Nonprofit Basics: Amending Nonprofit Corporation Bylaws
Internal Investigations for Nonprofits: A Means of Identifying and Addressing Misconduct Before the Regulators Come Calling
Nonprofit Basics: Designators, Members, Directors, Officers: The Who’s Who of Nonprofit Governance
Working Together: Tips for Ensuring A Compliant Relationship Between You and Your Hospice Board
Over the last ten years, we have seen a marked shift from the Delaware Chancery Court chipping away at corporate board member liability claims. In a number of seminal cases involving Boeing airplane crashes (In re the Boeing...more
At a first glance, it has to be recalled that in accordance with the Circular n° 781 dated 30 September 2016, the Luxembourg VAT authorities consider that the activity of a board member has an economic nature in relation to...more
An often overlooked and critical function of operating a successful business is sound corporate governance. But what is corporate governance? Generally stated, corporate governance encompasses the rules, mechanisms and...more
Under the California General Corporation Law, a board of directors can take action in two different ways - at a meeting or by unanimous written consent. See Cal. Corp. Code § 307. Over a decade ago, I posed the question of...more
Section 309 of the California Corporations Code specifies the standard of performance applicable to directors in performing their duties as directors of corporations organized under the California General Corporation Law. ...more
Nonprofit organizations in the US often ask how big their Board of Directors should be. Boards that are too small can fall short of their goals or stagnate, but Boards that are too big can quickly become unwieldly for...more
The Board of Directors is a key pipeline for resources for any US nonprofit organization. Most nonprofits do not pay Board members for their service, so organizations rely upon dedicated volunteers....more
Shares can be held of record by multiple owners in a variety of ways, including as fiduciaries, members of a partnership, joint tenants, tenants in common, spouses as community property, tenants by the entirety, voting...more
Welcome to EO Radio Show – Your Nonprofit Legal Resource. This episode covers legal aspects of amending the bylaws for a nonprofit corporation to change its governance, to update the bylaws for changes in the laws, or to...more
Welcome to EO Radio Show - Your Nonprofit Legal Resource, brought to you by the Exempt Organizations Group at Farella Braun + Martel. My name is Cynthia Rowland, and I'm a partner at Farella. I'm a business and tax lawyer...more
I recently came across Judge William Alsup's ruling in Carbon Crest, LLC v. Tencue Productions, LLC, 2022 U.S. Dist. LEXIS 66676. However, the first two sentences of the ruling left me baffled...more
In 2021, the Government of Canada proposed regulations that would change the director election process for certain corporations established under the Canada Business Corporations Act (CBCA). For more information with respect...more
Since the beginning of the Biden Administration, the Consumer Financial Protection Bureau (CFPB) has announced its intention to significantly increase its enforcement activity and expand its reach through aggressive...more
Virtual member meetings for New York State not-for-profit and religious corporations, which were originally allowed as an exceptional circumstance, are now permitted permanently. New York had temporarily modified its...more
When you join the board of a public company, you are making a long-term commitment that carries with it the risk of tarnishing your professional reputation if things go seriously wrong. You might also have to endure the...more
Corporate investigations can serve a variety of different purposes. From uncovering accounting fraud to responding to cybersecurity breaches and preparing for litigation, there are various circumstances in which corporate...more
In our second webinar, we will address: - Virtual board meetings - Satisfying duties of care and supervision in an all-remote environment - Financial reporting to the board - Accessing endowment funds: a map to the...more
In our first webinar, we will address: - Understanding what is possible with nonprofit advocacy - Identifying and avoiding political campaign intervention - Navigating permissible lobbying activities - Protests, civil...more
In this episode, Husch Blackwell's Meg Pekarske is joined by colleague Stephanie Kaiser for a rich conversation on what it means for a hospice board to carry out its fiduciary duties and how this relates to the role and...more
On August 31, 2020, the California State Assembly Banking and Finance Committee voted to give final legislative approval to Assembly Bill 979 (AB 979), allowing it to move forward to Governor Newsom for signature or veto on...more
Can management of a Delaware corporation block members of the board of directors from gaining access to the company’s privileged information? The Delaware Court of Chancery recently addressed this question in the ongoing...more
In this episode, the third of three building on Akin Gump’s annual Top 10 Topics for Directors report, partner Michelle Reed discusses the critical question of cybersecurity and the corporate world. Among the topics covered: ...more
In this episode, the second of three building on Akin Gump’s annual Top 10 Topics for Directors report, partner Lauren Leyden discusses the #MeToo movement and its impact on the corporate world. Among the topics covered: •...more