Category Archives: Fiduciary Duties

Here Comes the Arizona Benefit Corporation

Going into effect January 1, 2015, the Arizona benefit corporation statute will enable entrepreneurs to form a corporation unlike anything Arizona has seen before. Benefit corporations enable social entrepreneurs to create a corporate structure requiring the corporation to create a general public benefit. As with anything new, its details are untested and some confusion surrounds it. Below we dig into the statute and detail what you will and will not be able to do in 2015.Continue Reading

Diversions of Nonprofit Assets

The Washington Post has identified over 1,000 nonprofit organizations that have reported a “significant diversion” of assets. Its important to note that there are over 1,616,000 tax-exempt nonprofits in the U.S. today; thus, these filings represent less than 1% of tax-exempt nonprofits. It’s also interesting to note that a quick review of Arizona’s list includes only 21 organizations – most of which reported the diversions in a clear, transparent, and confidence inspiring manner.Continue Reading

Board Confidentiality – What Happens in the Board Room Stays in the Board Room

A cornerstone of corporate law is that a member of a  board of directors owes fiduciary duties to the corporation he or she serves. One of these fiduciary duties is the duty of loyalty. The duty of loyalty requires board members to act in the interest of the corporation and not in the directors’ own…Continue Reading