Disrupting Non-Profits -- Part II

 

Disrupting Non-Profits – Part II

Empowering Contributors: The Vital Role of a Content Contribution and Payment Policy for Nonprofits

In the dynamic landscape of nonprofit work, passion fuels purpose, and volunteers are the lifeblood of advocacy. It’s time for non-profits to assign value to the stories and pictures contributed by these volunteers, people impacted by your work, and donors that you use to “sell” your organization in marketing and fundraising publications and social media posts. If amateur college athletes have a right to be paid for the use of their images and stories in marketing their institutions, why not other people on whom you rely to frame your institutional narrative and define its impact for supporters?  Having a well-defined content contribution and payment policy is a strategic move toward living your organization’s values and fostering collaboration, transparency, and fair recognition.

Here's why every nonprofit should consider adopting such a policy:

1. Honoring Contributions:

At the heart of every nonprofit are the individuals who lend their time, expertise, and personal experiences to advance the cause. A clear policy that assigns a monetary value to these contributions signals that the organization honors these contributions and the people who make them, creating a culture of appreciation and respect.  Allowing each individual to choose whether to donate or accept payment for the content or images they allow the organization to use  accords everyone the dignity of both knowing the value assigned to their contribution and the freedom to choose to make it a gift.

2. Encouraging Diverse Voices:

A content contribution and payment policy encourages a diverse range of voices to participate in shaping the organization's narrative. By choosing to offer individuals compensation for their expertise, personal stories, or specialized knowledge, nonprofits open the door to a wealth of perspectives that might otherwise remain unheard. Not everyone can make gifts of their talent or their time.  Paying for content or formally recognizing the gift of content as an in-kind contribution assists the organization in assuring that its work is “authorized” by those directly impacted by the work.

3. Quality Content Creation:

Compensating contributors for their ideas and words , whether they are captured in  articles, blogs, or speeches, or offered as advice in a meeting, inherently promotes a commitment to quality. Individuals are more likely to invest time and effort in creating impactful content when they know their contributions are recognized and valued.

4. Transparency Builds Trust:

Adopting a payment policy adds a layer of transparency to the organization's operations. Contributors, volunteers, and stakeholders appreciate knowing the criteria for compensation, the approval process, and the budget considerations. This transparency builds trust and strengthens the organization's reputation.

5. Legal and Ethical Compliance:

A carefully crafted policy ensures that the organization remains compliant with legal and ethical standards. It sets clear boundaries for compensation, avoiding potential pitfalls related to labor laws, intellectual property, and regulatory requirements.

6. Strategic Budgeting:

Establishing a budget for acquiring intellectual property allows nonprofits to allocate resources strategically. This not only helps to fund fair compensation but also ensures financial sustainability by preventing unforeseen expenditures.

7. Empowering Decision-Makers:

Delegating the responsibility of approving agreements and compensation to a designated individual streamlines the decision-making process. This ensures consistency, efficiency, and adherence to the established budget and payment scale.

8. Mitigating Risks:

The policy serves as a proactive measure to mitigate potential risks associated with content creation and compensation. Clear guidelines help prevent misunderstandings, disputes, or legal complications, safeguarding the organization's reputation.  Coupling the policy with an approved licensing agreement and a uniform payment scheme to be signed by all individuals who agree to provide content or images further minimizes risks.

9. Reflecting Organizational Values:

A content contribution and payment policy is a tangible expression of the organization's values. It communicates to contributors, staff, and the community that the nonprofit is committed to fairness, inclusivity, and ethical practices.

For any nonprofit, adopting a content contribution and payment policy is a strategic investment in the people who make the organization and the nonprofit sector thrive. It empowers contributors, enhances organizational credibility, grounds the organization’s Diversity Equity and Inclusion (DEI) work, and ultimately contributes to the success of the nonprofit's mission. In short, the returns on "leading the market" by adopting such a policy and the licensing agreement necessary to implement it make it worth serious consideration by any organization currently "using" its donors and volunteers to sell the organization and convey its impact by sharing their stories and themselves.

Deeply Honored and Humbled

On Saturday, July 22, 2023, my Delegate, Betsy Carr, called to say that she wanted to come by my house to drop "something" off.  She appeared with a printed and framed copy of the resolution set out below passed by the House and Senate of Virginia last February.

I am so incredibly honored that the legislature would see fit to pass this very flattering resolution. Humbled that they would do so, and humbled by the fact that someone, like me, who sometimes holds herself out as knowing a bit about the Virginia legislature and its doings, would not have known about this until now.  An important lesson to go with the honor bestowed.  

