Category Archives: Uncategorized

Managing Conflicts of Interest

Whenever nonprofit directors, officers or staff members’ personal interests are impacted by their decision-making on behalf of the nonprofit, conflicts of interest can arise. All nonprofits encounter conflicts and all nonprofits need to understand effective conflict management.Continue Reading

When to Start a Nonprofit

We are used to hearing lots of folks – including yours truly – complain about the “nonprofit birth control” problem in this country. While it is true that too many nonprofits are formed for the wrong reasons – there are also many good reasons to form a new nonprofit. The trick is to learn to tell the difference. Continue Reading

403(b) Plans – Voluntary Correction Program Updated and Expanded

The IRS recently issued Rev. Proc. 2013-12 which updates its Employee Plans Compliance Resolution System. As anticipated, the new EPCRS allows plan sponsors to retroactively correct the failure to adopt a written plan document for a 403(b) plan by December 31, 2009.Continue Reading

Getting the Most out of Board Meetings by Kimberly Witherspoon

When Board members gather, what are ostensibly shared interests and goals may in fact consist of different or divergent underlying priorities making it difficult to reach consensus.  Here is a short list of proven tools to overcome differences and successfully accomplish the goals that will further the interests of your Board The Board Chair ShouldContinue Reading

Clarity at Last! Contributions to Charities’ Single Member LLCs are Deductible

The IRS has issued Notice 2012-52 advising taxpayers that if all other requirements for deductibility are met, contributions to domestic single-member limited liability companies that are wholly owned and controlled by a U.S. charity will be treated as a charitable contribution to a branch or division of that charity. Background. Charities frequently create single memberContinue Reading

E-mail Responses to Unanimous Written Consents, Legal At Last!

Under this definition of an electronic signature, responding yes or no in response to a question regarding whether a measure is approved suffices as an electronic signature for purposes of a unanimous written consent. This change makes it much easier to obtain approval of resolutions particularly with regard to time sensitive matters.Continue Reading

MOUs versus Contracts

Nonprofits tend to view MOUs as a kinder gentler way to document their intentions.  However, a contract is, at its core, an offer by one party to do something, an acceptance by the other party, and the promise to exchange something of value to seal the deal. Under this definition, the MOUs we see nonprofits create are almost always bare bones legal contracts.
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What to Look for in a Directors and Officers’ Insurance Policy

Choosing the right carrier and policy may not be as straightforward as it seems. Unlike general liability insurance where there is standard policy language, each insurance company writes its own specialized D&O Insurance policy.Continue Reading

Arizona’sTransaction Privilege Tax – How it Applies to Nonprofits

Non-profit organizations that are tax-exempt from federal and state income tax are not necessarily exempt from state and local taxes. In lieu of a sales tax, Arizona imposes a Transaction Privilege Tax (“TPT”) on seventeen separate business classifications. Certain tangible personal property and retail sales transactions are exempt from Arizona’s TPT.

The general rule is that sales made to churches, schools, and other non-profit organizations are taxed. However, under the Arizona Revised Statutes (“A.R.S.”) the following types of transactions are not subject to the State of Arizona’s Transaction Privilege Tax:Continue Reading

Our CEO is Retiring – Lets Merge!

While the need to replace a strong leader may open the door to merger discussions, at the end of the day, the decision to merge should stand on its own. The true hallmark of a merger’s success is an organization that can achieve a greater impact than its predecessors would have been able to achieve on their own.Continue Reading