Can nonprofit board members be held personally liable?

 

“Can board members be personally liable for what happens in their homeschool group?”

Well…that’s really a legal question and I’m an accountant, not a lawyer, but here’s a recent news story about board members of a nonprofit nursing home. They were held personally liable for failing to do their “fiduciary duties.”

Court Holds Officers and Directors of Non-Profit Healthcare Facility Personally Liable to Creditors for Breach of Fiduciary Duty

The court ruled that the officers, specifically the nonprofit’s administrator and CFO, and board of directors were jointly and severally liable to creditors in the amount of $2.25 million.

What did they do wrong? It’s a long list:

  • breached their respective duties of care
  • did not keep adequate financial records
  • breaches of the duty of loyalty owed to the nonprofit through self-dealing
  • the board failed to remove an incompetent administrator and CFO
  • severely mismanaged the nonprofit, a nursing home
  • the administrator diverted grant funds that were provided by a community foundation
  • The CFO was found to have engaged in self-dealing

The author, attorney Robert Blaisdell concludes by saying,

“This case is significant because it exemplifies the trend of holding officers and directors of non-profit entities personally liable for breach of their fiduciary duty to the corporation.”

Did you get that? “Personally liable for breach of their fiduciary duties.” That means the board members must pay, from their own pocket, damages because they didn’t do their job as board members!

Don’t let this happen to you!

Know your duties as board members and do them.

 

Carol Topp, CPA

HomeschoolCPA.com

How Can Your Homeschool Group Feel Like a Community?

 

One of the best things about being in a homeschool group is the community of support you can receive. But do you know how to build a sense of community?

 

In this short podcast episode (15 minutes)  Carol Topp, the HomeschoolCPA, interviews homeschool leader Angela Weaver. Angela runs a large group in Lynchburg, Virginia and she shares her experience on many topics including:

  • Having a common vision
  • How to build a community
  • How a fundraiser for others can build community
  • A sample purpose statement
  • How the purpose statement gets acted out through activities
  • Are homeschoolers losing a sense of community?
  • What could happen if we don’t have a supportive community?

Angela had so much advice, that it takes three episodes and this is the third of three parts!

Here is more wisdom from Angela Weaver:
Boards, Burnout and Bylaws: Leadership Tips from a Homeschool Leader
What’s the Best Size for a Homeschool Group Board?

In the podcast Carol mentioned the I Am a Homeschool Group Leader Facebook Group. It is a closed group (meaning you have to request to join) of 530 homeschool leaders from across the USA. You can join us here: https://www.facebook.com/groups/72534255742/

Phone Consultation with Carol Topp, CPA

Do you have questions about leading your homeschool organization?

Carol Topp’s website, books and this podcast are a great way to learn the basics, but maybe you need advice specific to your group. Carol Topp, CPA can arrange a private phone consultations with you and your board members.

Phone Consultation: A pre-arranged phone call to discuss your questions. My most popular service for homeschool leaders. It’s like having your own homeschool expert CPA on the phone!

Cost: $75/hour to nonprofit organizations.

We can arrange a conference call so all your board members can call in from their own homes. The call can be recorded for those unable to attend.

Contact HomeschoolCPA, Carol Topp, CPA, to arrange a telephone consultation.

Click Here to request more information!

 

Carol Topp, CPA

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What’s the Best Size for a Homeschool Group Board?

 

Do you wonder if your homeschool group leadership team is too large or too small? What is the best size to be?

In this short podcast episode (17 minutes)  Carol Topp, the HomeschoolCPA, interviews homeschool leader Angela Weaver. Angela leads a large group in Lynchburg, Virginia and she shares advice on many topics including:

  • The perfect size of a board: large or small?
  • Having teams and committees plan events so the board isn’t doing everything
  • How to improve communication on a board
  • Having homeschool dads on the board
  • Is an odd number of board members essential?
  • What is the board president’s job? Is it to do everything?

Angela had so much experience, that it takes three episodes and this is the second of three parts!

Here is more wisdom from Angela Weaver:
Boards, Burnout and Bylaws: Leadership Tips from a Homeschool Leader

How Can Your Homeschool Group Feel Like a Community?

In the podcast Carol mentioned the I Am a Homeschool Group Leader Facebook Group. It is a closed group (meaning you have to request to join) of 530 homeschool leaders from across the USA. You can join us here: https://www.facebook.com/groups/72534255742/

Featured resource

Help your homeschool group get organized and run smoothly!

Author and homeschool advisor, Carol Topp, CPA, has created a Homeschool Organization Board Manual. It is a template to create a board member binder. It has:

  • A list of important documents to keep in your binder
  • Section dividers so you can organize the important papers
  • Tools to help you run your meetings smoothly including
  • A sample agenda that you can use over and over again
  • A calendar of board meetings

But this is more than just a few cover sheets for your binder. It is also a 55-page board training manual with helpful articles on:

  • Suggested Board Meeting Topic List
  • Board Duties
  • Job Descriptions for Board of Directors
  • What Belongs in the Bylaws?
  • Compensation and Benefits for Board Members
  • Best Financial Practices Checklist
  • How to Read and Understand Financial Statements
  • Developing a Child Protection Policy

Read more about the Homeschool Organization Board Manual

Carol Topp, CPA

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Boards, Burnout and Bylaws: Leadership Tips from a Homeschool Leader

 

Ever wish you could just sit down with another homeschool leader who understands you and your issues?