Grateful for both the honor and the lesson! Thanks to Delegate Carr, Delegate Patrick Hope, Senator Adam Ebbin, Senator Emmett Hanger, and Senator Scott Surovell for being patrons of the Resolution.

HOUSE JOINT RESOLUTION NO. 718 Commending Claire Guthrie Gastañaga.

 

Agreed to by the House of Delegates, February 20, 2023 Agreed to by the Senate, February 22, 2023

 

WHEREAS, Claire Guthrie Gastañaga, an esteemed advocate for civil rights and liberties and the executive director of the American Civil Liberties Union of Virginia, retired in 2021 after nearly nine years in the role and decades of service to the Commonwealth; and

WHEREAS, Claire Gastañaga came to the American Civil Liberties Union (ACLU) of Virginia with a tenacious firebrand personality that is well-known at the General Assembly and a relentless energy for pursuing a fairer, more just, and more equitable Commonwealth that she has brought to every role, conversation, or debate; and

WHEREAS, under Claire Gastañaga’s leadership, the ACLU of Virginia expanded from a staff of six to a staff of more than 20 while its membership tripled, growing from 8,500 to more than 28,000 members; and

WHEREAS, the ACLU of Virginia’s accomplishments during Claire Gastañaga’s tenure included successful litigation for LGBTQIA rights, passage of laws protecting individuals’ privacy, and the publication of various reports examining the criminal justice system; and

WHEREAS, over her illustrious career, Claire Gastañaga has been a tireless and visionary advocate, consistently urging organizations and people in power to fight for bold policy changes and to use their platforms to better their communities; and

WHEREAS, Claire Gastañaga’s influence can be seen in many meaningful social movements over her decades of service, from the pursuit of marriage equality to the fight for a fundamental right to vote for all Virginians, and she has been honored by many organizations for her dedication to LGBTQIA rights and for her commitment to racial justice; and

WHEREAS, Claire Gastañaga has added immeasurable value and an untold number of accomplishments to the organizations she has supported, including Equality Virginia, the Virginia Coalition of Latino Organizations, and the Virginia Sexual and Domestic Violence Action Alliance; and

WHEREAS, throughout her professional life, Claire Gastañaga has been a trailblazer and an inspiration to women across the Commonwealth, holding roles previously only occupied by men and always using her position to bring greater awareness and dignity to the disparities that cut our communities across lines of race and gender; and

WHEREAS, Claire Gastañaga previously served as the chief of staff and special counsel to the Speaker of the House of Delegates and was the first female Chief Deputy Attorney General of the Commonwealth; and

WHEREAS, generations of state officials have benefited from Claire Gastañaga’s incomparable assistance and wise counsel, and her forceful advocacy has had a profound and positive impact on many lives throughout the Commonwealth; now, therefore, be it

RESOLVED by the House of Delegates, the Senate concurring, That the General Assembly hereby commend Claire Guthrie Gastañaga, a true embodiment of what it means to commit one’s life to serving the community and being an agent of change, on the occasion of her retirement; and, be it

RESOLVED FURTHER, That the Clerk of the House of Delegates prepare a copy of this resolution for presentation to Claire Guthrie Gastañaga as an expression of the General Assembly’s admiration and gratitude for her contributions to the Commonwealth and best wishes for a long and fulfilling retirement.

Starting A 501 C3 Nonprofit in Virginia-- Or Not ...

Launching a 501c3 Non-Profit in Virginia

Answers to Some Questions by Claire Guthrie Gastañaga[1]

 Should I start a new non-profit and, if so, what kind?

Before you start, look at this flow chart published by the Minnesota Council of Nonprofits and ask yourself if starting a non-profit is really necessary or are you able to pursue your goals by investing your time, talent and treasure in an existing organization?  Once you’ve asked yourself those questions, ask whether the organization is to be charitable, educational or scientific or a social welfare/advocacy organization. If the latter, you would want to organize as a 501c4 rather than as a 501c3 (that's a topic for another day).

 Is a  501c3 nonprofit a corporation?

A nonprofit is an organization first. It can be an unincorporated association but generally the first step is to form a corporation. That establishes some limits to individual liability. To form a corporation and do it in a way that means the IRS will affirm the organization’s status as a 501c3 tax-exempt non-profit organization, requires the organizer(s) to start with a clear purpose that will meet the definition of a public charity that is operated exclusively for an exempt purpose.

