Nonprofit Governance

Description
Services
Representative Work

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

Articles

Resources

Description
Services
Representative Work

Real estate transactions are some of the most significant business decisions made by nonprofit leaders. Although for some nonprofits it simply represents a necessary operating expense, for others it signifies an investment that brings in additional revenue through either the sale or lease of property. In either case, real estate matters including leases, contracts, financing, and tax reduction, avoidance and abatement require the combined skills of a nonprofit attorney and a real estate lawyer.

Our knowledge and experience in each area supports our client’s ability to obtain good value, maximize the benefits of their tax-exempt status, and minimize their tax obligations on real property income, where applicable.

Leases/Licenses
Purchases, Sales, Mortgages
Real Property Tax Exemption
New York State Attorney General Approval of Real Estate Transactions
Guidance on proper corporate procedures to approve or reject a real estate transaction
Guidance on how to avoid conflicts of interest and self-dealing in real estate transactions

Obtained Attorney General aprroval on numerous multimillion dollar real estate transactions involving the sale of real property by churches and charities
Litigated governance issues that ultimately determined who controlled a charity that owned multimillion dollar pieces of real estate.
Obtained or reinstated real property tax exemptions for numerous charities
Negotiated leases and contracts of sale for clients
Sold property for noncharitable nonprofit organizations such as country clubs, social clubs and boating clubs and provided guidance on the proper disbursement of the funds to the membership