Dedicated to Clarifying and Improving the Law
Current Projects
Principles of the Law of Nonprofit Organizations
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Purpose:
This project aims to draft legal principles for the nonprofit sector, including principles relating to governance and to the duties of governing boards and individual fiduciaries.
ALI’s work on Principles of Corporate Governance was completed in 1994 and has since then been helpful and influential as corporate law has become more complicated and more controversial. 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 IRS, and of other players in a system of divided governance.
Status:
The Council approved the start of the project in 2000. A Tentative Draft of material on governance (Chapter 3) was approved by the membership over the course of two Annual Meetings, in 2007 and 2008. A Tentative Draft of the treatment of gifts (Chapter 4) was approved at the 2009 Annual Meeting. (Approval of a Tentative Draft is subject to the discussion at the Annual Meeting and to editorial prerogative.)
A draft of Chapter 1 on the relationship between the charity and the state was discussed by the Council in October 2009. The project continues with work on Chapter 6 on supervision and enforcement.
The full scope of the project is still under consideration but it is expected that the work will take several more years to complete.
Drafts:
Project participants can access electronic drafts using the link at the top of this page.
Products available for purchase can be viewed using the link below.
View the available products related to this project
Upcoming meetings
Joint Meetings
- Date: 02/20/2010
- Location: San Francisco, CA
- Click here to go to the meeting page.