, we make every effort to recruit the finest lawyers and nurture their talents. The firm recognizes the importance of diversity and the need to create a workplace of inclusion. We need ¿ and our clients demand ¿ a team of attorneys that is as diverse as our increasingly global client base. Achieving and maintaining diversity is key to great client service ¿ a core value of our firm. What distinguishes good intentions from results is a commitment by senior management to find the best attorneys possible coupled with the sincere belief that people with diverse backgrounds bring valuable attributes to the firm. At Sheppard Mullin, the Executive Committee, Diversity Committee, and the lawyers in each of our offices work hard to ensure that all attorneys who join our firm fit in seamlessly and are encouraged to succeed.

Members of our Diversity Committee include ethnically diverse attorneys and a representative from the firm's Executive Committee. Diversity Committee members have served on the Boards of the Anti-Defamation League, the Black Women Lawyers Foundation (Los Angeles), and the Charles Houston Bar Association (northern California). Women and minority attorneys participate on key committees of the Firm (Executive Committee; Compensation Committee; Diversity Committee; Recruiting Committee; Professional Personnel Committee; Associate Issues Committee). Four of the Firm's nine Office Administrative Partners are women, one of whom is African-American and another is multi-racial.

"Serving on the firm's Diversity Committee is one of the most important things I do. I firmly believe that we must be vigilant in our efforts to recruit talented women attorneys and attorneys of color. Our success in this area has a positive effect our firm's culture, practice and client relationships."
-Joan Story, Member Executive Committee and Diversity Committee

Below is a description of just some of our outreach efforts.

• The firm participates in and financially supports the California Minority Counsel Program and the ABA Minority Counsel Program, as well as several minority bar associations. These groups are dedicated to increasing access for and promoting and retaining minorities in the legal profession.
• The firm actively recruits law students of color, e.g., we participated in the National Black Law Students Association (NBLSA) of the Western Region job fair held at UCLA School of Law.
• Sheppard Mullin contributes to the Minority Corporate Counsel Association; California Women Lawyers; Queen's Bench; Black Women Lawyers Association of Los Angeles; and the National Black Law Students Association, among others.
• We actively participate with other major Los Angeles law firms in the Diversity Directors Roundtable, a group that is committed to promoting diversity in the legal profession and in our firms.
• The firm received the Law Firm Award from the Black Women Lawyers Association of Los Angeles Foundation for its strong commitment to the promotion of community and pro bono activities.
• Multicultural Law magazine named Sheppard, Mullin, Richter & Hampton LLP as one of "The 2011 Top 100 Law Firms for Diversity."
• Sheppard Mullin helped underwrite the production of a motion picture project entitled "Soul of Justice: The Life and Times of Thelton Henderson." The film chronicles the life of respected African-American jurist Thelton Henderson, a crusading civil rights litigator and role model.
• The firm signed the Bar Association of San Francisco's "No Glass Ceiling Initiative," BASF's "Minority Goals and Timetables," the New York County Lawyers' Association Diversity Statement, and the Los Angeles County Bar Association's Diversity Statement.

Much of our pro bono work relates to the diversity of the communities in which we practice; sample clients include:

• Constitutional Rights Foundation
• Domestic Violence Project, Los Angeles Bar Association
• Lawyers Committee for Civil Rights
• Task Force for the Women's Resource Fair, City of San Diego
• Tolerance Through Education Program, Beverly Hills Barristers Associations
• Violence Against Women Act Program, Legal Aid Foundation of Los Angeles

Awareness of diversity enables us to understand the value of differences. At Sheppard Mullin, we are committed to hiring top tier attorneys, without regard to race, ethnicity, gender or sexual orientation.