Substantive Change: Control, Structure or Organization
Prior HLC approval or notification may be required for certain changes at an institution that affect, or may affect, how corporate control, structure or organization occurs at an institution. This includes, but is not limited to, a change in ownership. See HLC’s Glossary for the definition of Change of Control, Structure or Organization.
When HLC Approval or Notification May Be Required
Certain types of transactions that require prior HLC approval or notification are described in HLC policy Change of Control, Structure or Organization (INST.G.20.010).
An institution contemplating a change that may qualify as a change of control, structure or organization should contact HLC as soon as possible. The institution should also review the Change of Control, Structure or Organization process and related policies in detail.
Related Policies
Change of Control, Structure or Organization (INST.G.20.010)
Processes for Seeking Approval of Change of Control, Structure or Organization (INST.G.20.020)
Monitoring Related to Change of Control, Structure or Organization (INST.G.20.030)
Accredited Change of Control Status (INST.G.20.040)
Peer Review and Decision Making
When prior HLC approval is required for a change of control, the institution submits an application for Change of Control, Structure or Organization. The application is reviewed through a Change of Control Evaluation conducted by HLC peer reviewers. The evaluation includes consultation with and support from HLC and may include external experts (such as transactional attorneys or corporate finance experts). The evaluation may include an on-site visit to the institution called a Change of Control Visit.
The peer reviewers who conduct the evaluation produce a Change of Control Report, which assesses whether the proposed Change of Control meets HLC requirements and whether any potential concerns are likely to arise related to HLC requirements following the Change of Control. The institution is given an opportunity to review the report and submit a response to HLC.
The Change of Control Report and, if applicable, institutional response are sent to HLC’s Board of Trustees for review and final action. The Board has sole decision-making authority regarding whether to approve or deny an application for Change of Control, Structure or Organization. See the Change of Control, Structure or Organization Process for more information.
Related Resource