In this short podcast episode (15 minutes)  Carol Topp, the HomeschoolCPA, interviews homeschool leader Angela Weaver. Angela runs a large group in Lynchburg, Virginia and she shares insight into many topics including boards, burn out and bylaws. It will feel like you’re listening to a good friend.

Angela had so much wisdom, that it takes 3 episodes! Here are the following episodes:

What’s the Best Size for a Homeschool Group Board?

How Can Your Homeschool Group Feel Like a Community?

 

Carol and Angela belong to the  I Am a Homeschool Group Leader Facebook Group. It is a closed group (meaning you have to request to join) of 500+ homeschool leaders from across the USA (and maybe the globe soon!). You can join us here: https://www.facebook.com/groups/72534255742/

 

Featured resource

Homeschool Co-ops:
How to Start Them, Run Them and not Burn Out

Have you ever thought about starting a homeschool co-op? Are you afraid it will be too much work? Do you think you’ll have to do it all by yourself? Starting a homeschool co-op can be easy! This book Homeschool Co-ops: How to Start Them, Run Them and Not Burn Out will give you ideas, inspiration, tips, wisdom and the tools you need to start a homeschool co-op, run it and not burn out!

Click Here to request more information!

Carol Topp, CPA

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Is buying T-shirts from a board member a conflict of interest?

Homeschool Mom T-Shirt

Hi, we are wanting t-shirts for our homeschool group. One of our board members can make the t-shirts.

Is it a conflict of interest if she makes them? There would be a little profit made from what is charged to the members.

Would she be able to keep that profit or would it need to go back into the co-op so that there would be no benefit to her?

Thank you. Mary

 

Mary,

You asked if buying T-shirts from a board member is a conflict of interest. Yes it is a conflict of interests between her T-shirt business and her duty of loyalty to the homeschool group.But that does not mean she is forbidden to offer her t-shirt service to your group!

There is a practical, easy way to handle conflicts of interest.

When you discuss the T-shirts, the board member who could benefit from the sale should explain that she has a conflict of interest, leave the room, and not have a vote in the decision.

Your board should do its due diligence and get bids form at least two other T-shirt sellers and compare it to the board member’s offer. Then make a decision.

So, just because a board member has a conflict of interest, does not mean that you cannot buy T shirts from her, if she has the lowest bid.

And she gets to keep the profits because it’s her business doing the work.

 

If you have more questions about conflicts of interest you might find these books helpful:

It’s a template for you to create your own board manuals as a place to store important papers and policies.
Carol Topp, CPA

Should a Homeschool Nonprofit Let Members Vote?

 

Should your homeschool nonprofit group let its members vote? There are many nonprofit groups that do not give their members a vote, but some do! What are the pros and cons or each arrangement?

In this short podcast episode (12 minutes)  Carol Topp, the HomeschoolCPA, will share:

  • Is it okay to not allow members a vote?
  • Sample bylaws can be found at   HomeschoolCPA.com/Samples
  • Can a board chose its own replacements?
  • How can a board get input from the membership?

In the podcast Carol mentioned …

 

Homeschool Organization Board Manual

Sometimes current group leaders have none of the important paperwork for their organizations. Homeschool board members should keep all their organization’s important papers in a safe and accessible place. Usually, a 3-ring binder works well.

Author and homeschool advisor, Carol Topp, CPA, has created a Homeschool Organization Board Manual. It is a template to create a board member binder. It has:

  • A list of important documents to keep in your binder
  • Section dividers so you can organize the important papers
  • Tools to help you run your meetings smoothly including
  • A sample agenda that you can use over and over again
  • A calendar of board meetings

Click Here for more information!

Carol Topp, CPA

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Is our homeschool group required to have a president?

I recently purchased your ebook The IRS and Your Homeschool Organization. It is so helpful! I do have one question that I hope you can help me with. Are we required to have a president for our organization in Ohio? I see lots of websites saying that we do but not a word about it on any of the actual Ohio documents.

Thank you for your time.

Ashley

 

Dear Ashley,

You asked, “Are we required to have a president for our organization in Ohio. I see lots of websites saying that we do but not a word about it on any of the actual Ohio documents.”

Well, not everything that is a good idea is a codified into a law or specifically spelled out in a document! Like brushing your teeth  for example! 🙂

This document from the Ohio attorney general’s office is helpful.
Guide for Charity Board Members

It explains that there are duties and responsibilities for board members such as the duty of care, duty of management and duty of compliance with stated laws.

