General counsel urges regents to rely on code of conduct and fiduciary duties amid ‘extraordinary times’
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Summary
General Counsel John Peterson reviewed the regents’ code of conduct, framing it as the compass for governance during fiscal and public-policy pressures, and urged regents to use duty of care, loyalty and obedience while avoiding conflicts of interest.
General Counsel John Peterson delivered the Board of Regents’ annual review of the code of conduct on June 13, 2025, urging regents to use the policy’s principles as a “compass” during what he described as extraordinary and highly politicized times for higher education.
Peterson said the code of conduct is more than rules: if followed it can set a “tone at the top” and guide the board’s exercise of fiduciary duties — duty of care (how much to rely on experts and administration), duty of loyalty (avoid conflicts and appearances of conflicts), and duty of obedience (fidelity to law and the university mission). He recommended regents consult the office of general counsel on gray-area conflicts and stressed that the office is available to help.
Peterson noted the board governs a multi-billion-dollar enterprise and must weigh choices about institutional speech, budgets, compensation and athletics. He referenced recent national examples and urged regents to “stay true to core values” while exercising judgment over litigation, settlements and mission choices. He also confirmed that he reviewed regents’ financial disclosure forms and that filings were in compliance with the code of conduct.
Ending
Chair Mayeron and other regents publicly thanked Peterson and his staff for legal counsel and support. The board heard no requested changes to the code at this meeting; Peterson emphasized continuing availability of the office of general counsel for questions about conflicts or other compliance matters.