Bar Association and the American Society of Corporate Secretaries:
2002; $99.95 each (1–9 copies); $89.95 each (10–25
Governance and Management; editor-in-chief, Victor
Futter, managing editors, Judith A. Cion and George W. Overton;
717 pages; ISBN:1-59031-041-1.
Resources: A Companion to Nonprofit Governance, editor,
Victor Futter; 50 pages; ISBN:1-59031-042-X.
for Directors of Nonprofit Corporations, Committee on Nonprofit
Corporations; editors, George W. Overton and Jeannie Carmedelle
by Derek A. Flanagan, CPA
The New York Times published a special section covering
charitable organizations titled “Giving” and subtitled
“Unguarded Assets.” One of the lead articles began,
“America has the world’s biggest collection of
charities, but oversight of the nonprofit sector is parochial,
piecemeal, political and, at times, accidental.”
such a broad indictment of regulators and nonprofit leaders
seems unfair, no doubt some of the well-publicized scandals
of recent years point out the need for due care on the part
of board members and senior managers of nonprofit organizations.
Current attempts to adapt the Sarbanes-Oxley Act for the
nonprofit sector clearly represent a desire for increased
scrutiny on the part of nonprofit leaders.
individuals would be well served by reading either of two
publications. The first, Nonprofit Governance and Management,
is a collection of 45 chapters. Contributors include managers
of nonprofit organizations, as well as attorneys, accountants,
fundraising professionals, and other consultants serving
the nonprofit community. This updated and expanded edition
of the 1997 Nonprofit Governance: The Executive’s
Guide contains 20 chapters that are entirely new, six
with new authors, and the remaining 19 chapters have been
reviewed and updated.
this book would be useful for anyone involved in the oversight
of nonprofit organizations, it is invaluable to those new
to the sector, especially those at smaller organizations
that may have board members or executive staff with limited
nonprofit or corporate experience.
topics overlap, but this serves to reinforce understanding
of these issues. And although the writing quality is somewhat
uneven, which is probably unavoidable with 42 contributors,
on the whole the material is well written. Most organizations
will find that the vast majority of the topics apply to
them. The topics build on each other, providing the reader
with a well-rounded presentation of the issues involved.
breadth of the subject matter is impressive. Many organizations
may find the chapter titled “A Proposal Writing Short
Course” alone to be worth the price of the book. This
chapter takes the reader through the steps of one suggested
approach to the grantmaking process. The chapter on lobbying
and advocacy does a good job of presenting the basic dos
and don’ts. While readers will have to look elsewhere
for more detail on some subjects, this book is an excellent
resource on the basics (and then some), and will be a useful
reference for years to come.
chapters include useful exhibits. These include sample conflict-of-interest
policies and mission statements, best practices, and guidelines
for e-philanthropy. In addition, most chapters include a
bibliography or references to statutory authority or useful
websites. All references are organized by subject in the
companion volume Nonprofit Resources.
second book, the Guidebook for Directors of Nonprofit
Corporations, is intended to be just that: an aid to
directors of nonprofit organizations. This volume, written
by the Committee on Nonprofit Corporations of the American
Bar Association’s Business Law Section, covers many
of the general legal issues found in Nonprofit Governance
and Management. While the issues are covered in more
depth, the editors have designed the book primarily for
the lay reader, and it serves as a useful companion to Nonprofit
Governance and Management.
information in this guidebook will help directors gain an
overall understanding of the legal and regulatory issues
that affect their role. Topics include the duties and rights
of nonprofit corporation directors, employees (including
employment law), director liability, and the legal environment
of the nonprofit corporation. The chapter on liability covers
such areas as director indemnification, directors and officers
insurance, and statutory protection of directors. The chapter
on taxation sets forth the basics on federal tax issues
commonly encountered by nonprofit corporations. It covers
the basics of IRC section 501(c)(3) entities, including
the distinction between public charities and private foundations,
as well as IRS reporting requirements for contributions.
Organizations considering the establishment of for-profit
subsidiaries or joint ventures will find a chapter covering
the basics of that subject.
chapter includes a list of suggested questions for directors
to ask in order to apply that topic’s underlying issues
to their own organizations. Most chapters also have a checklist
that may prove useful in monitoring how the organization’s
staff are fulfilling their roles.
volume often reminds one of the size of the nonprofit sector.
In their preface, the editors state that the United States
has more than 1.5 million nonprofit organizations, with
aggregate annual revenues exceeding $750 billion, or about
15% percent of the nation’s gross national product.
Nonprofit organizations touch all of us in some manner,
and they perform an essential role in our society. Nonprofit
managers and board members have significant responsibilities
in the fulfillment of that role. These books can help those
individuals carry out their responsibilities.
A. Flanagan, CPA, is a manager with Lederer Levine
& Associates LLC, of Lyndhurst, N.J. He is a member of
the NYSSCPA’s Not-for-Profit Organizations Committee.