2023 NAAG/NASCO Annual Charities Conference

The National Association of Attorneys General (NAAG) and National Association of State Charities Officials (NASCO) are holding their 2023 Charities Conference virtually on October 11-12, 2023. The conference is unique in its targeting of attendees representing government regulators, nonprofits, and professional advisors. The cost of registration is $100. Register here through Monday, October 9.

Wednesday, October 11, from 12 to 5:15 pm ET is open to all attendees. Thursday, October 12, from 12 to 5 pm ET is reserved for the government regulators.

I’ll be presenting a session on Lessons in Nonprofit Governance from the Big (and Small) Screen. As a governance geek and a casual movie buff who watches over 150 films each year, I was thrilled to be asked to create and present on a fun session with important lessons that hopefully stick a little longer with the cultural references. For a taste of what the session’s moderator, Beth Short (NASCO President-Elect and Director of Outreach and Education, Ohio Attorney General’s Office) and I have planned, read my post from earlier this year: Nonprofits: 10 Lessons from “Ted Lasso” and “Succession”. Below is the description in the program:

What can we learn about good and not-so-good governance from popular shows and movies? With examples from Ted Lasso, Succession, and Star Wars, this session delves into governance topics including board composition, delegation and oversight, shared leadership models, the consideration of organizational values in meeting fiduciary duties, and conflicts of interest.

You can find the rest of the excellent agenda for October 11 here. Some highlights:

State of the Nonprofit Sector. Experienced sector presenters will provide a comprehensive overview of the charitable community today. This presentation will include an examination of the scale and scope of the charitable sector, offer data demonstrating external threats to the sustainability of the sector, and propose ideas for how state charity regulators and the sector can work together to protect and serve the public good.

Our friends at the National Council of Nonprofits are presenting this session. Recent must read reports from the National Council include Nonprofit Impact Matters and 2023 Nonprofit Workforce Survey Results: Communities Suffer as Nonprofit Workforce Shortage Crisis Continues.

Purpose-Driven Board Leadership. A new way of framing the nonprofit board member’s role, purpose- driven board leadership prioritizes the organization’s purpose and mission over the organization itself, acknowledging the unique charge of social sector organizations and their leadership. The “purpose- driven board” challenges its members to reimagine their most essential roles, focusing on equitable social outcomes, broad-based impacts, community representation, and inclusive listening. In this session, learn about the principles of purpose-driven board leadership and how those principles can help organizations accomplish their missions.

I’m particularly excited about this session developed by BoardSource, the leading nonprofit governance organization in the country and one I’m honored to serve as a board member. Dani Robbins, the organization’s brilliant Director of Governance Strategy, has a great session planned. For more on Purpose-Driven Board Leadership, see The Four Principles of Purpose-Driven Board Leadership (Anne Wallestad, Stanford Social Innovation Review); Purpose-Driven Board Leadership (BoardSource); and Purpose-Driven Board Leadership, Legally Speaking (Nonprofit Law Blog).

The Uses of Different Business Structures by Charities. Entity formation options for charities have grown increasingly complex. Today, charity leadership has a range of issues to consider when creating a new entity or program. This presentation will focus on some of the latest developments in what can be complex arrangements and structures within the sector.

I’ve been working with charities on several formation and collaboration models and am also seeing greater use of multiple structures. Nonprofit subsidiaries, for-profit subsidiaries, 501(c)(4) affiliates, nonprofit joint ventures, fiscal sponsorship, commercial coventures, limited liability companies, benefit corporations, and professional employer organizations are among the many types of structures that are being used, sometimes in combination and often with complex governance-related provisions. I look forward to learning more from Sharon Lincoln of Casner & Edwards about what they’re seeing.

In addition, there are a couple of important sessions from the state regulators on recent enforcement actions, outreach activities, and regulatory and legislative changes. And one key session for attorneys representing charities:

Ethical Representation When Interests Diverge. Sometimes the interests of the corporation and the interests of its principals don’t align. How should a lawyer representing the corporation address a conflict of interests between the corporate client and the directors who control the purse strings? What perils and pitfalls arise when a lawyer represents both the nonprofit and one or more of its principals? How should a lawyer representing the corporation address irreconcilable board disagreements? This ethics presentation will discuss the application of Rules of Professional Conduct 1.6-1.9 and 1.13 and apply them to real-world scenarios.