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Office of the General Counsel and Vice President

Introduction

Sarah Luke is General Counsel and Vice President of Governors State University. She serves as the institution’s chief legal advisor and provides legal counsel to foster sound decision-making in all areas of operation, instruction, research and administration.  Ms. Luke is committed to providing the highest quality legal services in a responsible, helpful and timely manner; to protecting and promoting the values and interests of the University, including compliance with its legal obligations; to minimizing legal risks and costs; and to addressing and resolving legal disputes.   

Ms. Luke is a graduate of the University of Michigan Law School. She is active in the National Association of College and University Attorneys, where she has given conference presentations covering a wide range of subjects pertinent to higher education law. In 2016, Ms. Luke received the Detroit Bar Association's Pro Bono Service Award for her volunteer work with the disenfranchised, a cause to which she remains steadfastly committed.

Role of the General Counsel and Vice President

  • Retains counsel to represent the University in litigation and administrative proceedings;
  • Provides legal and policy advice to the Board, the President, administrators and others;
  • Drafts and interprets policies;
  • Negotiates complex contracts on behalf of the University and reviews other contracts for legal and University requirements;
  • Supports the Office of the Provost in its dealings with academic labor unions;
  • Provides guidance and representation in complex personnel matters;
  • Reviews and drafts endowments and other gift agreements;
  • Assists the University in adjusting to new laws, regulations and judicial decisions;
  • Implements preventative law measures;
  • Provides legal support to the Governors State University Foundation;
  • Participates in University committees;
  • Serves as a resource for informed decision-making and creative problem-solving within the University.

The General Counsel and Vice President is not authorized to render personal legal advice to University employees or students.

Attorney Client Privilege

The attorney-client privilege is one of the oldest and most respected privileges. It prevents a lawyer from being compelled to testify against her/his client. The purpose underlying this privilege is to ensure that clients receive accurate and competent legal advice by encouraging full disclosure to their lawyer without fear that the information will be revealed to others. The privilege covers written and oral communications and protects both individual and institutional clients.  For the privilege to exist, the communication must be to, from, or with an attorney, and intended to be confidential. In addition, the communication must be for the purpose of requesting or receiving legal advice. Communications must be kept confidential for the privilege to apply.

Specific Situations Not Covered By the Attorney Client Privilege

    • Lawyer in the Room  Sometimes a lawyer is called upon to participate in activities that do not necessarily call for specific legal advice or representation. In those contexts, the attorney-client privilege may not apply. A meeting with legal counsel in attendance is not protected just because a lawyer is in the room.
      • Documents Given to an Attorney Documents do not automatically become privileged simply because they are given to or reviewed by an attorney. An existing, non-privileged document which is forwarded to an attorney does not then become privileged.
        • Correspondence with Copies to an Attorney  General correspondence does not become privileged because an attorney is listed among those receiving a copy or “blind” copy. 
          • Communications in the Presence of a Third Party   The privilege extends only to communications that the client intends to be confidential. Communications made in non-private settings, or in the presence of third persons unnecessary to accomplish the purpose for which the attorney was consulted, are not confidential and are not protected by the privilege.

          Attorney Work Product

          Attorney work-product includes documents, records, and the like that are compiled or produced at the request of counsel in anticipation of litigation. Privilege extends to attorney work product.

          GSU Employee Indemnification

          Under Illinois law, “[i]n the event that any civil proceeding is commenced against any State employee arising out of any act or omission occurring within the scope of the employee's State employment, the Attorney General shall, upon timely and appropriate notice to him by such employee, appear on behalf of such employee and defend the action" - 5 ILCS 350/2(a)

          Service of Process

          The Office of the General Counsel and Vice President is the university office designated to accept legal service on behalf of the University, the President, and the Board of Trustees. The Office of the General Counsel and Vice President will not accept service on behalf of individually named GSU employees; personal service of those individuals is required.

          Retention of Counsel

          The Office of the General Counsel and Vice President complies with the procurement laws of the State of Illinois. For information about Procurement and Business Services at Governors State, see http://www.govst.edu/admin/t_admin.aspx/.

          Signatory Authority

          The Board of Trustees has delegated authority to the President to execute all documents and sign all contracts on behalf of the University consistent with Board policies and the University’s best interests. 

          All agreements that commit the resources of the University or create obligations on behalf of the University are contracts, regardless of whether they are expressly titled “contract.” Titles of existing contracts include, but are not limited to, agreement, memorandum of understanding, memorandum of agreement, memorandum of intent, cooperative agreement, proposal, purchase order and notice of award. All of these types of documents, no matter what they are called, commit the resources of the University or create obligations on behalf of the University, and are therefore contracts.

          The President has delegated authority to specific university employees to enter into contracts on behalf of GSU. No GSU employee has the authority to enter into a contract on behalf of the University without an express delegation of authority, in writing, from the President.

          FAQ

          Q: My Department has been served with a lawsuit. What should I do?

          A: Contact the General Counsel and Vice President immediately. The University must respond to lawsuits within a specified time period after it has been served. Do not discuss the lawsuit or the actions leading up to the lawsuit with third parties, especially with the other side or the attorney representing the other side.

          Q: I’ve been personally named as a defendant in a lawsuit. I was only doing my job. Will the University defend me?

          A: GSU employees are eligible for indemnification under Illinois law if they are sued because of their good faith efforts to perform their jobs. An employee personally named as a defendant in a lawsuit should contact the General Counsel and Vice President immediately.

          Q: Does it matter if I have left University employment at the time I am sued?

          A: Your defense and indemnification depend on whether the conduct at issue occurred in the course and scope of your employment, not whether you continue to be employed by the University.

          Q: I’ve been served with a subpoena. What should I do?

          A: Contact the General Counsel and Vice President immediately. A subpoena is an order of the court. It may command you to appear at a specified date, time and location to testify; or, a subpoena may command you to produce certain documents. Do not ignore a subpoena. Failure to respond to a subpoena could result in you or the University being held in contempt of court.

          Q: What should I do if someone tries to serve me with a summons or complaint addressed to the University?

          A: You are not authorized to accept service on behalf of the University, the Board of Trustees, or the President. Refer the person who is attempting to serve you to the General Counsel and Vice President. If the Summons or other official document is addressed to you and relates to your University employment, then personal service is required and you can accept service. You should then immediately notify the General Counsel and Vice President so that an appropriate response can be made.  

           

          The narrative content of this web page is adapted from the websites of the Offices of the General Counsel at Wayne State University, the University of Michigan, and Rutgers University.



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