Nonprofit Governance

Effective governance is critical to nonprofit organizational health.  It is characterized by participation, accountability, transparency, and responsiveness.  Under federal and state law, officers and board members are fiduciaries and must act in accordance with their duties of care, loyalty, and obedience. 

Good governance includes strong financial oversight, and also requires the establishment and implementation of governance policies and procedures. We counsel our nonprofit clients on best practices in governance, and help board members understand their fiduciary duties so they can provide meaningful oversight to their organizations.

• Board Governance and Fiduciary Duties
• Drafting and revising Bylaws and other governance documents
• Drafting governance policies and committee charters
• Charity watchdog evaluations
• Legal Audits/Check-ups
• Board Negotiations and Disputes advice

• Assisted several New York not-for-profit corporations in updating their bylaws and governance policies to comply with the recent enactment of the Nonprofit Revitalization Act
• Successfully resolved compliance and governance issues for a large government-funded New York City cultural facility that was facing government scrutiny, helping them expand their programs and merge successfully with a sister nonprofit organization
•  Assist organizations in addressing issues arising from “Founder’s Syndrome,” including guiding Boards on resolutions of Founder issues, establishing proper oversight over their executive directors, and ensuring that staff concerns are addressed through robust whistleblower policy implementation.
• Provide new board member training on board governance and fiduciary duties
• Advise organizations on the relationship between board duties and members’ rights
• Conduct investigations initiated by whistleblower complaints or third parties