Here's how the IRS defines exempt purposes: “The exempt purposes set forth in Internal Revenue Code section 501(c)(3) are charitable, religious, educational, scientific, literary, testing for public safety, fostering national or international amateur sports competition, and the prevention of cruelty to children or animals.  The term charitable is used in its generally accepted legal sense and includes relief of the poor, the distressed, or the underprivileged; advancement of religion; advancement of education or science; erection or maintenance of public buildings, monuments, or works; lessening the burdens of government; lessening neighborhood tensions; eliminating prejudice and discrimination; defending human and civil rights secured by law; and combating community deterioration and juvenile delinquency.”

Once you have your exempt purpose clearly in mind and you’ve satisfied yourself that there is no better alternative, you are ready to develop and file articles of incorporation with the State Corporation Commission, write by-laws, ask the IRS for an employer tax ID number, and register with the Virginia Department of Agriculture and Consumer Services so you can solicit funds.  After that, you’ll want to file the paperwork to get the IRS to recognize your status as a tax-exempt 501c3 organization. 

 Can we raise funds before the IRS has recognized our tax-exempt status as a 501c3?

You can raise funds once you’ve got your paperwork in order and it is clear your organization is operated exclusively for an exempt purpose. Nonetheless, some donors who want to be able to take tax deductions for their contributions are hesitant to give before you’ve received your recognition letter from the IRS. This is particularly true of foundations. Note, however, that 86% of taxpayers now take the standard deduction and don't itemize, so they may not care about whether their contribution is tax deductible.

You should have an attorney review your paperwork before any filing with any state or federal agency. Dunlap Law, where I'm a partner, offers flat fee and subscription services for non-profits. Fill out the firm's Vital Signs Checkup to get started. The Greater Richmond Bar Foundation matches non-profits with pro bono attorneys. https://grbf.org

Who does the work when we first get the non-profit organized?

A start-up organization usually doesn’t have paid staff but rather has a board of directors that is responsible for both operating the organization (i.e., doing the staff work to provide services, etc.) and governing it.  This is called a “working board.” 

Sadly, at this stage, it is often difficult to do both jobs well, and the failure to address governance issues can keep the organization from ever gaining stability and outgrowing the start-up phase of the non-profit life cycle.

Can we hire paid staff?

The most important step toward becoming a mature organization is hiring staff to do the day-to-day work, allowing the board to focus on longer-term strategy and truly be purpose-driven.

 

Here is a link to a publication on the 6 competencies a non-profit executive director should have: https://boardsource.org/ceo-core-competencies/?utm_campaign=Resources&utm_content=221689229&utm_medium=social&utm_source=linkedin&hss_channel=lcp-30636

 

Can charitable 501c3 profits advocate for issues? Can they lobby legislators and executive branch officials for policy change directly or through their members?

YES! And YES!

But there are limits and requirements. Key resource: Bolder Advocacy, https://bolderadvocacy.org/advocacy-defined/

 

Resources

Handbook for Starting a Nonprofit

https://www.minnesotanonprofits.org/resources-tools/publication-detail/handbook-for-starting-a-successful-nonprofit

Alternatives to Starting a Nonprofit (flow chart)

https://www.minnesotanonprofits.org/resources-tools/starting-a-nonprofit/alternatives-to-starting-a-nonprofit

 Working Board vs. Governing Board

https://www.nmblstrategies.com/blog/key-differences-board-of-directors

 What’s the difference between a working board and a governing board?

https://www.youtube.com/watch?v=gtWIoQLbPAg

https://www.compasspoint.org/board-cafe/working-board-vs-governing-board

https://www.nonprofit-knowhow.com/blog/working-board-vs-governing-board

 Seven Life Cycles

https://www.gcn.org/articles/The-nonprofit-lifecycle-A-model-for-making-smart-decisions [take the quiz]

 Purpose-Driven Board Leadership

https://boardsource.org/research-critical-issues/purpose-driven-board-leadership/

https://ssir.org/articles/entry/the_four_principles_of_purpose_driven_board_leadership?utm_referrer=https%3A%2F%2Fboardsource.org%2F#

 

Legal perspective on Purpose-Driven Boards

https://nonprofitlawblog.com/boardsource-putting-purpose-first/

https://nonprofitlawblog.com/__purpose-driven-board-leadership/

https://nonprofitlawblog.com/more-on-purpose-driven-board-leadership/

 Board’s Role in Advocacy – Stand for Your Mission

https://standforyourmission.org/advocacy-your-board/

 

 

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[1] This blog is not intended as legal advice but is information offered for educational purposes.

