Caryn G. Pass

District of Columbia

Venable, LLP
600 Massachusetts Avenue, NW
Washington, DC 20001
United States

Tel: +1 202.344.8039

Email: cgpass@venable.com
Web: www.venable.com

Professional Biography

Caryn Pass has a nationwide practice advising independent schools in virtually every type of legal matter. Caryn’s philosophy is that effective legal counsel must be consistent with a school’s culture. Accordingly, she immerses herself in her clients’ operations, missions, and environments.  Caryn takes a proactive approach when assisting schools.  By identifying problems before they arise and assisting with the creation of a sound foundation, she places schools in the best possible position to respond to legal challenges.

Independent schools interact with many constituencies, including students, parents, employees, trustees, donors, alumni, neighbors, and vendors. Caryn helps to navigate these relationships by establishing policies, procedures, strategies, and best practices that promote positive working and learning environments, while limiting potential liability exposure.

Caryn is uniquely positioned to assist her school clients with a wide range of legal issues.  Her national practice, along with her diverse client base, allows her to track trends and provide schools with strategies in anticipation of the challenges ahead.  Her clients include small and large schools; parochial and non-parochial schools; well-established schools with large endowments and newly established institutions; boarding and day schools; and single-sex and co-ed institutions.

Caryn is also well known for her commitment to mentoring, supporting, and developing the next generation of independent school leadership and has provided extensive assistance in the creation of head of school transition plans and strategies. She guides trustees through the search for and selection of a school head and the negotiation of the head’s employment agreement, including the intermediate sanctions process, the collection of comparable data, and creating options for incentivizing and motivating the head of school.

Caryn’s comprehensive practice includes:

  • Drafting, reviewing, and revising documents used by independent schools, including teacher and faculty employment contracts, enrollment agreements, and agreements between schools and vendors. She counsels schools on the development of policies related to students, parents, employees, and trustees, and ensures due diligence and fiscal oversight by reviewing insurance policies and the adequacy of coverage
  • Assisting schools in navigating allegations of current and historical sexual abuse and misconduct, including advising on all steps of the investigation, communication, and disciplinary process, and establishing plans and strategies to support survivors and others impacted by such behavior
  • Working on the development and implementation of hiring policies that effectively ensure the recruitment and selection of the highest-quality faculty and staff. She also works with schools on wage and hour compliance, counsel and discipline of employees, family and medical leave management, performance evaluation design, termination of the employment relationship, and defense against wrongful termination claims. She advises schools in establishing and enforcing harassment prevention programs and in conducting investigations into allegations involving students, employees, and other members of the school community. She also counsels schools on student safety, welfare, and discipline issues; student and faculty handbooks; and a variety of day-to-day challenges facing independent schools
  • Working with trustees in designing and revising by-laws, ensuring charter and articles of Incorporation compliance, and developing governance policies and competencies. Her extensive experience in resolving conflicts and navigating disagreements among and between trustees, as well as between trustees and the head of school, has proved beneficial to all parties and invaluable to the health and welfare of the institution

Venable has been actively involved in the practice of education and school law for over 50 years. The firm represents a wide variety of educational institutions and handles virtually every kind of legal issue that can arise for independent and public schools offering pre-kindergarten through twelfth grade programs. We also represent private and public colleges, universities, and research institutions. Our education and school law attorneys are highly respected and are called upon to speak at state and national meetings on selected topics and offer in-house presentations.

Venable is acknowledged as the go-to law firm for all legal matters facing independent schools. Our nationally recognized Independent School Practice represents private pre-K through 12 schools throughout the country in virtually all legal issues confronting private educational institutions. School leadership faces many of the same challenges as corporations, as they seek to meet goals and objectives with ever-shrinking budgets. Operating with an interdisciplinary team approach, our school practice draws on the experience of nationally recognized attorneys throughout the firm in collaborative problem solving.

Venable’s nationally recognized Higher Education Practice attorneys draw on their experience to provide cost-effective, practical solutions to the challenges facing institutions of higher learning – counsel that is specifically designed for educational settings and consistent with the client institution’s mission.

Venable represents academic institutions of all sizes, denominations, and philosophies nationwide. Our experience and ability to understand the nuances that are specific to higher education enable us to develop strategies that foster the growth and sustainability of our clients.

Venable LLP is a nationally recognized U.S. law firm providing sophisticated legal and business counsel to corporations, nonprofit organizations, financial institutions, and high-growth companies across a broad spectrum of industries. Established more than a century ago, the firm has built a strong reputation for combining legal excellence with deep regulatory and industry insight, advising clients on complex transactional, litigation, and compliance matters. Venable is particularly known for its strength in highly regulated sectors, where strategic legal guidance and government-facing experience are critical to client success.

The firm operates from offices in major commercial and regulatory centers across the United States, including Washington, D.C., New York, Los Angeles, Chicago, San Francisco, Baltimore, and Miami. Its prominent presence in Washington, D.C. positions Venable at the intersection of business and government, enabling the firm to assist clients with federal regulatory issues, legislative developments, and enforcement matters alongside traditional legal services. This national platform allows the firm to represent clients ranging from multinational corporations and emerging businesses to trade associations, nonprofit institutions, and technology innovators.

Venable offers a full range of legal services encompassing corporate and transactional law, complex commercial litigation, intellectual property, advertising and marketing law, labor and employment, real estate, privacy and data security, government contracts, and regulatory compliance. The firm is widely recognized for its leading practices in advertising, privacy, and nonprofit law, as well as its ability to guide clients through evolving legal and regulatory landscapes while supporting long-term business growth and risk management objectives.

“Caryn is widely recommended for comprehensive independent school representation. Clients praise her ability to anticipate risk and craft practical policies, and peers note her leadership in navigating trustee disputes, head transitions, and allegations of misconduct.”
The Education Lawyers, 2025