International law firm Boies Schiller Flexner LLP has been retained to conduct an investigation into possible breaches of fiduciary duty and other misconduct by the officers and directors of the Latin School of Chicago (“Latin” or the “School”). The investigation is focused on the School’s handling of incidents of bullying, discrimination, and harassment, as well as its parental notification practices.
Under Illinois law, officers and directors (i.e., trustees) of non-profit educational institutions like Latin have fiduciary duties in the exact same way that officers and directors of for-profit public companies have to those institutions and their shareholders. These duties include the duties of care, loyalty, and obedience. If an officer or director violates his or her fiduciary duty, the institution itself is supposed to investigate and seek to remedy that violation.
When the institution fails to do so, under the General Not For Profit Corporation Act of 1986, “voting members” continue to enjoy the right to bring what is known as a derivative lawsuit. Under Latin’s bylaws, voting members include all “parents or guardians who have enrolled their child or children in the School or who have agreed in writing that their child (or children) shall matriculate at the School during the next succeeding school year.”
Boies Schiller Flexner was retained last year by a group of Latin families to investigate potential breaches of these duties by Latin’s trustees and officers, particularly in light of several highly-publicized incidents of bullying and discrimination. At the same time, those families noted an apparent loss in stature of Latin in the educational community, its reduced enrollment numbers, and the materially lower charitable giving to Latin—all of which may also be the result of breaches of trustees’ and officers’ duties.
If you are a Latin member who wants to know more about our investigation, or if you are a current or former Latin family or employee or otherwise have information about Latin that we should know about as part of our investigation, we can be contacted at Latin.Investigation@bsfllp.com.