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Governance

Arizona fiesta bowl
Governance

Lessons to be Learned From the Arizona Fiesta Bowl

Could one man really do that much damage to an Arizona institution as high profile and important as the Fiesta Bowl? More likely, the nonprofit scandal of the year was a group effort fueled by a dysfunctional board. The Fiesta Bowl board bears all the hallmarks of a board more interested in administering than governing the organization. Still, there are lessons to be learned from the Fiesta Bowl’s governance and oversight failures.

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April 8, 2011 No Comments
meeting
Governance

Memorializing Nonprofit Board and Committee Meetings

Because minutes hold such legal importance, it is necessary to make certain that every organization has a policy of recording minutes in such a way that ensures that the minutes accurately reflect the wishes and actions of the board of directors; however, all language which might be used to the company’s disadvantage in the future should be eliminated. Minutes should be worded in a way that is clear and concise and accurately conveys the meaning of the action taken.

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March 28, 2011 No Comments
Governance

Nonprofit Law Jargon Buster: What is Proxy Voting?

Proxy voting is legal mechanism for a member of a voting body to delegate his or her voting right to another member of the voting body. In the context of nonprofit corporations, voting bodies include the board of directors as well as voting members. Some nonprofit corporations rely on proxy voting because it allows directors or members who have confidence in the judgment of other directors or members to vote for them and allows the voting body to convene a quorum of votes when it is difficult for all members of the voting body to attend. In proxy speak, the individual delegating his or her voting authority is referred to as the principalÂť and the individual exercising the delegated voting authority is referred to as the proxyÂť for the principal.

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February 28, 2011 No Comments
nonprofit directors
Governance

Nonprofit Directors and Trustees – Should Board Service Pay?

Trustee compensation is a sensitive topic in the philanthropic world. Many people believe that board members should serve out of a sense of giving back to their community. However, the philanthropic world is diverse and there are many positions that require extraordinary talent and an extraordinary time commitment to lead them. Nonprofit organizations are also increasingly complex and subject to complex rules and that make significant demands on that talent. Increasingly, board members face the potential for liability if they fail to fully adhere to these complex and fast changing rules.

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February 18, 2011 No Comments
Nonprofit Lobbying
Governance

Nonprofit Lobbying – Yes You Can!

A common misconception among nonprofits is that they can’t lobby. In reality, this restriction applies only to private foundations, not public charities. Public charities are explicitly permitted to lobby so long as they adhere to limits.

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February 24, 2010 No Comments
liability of nonprofit directors and officers
Governance

Liability of Nonprofit Directors and Officers

In the last decade or so, directors and officers have faced an increased exposure to personal liability. While the bulk of legal actions have been against directors and officers of for profit corporations, judgments against and settlements by directors and officers of nonprofit corporations are increasing.

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December 13, 2009 No Comments
Great Nonprofit CEOs
Governance

Top 10 Smart Moves Great Nonprofit CEOs Make

Asks Forgiveness, Not Permission. I receive calls from nonprofit CEOs who are struggling with their boards. I am also asked by boards to intervene when there is a an issue with the CEO. What I have learned is that great CEOs do not overly confer with the Board. Instead, great CEOs understand that it is their job to implement the Board’s strategy within the scope of the strategy, policies, and budget the Board has set. Too much checking-inÂť can have the unintended consequence of inviting the board to micro-manage. Conversely, scribbling too far outside the lines of the board approved strategy, policies, and budget can get a CEO fired.

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October 23, 2009 No Comments
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