Our 501(c)(3) nonprofit corporation reviews its bylaws annually. Prior to the proposed changes going to the membership, they are reviewed by the board of directors. The board forwards all proposals to the membership with recommendations for or against. A rationale is always provided for the board’s recommendation. Recently a member told me that the board should forward all proposals without any recommendation. Is this true?

If a nonprofit corporation dissolves and transfers/donates its net remaining assets to another charity, do the board members of the dissolving nonprofit get a tax deduction for the transfer/donation?

There is no reference to having an executive director in our bylaws. Our executive director is an independent contractor. Can she sign any legal documents on behalf of the corporation? Should legal counsel be sending her any legal documents for the corporation?

Our small 501(c)(3) nonprofit rural food bank has always opened our board meetings with prayer. At the last meeting our executive director (an appointed volunteer position) said we were in violation of our tax-exempt status by doing that. She also stated that we could no longer provide any religious guidance to our clientele on food issue days. Is she right?

Our Gem & Mineral Club initiated a president-elect position in 2008. The membership approved it and for two administrations all was fine. This last election a group of "unhappy members" presented a floor nomination for president. On the day of the election it was explained that there could not be a vote for president because he was voted in the previous year. This group is crying foul, saying that "they didn't know what president-elect meant" and the election was skewed because the definition wasn't given at the time of the nomination. Is there any merit to the complaint and is ignorance of the rules valid?