We seek to educate fellow business and nonprofit lawyers about recent nonprofit governance developments by providing an information resource through publications and programs. We attempt to influence the development of the law of nonprofit governance in a positive direction--based on empirical evidence, academic literature, and practical experience--by serving as a thought leader and recognized authority providing commentary on proposed legislation and regulations, model acts and model principles, draft uniform legislation, and sector trends. We seek to serve as a clearing house for ideas and a forum for interaction for attorneys active in various areas of legal practice who handle all aspects of nonprofit governance.
This Subcommittee was initiated at the Summer 2006 ABA meeting by what was then the Nonprofit Corporations (now Nonprofit Organizations) and Corporate Governance Committees in response to growing interest in nonprofit governance by both regulators and nonprofit sector leaders. This interest grew out of the Enron and WorldCom scandals on the business side and similar scandals in the nonprofit world, such as American University and United Way. The business scandals resulted in the Sarbanes-Oxley legislation, which has had both direct and indirect impact in the nonprofit sector. The nonprofit concerns started a process of state and federal regulatory responses that continue to affect nonprofit governance on a variety of fronts.
The Subcommittee held its first face-to-face meeting on March 16, 2007, in Washington, DC, at the Business Law Section Meeting. Among its first initiatives was to provide comments to the drafting Task Force on the Revised Model Nonprofit Corporation Act from a governance perspective.
The Subcommittee soon commenced a project collecting sample governance policies, particularly in regard to questions asked by the IRS in its then draft revised Form 990. This work is ongoing and the Subcommittee continues to seek sample governance policies for potential webhosting. Please contact the Sucommittee Co-Chairs if you are interested in participating in this project. The Subcommittee resulted in a program at the August 2008 ABA annual meeting in New York entitled "Government-Guide Good Governance? Nonprofit Governance Reforms Prompted by the New Form 990." A follow-up CLE program entitled "New IRS Form 990 Focus on Nonprofit Governance: Is Your Board Ready?" will be given by teleconference and live webstreaming on October 1, 2008.