 

Mass Surveillance Coming to Virginia

 

UPDATE: A coalition came together to defeat these two bills for this year. Congrats due to @JusticeFwdVA, @LegalAidJustice, @AFPVA, @VAstudentpower, @thcjusticenow, @ACLUVA, and @ActivateVA. 

These groups collaborated and their effective advocacy resulted in both the House and Senate bills being recommitted on Tuesday, February 22, 2023, to the respective Transportation Committees from whence they came. That means that this Flock-powered statewide mass surveillance legislation is dead in the Virginia General Assembly for this 2023 legislative session.  

But the issue of Flock spurred mass surveillance is alive and definitely well in Virginia.  Fairfax County Police say that they will deploy more than 2 dozen Flock powered ALPR's in the County in so-called "high crime" areas this spring.  Fairfax residents should get with their County Board representatives to call a halt to mass surveillance in their communities.  More info in this article that appeared in FFX Now.

Flock Driven Mass Surveillance Legislation

Two bills are close to passage in VA that would bring unlimited mass surveillance to the Commonwealth’s highways.

SB 1165 (Lewis, D)

HB 1437(Wiley, R)

This legislation would authorize a statewide mass surveillance system to be operated by the State Police using a private vendor to install hardware to collect data on motorists using permanently installed license plate readers on state highways.  It would also unleash similar local systems to be operated by local police.

The legislation has serious and significant implications for our privacy and for the increasing unregulated/unmonitored use of technolgy by law enforcement. It will expand the integration of mass amounts of personal information in private data bases accessible to law enforcement without a warrant under the Third Party doctrine exception to the Fourth Amendment.  

The proposals under consideration in Virginia would authorize statewide deployment of automated license plate readers (APLR) that will result in the collection of millions of records of innocent Virginians and people passing through the Commonwealth on our state highways.   The data that will be collected will be stored in a massive national database being built by a private vendor for at least 30 days which is 30 days too long.  And, the legislation allows sharing of any and all of the collected data for “law enforcement purposes” without any real restraints.   

Once these cameras are hooked up on state roads all over Virginia there will be nothing to keep State Police from monitoring the movements of innocent people, “just in case” as a part of an “active law enforcement investigation,” and using the AI built into the software to do predictive policing. 

There will be nothing to stop State Police and local law enforcement from choosing to monitor for “law enforcement purposes” 30 days of collected data points for everyone who has ever been charged with a crime or has more than a certain number of points on their license. 

This technology has the potential to become just another tool that drives disparate policing of people of color (along with ShotSpotter, Stingrays, red light and speed cameras). 

Plus, the millions and millions of records in the files will be subject to data breaches, even intentional, with only a $1000 civil penalty (enforced by whom?) and no criminal penalty for intentional misuse.

It is impossible to overstate how bad this legislation is. 

Here's what the folks at the National ACLU have to say about this national initiative:

“Unlike a targeted ALPR camera system that is designed to take pictures of license plates, check the plates against local hot lists, and then flush the data if there’s no hit, Flock is building a giant camera network that records people’s comings and goings across the nation, and then makes that data available for search by any of its law enforcement customers. Such a system provides even small-town sheriffs access to a sweeping and powerful mass-surveillance tool, and allows big actors like federal agencies and large urban police departments to access the comings and goings of vehicles in even the smallest of towns. And every new customer that buys and installs the company’s cameras extends Flock’s network, contributing to the creation of a centralized mass surveillance system of Orwellian scope. Motorola Solutions, a competitor to Flock, is pursuing a similar business model.”  

The fact is that, in other states, local police are encouraging homeowners associations and others to spend $2500 per camera to install these devices on private property and link them to their policing system. The data is added to the national database. The private vendors then gift the tech to the police departments (1 for every 5 installed by private property owners) to incentivize its deployment.

 And, if this doesn’t sound like “minority report” … I don’t know what does:

“Flock has captured photos of more than a billion vehicles in more than 1,200 U.S. cities across 40 states, and installed cameras in thousands of homeowners’ associations. The company raised $150 million in a July funding round led by Andreessen Horowitz, with a stated goal of reducing crime in America by 25% over the next three years by deterring and solving cases. There are no plans to rest at 25% — Flock’s mission is to“eliminate crime” entirely.” 

Moreover, even though Flock, the vendor proposing and lobbying for this legislation in Virginia, says its surveillance goal is to eliminate crime, there is little evidence that this kind of surveillance actually does reduce crime.  

