Articles

The Key Question: Whose Organization Is It?

Nonprofits come in many different shapes and sizes; they will be more effective if their governing instruments reflect the constituencies which must be represented to make them work

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Directors Often Fear Risks of Personal Liability

Board members face potential liability for their own actions in causing injury to others, or in breaching a fiduciary duty to the organization.

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Boards Should Assess Their Own Performance

Assessment can help improve board performance and transition ineffective members; the important thing is not worrying about doing it perfectly, but just doing it

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Conflict of Interest Policies Help Avoid Problems

In addition to protecting against embarrassment and loss of contributions, policies can provide protection against possible excess benefits tax violations

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Charities Consider Role for Audit Committee

Although Sarbanes-Oxley rules apply only to publicly traded businesses, nonprofits are beginning to look to its standards for "best practice" guidelines.

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Term Limits Are For Cowards

Arbitrary end of service assures that organizations lose some of their best talent

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Boards Should Build Diversity For Maximum Performance

Varied perspectives can improve fundamental management decisions

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Preparing Minutes of Board Meetings Is Usually More Art Than Science

Minutes document formal Board actions and provide collective journal of corporate history

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Charities Often Restructure to Protect Corporate Assets

Creation of a separate foundation to hold reserve assets provides protection and flexibility for new programs

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How to Prevent Piercing the Corporate Veil

Courts have frequently permitted creditors to impose liability on a parent organization for actions of a subsidiary when "fairness" requires the disregard of separate entities.

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LLCs Becoming Entity of Choice for Subsidiaries

Single member limited liability companies, as "disregarded entities," have instant exemption; joint venture LLCs may qualify if all members are charities

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The Lawyer on the Board: Playing a Dual Role

Both parties should understand the ethical limitations on the attorney’s conduct when wearing two hats in board deliberations.

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Barnes Audit Shows Board Failure to Act

Report shows personal acrimony, failure to follow approved policies, And failure to exercise basic oversight responsibilities in many years

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Spitzer Challenges Grasso’ Salary as “Objectively Unreasonable”And Obtained by Incomplete, Inaccurate, and Misleading Process

Head of NYSE compensation committee is also charged with breach of fiduciary duty for failing to advise Board on entire package

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Articles of Incorporation Establish Basic Form of Nonprofit Corporations

State laws and IRS require certain provisions; including additional terms is primarily a matter of style

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Bylaws Function as “Constitution” Of Nonprofit Corporations

Regulation of corporate governance demands as much care and thought as the Constitution of a country

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Charities Have New Opportunities, Responsibilities in Fundraising Under Pension Act

Fundraisers report surprising interest in IRA rollover, but won’t generally face new responsibilities until January

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Corporations Have Special Rules on Contributions

Many in-kind contributions may be deducted as ordinary business expenses; certain gifts of inventory qualify for enhanced deduction above cost basis.

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IRS Finalizes Regs Covering Sponsorship

Payments will be considered charitable contributions where there is no arrangement that the sponsor will receive 'any substantial return benefit in exchange for the payment'

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IRS Proposes Regulations for Travel Tours

Key to taxability of income is the amount of time participants spend on actual instruction and education

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April Webinar

IRS Form 990: Public Relations Opportunity or Trap for the Unwary?
Wednesday, April 8, 2026
1:30-3:00 PM ET

Because Form 990 tax information returns of nonprofits are instantly available on the Internet, we have said for many years that they can be an organization's most important public relations document.

They can also be traps that lead to confusion, serious adverse publicity, media inquiries, and governmental sanctions.

And, with more funders and potential donors using AI to read and analyze 990s, the stakes for getting this information right are even higher.

This session will view the full (long form) Form 990 on a line-by-line basis, pointing out things that will be important for a potential donor, a regulator, the media, an employee and the all-seeing AI. It will discuss the opportunities for using the Form to show the world that you are making a difference and utilizing best practices in governance and transparency in your operations.

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Nonprofit bylaw review

Don Kramer will review and comment on your own current or proposed bylaws

Do your Bylaws reflect the way you actually operate? Do they protect the interests of those who should be protected? Do they spell out clearly how to deal with governance issues? Or do they create uncertainty for those who have to implement them?

Most nonprofits don't spend a lot of time looking at their Bylaws until there is a question or a dispute. That's when you need bylaws that are clear and unambiguous, so your questions on how to proceed are already answered. That's when bad bylaws can lead to unnecessary controversies or even costly litigation. Nonprofit Issues editor Don Kramer will review your current or proposed Bylaws to see if they work for you.

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SAY THAT AGAIN?

February 16, 2026

I am always amazed at the ambiguity of the English language and how the same words can have different meanings to different people. It is important to realize in writing bylaws and other contracts.

I was reminded of that the other day when I wanted to get some money from the bank. I wanted enough actual currency that it would come in one of those pre-counted packages held together by a paper wrapping strip. I almost never go into a bank these days, and nobody there knows me personally.

I asked the teller for “a package of one hundred dollar bills.”

How much money had I asked for? What I could easily withdraw from my account with a tap of my bankcard on their little machine? Or an amount that might cause the teller to hit the silent hold-up alarm?

See our "Say That Again" collection

Special Report Available

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This report provides a rare inside view on barriers women face to selection and success that are particular to nonprofit organizations and makes specific recommendations on how to improve the gender ratio.
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Articles

Browse by Issue Date

The Key Question: Whose Organization Is It?

Directors Often Fear Risks of Personal Liability

Boards Should Assess Their Own Performance

Conflict of Interest Policies Help Avoid Problems

Charities Consider Role for Audit Committee

Term Limits Are For Cowards

Boards Should Build Diversity For Maximum Performance

Preparing Minutes of Board Meetings Is Usually More Art Than Science

Charities Often Restructure to Protect Corporate Assets

How to Prevent Piercing the Corporate Veil

LLCs Becoming Entity of Choice for Subsidiaries

The Lawyer on the Board: Playing a Dual Role

Barnes Audit Shows Board Failure to Act

Spitzer Challenges Grasso’ Salary as “Objectively Unreasonable”And Obtained by Incomplete, Inaccurate, and Misleading Process

Articles of Incorporation Establish Basic Form of Nonprofit Corporations

Bylaws Function as “Constitution” Of Nonprofit Corporations

Charities Have New Opportunities, Responsibilities in Fundraising Under Pension Act

Corporations Have Special Rules on Contributions

IRS Finalizes Regs Covering Sponsorship

IRS Proposes Regulations for Travel Tours