Principles of the Law of Nonprofit Organizations

The Institute’s work on Principles of Corporate Governance: Analysis and Recommendations was completed in 1994 and has since then been helpful and influential as corporate law has become more complicated and more controversial. This new project addresses the nonprofit sector, which holds and consumes vast economic resources and is crucial to addressing some of the nation’s and the world’s most important problems.

Nonprofit governance presents some issues and functions according to some principles that are little different from the issues and principles of the for-profit sector. But other facts about nonprofits—the need to recruit volunteer leadership that is often unpaid and the absence of shareholders as at least a hypothetical class of beneficiaries and plaintiffs—require imaginative and challenging doctrinal solutions. Also, as with corporate law’s tensions between federal and state (often Delaware) authority and among lawmaking institutions within a level of government (the SEC and the IRS, for example), nonprofit governance is often the responsibility of state attorneys general, of the U.S. Internal Revenue Service, and of other players in a system of divided governance.

The Discussion Draft covers the governance of nonprofits, including the duties of governing boards and individual fiduciaries.

Project Reporter and Advisers

Discussion and Other Annual Meeting Drafts

*Discussion Draft: Part II. Charities: Chapter 3. Governance

xl, 466 pp., 2006, Order Code 1PLNODD, $45.00-- order this item

* Official text not yet published.