And Electronic Future Foundation documents routine false hits that have led to police stops of Black people:

 “Like all machines, ALPRs make mistakes. And these mistakes can endanger people’s lives and physical safety. For example, an ALPR might erroneously conclude that a passing car’s license plate matches the plate of a car on a hotlist of stolen cars. This can lead police to stop the car and detain the motorists. As we know, these encounters can turn violent or even deadly, especially if those cars misidentified are being driven by Black motorists.  This isn’t a hypothetical scenario. Just last month, a false alert from an ALPR led police to stop a Black family, point guns at them, and force them to lie on their bellies in a parking lot—including their children, aged six and eight. Tragically, this is not the first time that police have aimed a gun at a Black motorist because of a false ALPR hit.”

The ACLU’s Report on Flock's public/private deployment makes clear that, although the legislation under consideration in Virginia seeks to limit the kind of data that it will authorize to be collected, the fact is that the Flock system collects more information than the legislation would now allow to be used. And, the reality is that a simple amendment to the legislation in the future could easily open up use of other data Flock tech would be collecting automatically if the current legislation passes:

"Already, the photos taken by Flock’s ALPR cameras capture more than just license plates; the photos are used to create what the company calls a searchable “Vehicle Fingerprint.” Using a “proprietary machine learning algorithm,” the company says, it gathers “vehicle make, type, color, license plate, state of the license plate, covered plates, missing plates, and unique features like roof racks and bumper stickers.” Presumably that would allow searches for all vehicles that include a particular political bumper sticker, enabling people to be targeted based on the exercise of their First Amendment-protected free expression rights."

ACLU-VA weighed in against the legislation this week:

"Automatic license plate readers have the potential to create permanent records of virtually everywhere any of us has driven, radically transforming the consequences of leaving home to pursue private life and opening up many opportunities for abuse. The tracking of people’s location constitutes a significant invasion of privacy, which can reveal many things about their lives, such as what friends, doctors, protests, political events, or churches a person may visit. In our society, it is a core principle that the government does not invade people’s privacy and collect information about citizens’ innocent activities just in case they do something wrong."

Finally, the Governor's Department of Planning and Budget says that this legislation has no "fiscal impact":

8. Fiscal Implications: It is anticipated that the proposed legislation will not have a fiscal impact on the Virginia Department of Transportation (VDOT) or the Department of State Police (VSP). Any potential fiscal impact on local law enforcement agencies cannot be determined at this time.

it is a mystery how there can be no fiscal impact from implementing a statewide system of license plate readers with associated databases and software AI unless Flock is paying for all of the equipment in this budget cycle expecting a windfall from necessary future payments for systems maintenance and data storage.  

There will be millions of pictures of license plates that have to be stored for 30 days (or longer than that based on a need for a “law enforcement investigation”).  

There will have to be some personnel assigned to ensure deletion of the data on a rolling basis every 30 days and ongoing monitoring to be sure that the limitations in the legislation are observed. 

How is this going to be "free"?

This feels like what happened with body cams.  The camera companies made the body cameras available to law enforcement for free or at heavily discounted prices, knowing that they would make a lot of money on data storage and manipulation once videos started uploading. The cost of body cam deployment has now become a real issue as will the cost of this new statewide system going forward. 

Flock is currently valued at $3.5 billion.  No way that valuation would exist if there wasn’t a big return expected on Flock’s loss leader investments in these massive national data collection and storage systems.

Virginia does not need to pass legislation that would further line Flock's coffers and do so by making a massive incursion into our ability to travel about the Commonwealth without being stalked by big brother government surveillance.

Disrupting Non-Profits -- Part 1 Compensating Board Members

 

By Claire Guthrie Gastañaga

If we are serious about non-profits being or becoming equitable and inclusive organizations, it is time to disrupt some of the traditional beliefs about how non-profits are governed or operated.

Let’s start with the accepted belief that every board member must be a volunteer … that non-profit board members may not be compensated. 

There is no law against paying non-profit board members to serve. Virginia non-stock corporation law says that "[u]nless the articles of incorporation or bylaws provide otherwise, the board of directors may fix the compensation of directors." The law also says such compensation must be "reasonable." 

So the requirement that directors serve without compensation is usually written into the organizational by-laws or articles of incorporation, not imposed by any outside legal mandate.  And, that means that the policy can be changed by the organization consistent with requirements for amending the by-laws or articles of incorporation.

