Request for Proposal: Outside General Counsel

REQUEST FOR PROPOSAL (RFP)

Outside General Counsel

Last Mile Health

24 School St.

Boston, MA 02186 USA

Last Mile Health has additional offices in: Ethiopia, Ghana, Liberia, Malawi, Sierra Leone, and Uganda

All proposals must be submitted to Ashima Thomas (athomas@lastmilehealth.org) by October 10, 2022. No proposals will be accepted via JazzHr.

OBJECTIVE

Last Mile Health (LMH) seeks a retained, outside General Counsel (GC) to serve as LMH’s principal legal advisor. GC will provide direct legal services or evaluate and refer to other firms on the non-exclusive set of issues identified below.

GC will report to the Chief Operating Officer (COO), but may also advise a wide range of other LMH leaders, including the Chair of the Board of Directors, Chief Executive Officer, Deputy COO, Managing Director of Finance, or others.

This is for a contract for services position and not an employment relationship with LMH. This contracted position is remote and US-based. 

ABOUT LAST MILE HEALTH

Last Mile Health (LMH) partners with governments to demonstrate that professionalized Community Health Workers (CHWs)–integrated into the primary healthcare system–can reduce mortality and morbidity rates in remote communities and contribute to the global effort to achieve universal health coverage (UHC). LMH’sprogram theory posits that the community health workforce can effectively manage and deliver high-quality primary care when they are skilled, supplied, supervised, salaried, and integrated within government-led health systems. LMH believes that CHWs must also be supported with strong information systems, smart policies, and financing. This workforce ultimately increases access to healthcare and health equity, improves health outcomes in rural and remote communities, and serves as the first line of defense against epidemics.

LMH began in Liberia’s remote, last mile communities and is now growing to support four countries in sub-Saharan Africa aiming to deploy 50,000 CHWs to serve 100 million patients. Across Ethiopia, Liberia, Malawi, and Sierra Leone, they partner with the government to strengthen health systems, upskill the health workforce, and deliver community-based care and treatment. This methodology supports their goal of expanding access to high-quality primary care within reach of people living in rural and remote communities. LMH’s research and advocacy efforts promote the adoption of best practices and policies in community health globally—from how to design and build national programs to how to pay for them. Over the next decade, LMH hopes to catalyze a critical mass of exemplary government-led community health systems, delivering quality primary care for last mile communities in low and middle income countries.

GENERAL COUNSEL SERVICES

LMH is accepting proposals to provide GC services. The GC would advise the COO and others on a wide range of legal issues facing LMH as a growing global non-governmental organization (NGO) with operations in seven countries, or identify other outside counsel as appropriate. LMH reserves the right to identify, independent of GC, other legal and paralegal services as needed and currently maintains counsel in many countries where the organization works.

The following are the types of legal services or deliverables that could be assigned, although this list is not exhaustive. 

• Manage complex, confidential, and sensitive matters. Support LMH with pragmatic legal advice and opinions on all strategic and operational decisions with a focus on identifying legal and compliance risks.
• Advise on tax and compliance regulations in 7 countries in which LMH operates and has legal entities in place. 
• Identify, interact with, or manage, as appropriate, local counsel outside of the U.S., ensuring value for money of external advisors.
• Advise COO and Deputy COO on a range of risk and compliance workstreams.
• Review a wide range of contracts and contracting material as needed, including LMH contracting templates (i.e., master services agreements), complex partnership agreements, procurement and vendor contracts, grant agreements, and memorandums of understanding. 
• Draft and negotiate significant or complex legal agreements.
• Advise to ensure LMH maintains federal and Massachusetts non-profit status and good standing, including filings and reports. 
• Monitor and engage in other issues of corporate governance, including structure and by-laws of board of directors, non-profit and corporate status in non-U.S. geographies, state and federal tax compliance, and establishment of new entities. 
• Advise on and execute sensitive human resources actions, including employment policies, investigations, compliance, disciplinary actions, terminations, and cases of discrimination.
• Other management, legal, and advisory services as needed. 

QUALIFICATIONS

• Significant general counsel experience in a range of complex, high-growth, global organizations, preferably with exposures in the non-profit and health sectors.
• Based in the United States; preference for firms with attorneys (direct employees or subs) (a) admitted to the Massachusetts bar and (b) experienced with or located in sub-saharan Africa.
• Experience with organizations that have managed complex contracts and revenue agreements, including bi-lateral and multilateral funding, USAID, cooperative agreements, and other governmental contracts and grants.
• Experience working with a Board of Directors and CEO.
• Substantive experience working in legal, risk, compliance and corporate governance.
• Experience advising organizations on U.S. employment law and managing associated risks.
• General knowledge of and experience with corporate regulatory requirements, such as corporate law, non-profit law, general U.S. corporation laws, 501(c) regulations, governance best practices, interpretation of bylaws, company articles and other governance documents and issues.

LMH strongly encourages proposals from women and minority-led firms. Additionally, LMH encourages proposals from firms that may not meet all experience requirements, but have solutions for meeting those needs.

PROPOSAL GUIDELINES

This RFP represents the requirements for an open and competitive process. Proposals will be accepted until October 10, 2022. Any proposals received after this date and time will not be accepted. All proposals should include:

• Description of experience or projects providing services identified.
• Evidence of relevant experience.
• For firms that are not able to provide all services or have all experience, a description of solutions for meeting those needs.
• Biographies for any attorneys likely to be assigned to LMH.
• Three relevant client references. Note: References will not be contacted until after an interview and not without explicit consent from the bidder.
• Detailed description of rates and relevant billing details, including ability to provide a detailed and itemized monthly bill. Please note availability and expectation around billable hours.
• Proof of insurance, including general and professional liability coverages.

Proposals must be submitted via email to: 

• Ashima Thomas | athomas@lastmilehealth.org
• Subject line: RFP - General Counsel

EVALUATION CRITERIA

LMH will evaluate proposals considering a variety of factors. A proposal that is non-responsive to any element may be eliminated from consideration. The evaluation will be based on an integrated assessment of the proposal, including but not limited to, the following:

• Experience and past performance
• Relevance of current clients
• Cost/ Fees