Of course, there are costs associated with choosing to pay board members in addition to the amount of compensation you pay.  The most significant cost of choosing to pay board members is potential exposure of the individual and organization to financial liability.  Both the federal law and most state laws now give immunity to members of boards of non-profits but only if they are not compensated.  Compensating board members would mean needing to indemnify and insure against this liability.

In Virginia, for example, uncompensated directors have blanket immunity from civil suit related to their directorships.  Therefore, a decision to compensate non-profit board members in Virginia means that the immunity from damages would be limited to amounts over the amount of compensation received by the director in the 12 months preceding the act or omission resulting in liability. 

No one can dispute that there are also significant benefits to the organization that come from having people on the board who represent the communities that the organization serves -- people who don’t always have the independent means or paid time off from their work that allows them to donate their time to helping govern an organization. 

One principle of purpose-driven boards as articulated by BoardSource is that the organization’s “power and voice must be authorized by those impacted by the work.” It is difficult to know how this can be accomplished if those directly impacted are not able to serve on the board.

Boards of non-profits that are serious about expanding their boards beyond the traditional philanthropic model of individuals able to donate their “time, talent, and treasure” and include members of the communities they serve should be considering offering to pay people to serve on their boards (and reimburse reasonable expenses) so that people who are not financially able to donate their time can still choose to contribute.

Here’s an example of a model by-law provision that could allow a board of a Virginia organization to adopt a policy of compensating board members:

 Section __. Compensation

Directors may receive reasonable compensation for services rendered as members of the Board and may be reimbursed reasonable amounts for travel and other expenses incurred in attending to the affairs of the organization as authorized by the Board. Any policy authorizing such compensation and reimbursement of expenses shall be set forth in a resolution adopted by a majority vote of the Board that shall include an affirmative statement that the policy has been adopted after due consideration of the legal and policy issues raised by adopting such a policy including any limitation on immunity afforded by Section 8.01- 220.1:1 of the Code of Virginia or federal law.

Boards considering moving ahead with adopting such an admittedly disruptive policy should:

1)   Articulate why they are choosing to compensate board members and explain how doing so will benefit the organization.

 2)  Review all the implications of adopting this policy change with the organization’s legal counsel, accountants, and insurance agent to ensure that the board fully understands all the legal and policy implications of the change. Clarify whether a by-law change or restatement of the articles of incorporations is needed and, if so, what procedures must be followed to make such an amendment. Ask if the organization needs to add or revise policies indemnifying board members.  Review the impact of the change on the organization’s insurance.  An organization can insure against any increased exposure to liability. Remember that the federal and state statutes granting immunity were mostly adopted at a time when insurance companies were charging non-profits very high premiums and the immunity provisions were intended to reduce the financial cost of directors’ and officers’ liability policies. 

3)   Refrain from offering compensation or expense reimbursement only to some board members whom someone decides “need” the money. Don’t make board members “apply” to be compensated (asking for reimbursement requests/receipts is okay). Some board members will accept compensation or reimbursement, some will choose not to accept, and some will accept one or both and donate the funds received back (perhaps that could be their chosen meaningful contribution for the year).  Offering payment (compensation and/or expense reimbursement) to everyone preserves the dignity of everyone. Make sure that the compensation and reimbursement are reasonable. Make sure board members understand the tax and other legal implications of any compensation/reimbursement policy for both the organization and the individual board members (for example, what needs to go in a 990 and what doesn’t; how can payments be structured to avoid disqualifying a board member from public assistance programs; what are the tax consequences to the individual board member).

4)   Advertise that the board has a policy of compensating and reimbursing board members and note how it impacts those willing to step up and serve who are from more diverse backgrounds and lived experiences than your board members have historically brought to your organization.

Bottom line, equity and inclusion require changing some of the “accepted” ways of doing business if the organization is truly to be a purpose-driven organization led that is “authorized” by those impacted by their work. If the organization’s lawyers reflexively counsel against adopting a compensation policy, remember that the board’s job is to decide what policy is right for the organization (having weighed the legal and “business” risks) and the lawyer’s job is to advise how the desired policy can be implemented legally.

References:

Should Non-Profits Pay Board Members?

https://charitylawyerblog.com/2019/08/26/should-non-profits-pay-board-members/

Compensating Non-Profit Board Members

https://nonprofitlawblog.com/compensating-nonprofit-board-members/

Should Board Members of Non-Profit Organizations Be Compensated?

https://www.asaecenter.org/resources/articles/an_plus/2015/december/should-board-members-of-nonprofit-organizations-be-compensated

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