If you can execute those duties without a president, then you do not have to have a president. But it is nearly impossible to properly run a nonprofit without someone in the role of chair/president calling meetings, setting an agenda, running the meetings, providing oversight, etc.

So why not have a president (or chair)?

Of course, all the board members are expected to help run the organization. The president should not do it alone. The best board presidents I have served under were good at delegating, listening, and leading, but not doing everything themselves. The worst presidents or board chairs are those who decide everything themselves and try to control too much. They burn out and sometimes damage the group and its activities for a very long time.

There may be some back story and history (or even a dispute) to your question, so if you’d like I would be happy to arrange a phone consultation with you.

If your homeschool program would like to arrange a phone consultation with Carol Topp, CPA contact her here. She is happy to arrange a conference call and each persona can call in form heir own home or location. The conversation can be recorded for those unable to attend.

 

Carol Topp, CPA
HomeschoolCPA.com

Should my homeschool group tithe?

If we want to tithe on our income (from registration fees and donations) are there any restrictions, red tape, or regulations we should know about? Do you have advice or thoughts on tithing by a 501(c)(3) tax exempt organization?

Homeschool leader in Idaho

 

The only restrictions is that the purpose of recipient of your tithe must be in line with your exempt purposes (charitable, educational and religious for this particular group).

So you shouldn’t give any part of your tithe to a for-profit business or to a nonprofit whose mission is outside of your purpose as you indicated to the IRS when you applied for 501(c)(3) tax exempt status (say an animal shelter).

Most 501(c)(3)s do not tithe because they consider themselves as recipients or stewards of donations for their specific mission. But some organizations do tithe. My church, for example, budgets 13% of our income to missions. We consider that part of a tithe.

From a Biblical perspective, it’s unclear if nonprofits should tithe.

Here’s a blog post from a pro-life group LifeMatters Worldwide with food for thought:

Should your ministry give a portion of your budget to the Lord’s work? That sounds good, but isn’t 100 percent of your budget already dedicated to advancing the Kingdom to your particular target audience? If you believe that a nonprofit organization should give because God will bless you in a special way, why stop at 10 percent?

Your board should discuss these questions:

  • If you choose to tithe, where would you direct the funds?
  • Would you give to a church? That could be problematic.
  • Would you only give to other similar agencies? Donors who give to your nonprofit expect that 100 percent of their gift will be used to support your mission.
  • What if you choose an organization that your donors don’t believe in?
  • Would they quit supporting you if they knew that a portion of their gift ultimately supported another organization that they don’t like? Their reason for not liking the other organization doesn’t have to be doctrinal or philosophical. Maybe they don’t like the director, or maybe they simply aren’t interested in that particular cause.

The blog post writer concludes with this:

When a nonprofit decides to give to other nonprofits, in a sense they become mutual fund managers. You are deciding for your donors how to spend a portion of their gift that is not directly connected to your ministry. As a donor, I’m writing a check because I want to support the impact your organization is making. If I wanted to support the organization that you choose for me, I would give to them directly.

The biblical instructions about tithing and giving primarily apply to individuals. Business owners may choose to tithe their income, but a nonprofit ministry should not view giving from the same perspective.

There is one critical difference — nonprofit organizations don’t earn income, you are merely stewards of the gifts someone has entrusted to your care to accomplish your mission. When you look at nonprofit tithing from a donor’s perspective, it doesn’t make sense to give something away that isn’t really yours.

I think that will give your board something to discuss!

Carol Topp, CPA

 

Carol’s book Money Management in a Homeschool Organization  will help your homeschool organization create a budget and live by it!

 

How long do I need to keep these homeschool group records?

From the I Am a Homeschool Group Leader Facebook group (if you’re not a member yet request to join us. We’d love to have you!)

 

How does your group handle old financial records? What do you keep, what gets tossed and when?

When I began as treasurer, I received tons of files, receipts, bank statements, old insurance policies, order forms and the like. Our group is 30 years old. It’s a lot of stuff! Don’t want to toss anything that’s needed, but thinking that much of this is not necessary anymore.

Julie

 

I found some helpful lists of what to keep and for how long:

Document Retention for US Nonprofits: A Simple Guide

Document Retention Policies for Nonprofits

Both of these lists are for large nonprofits with employees, buildings, etc. so the lists are crazy long and overly detailed for most homeschool groups.

So I culled it down to this:

Keep these records permanently

  • Articles of Incorporation
  • Determination Letter from the IRS
  • IRS Tax Exempt Application Form 1023/1023-EZ
  • Employer Identification Number (EIN) from the IRS
  • Bylaws
  • IRS Information Returns, Form 990/990-EZ or 990-N
  • State Information returns or annual reports

Keep for 7 years

  • Financial statements (year-end)
  • Canceled checks
  • Bank Statements
  • Leases (5 years after lease ends)
  • Background checks
  • 1099-MISC  given to Independent Contractors
  • Employment Tax records (Form 941, W-2s etc)
  • Payroll records (although one list said to keep these permanently!)

Keep for 3-5 Years

  • Minutes of board meetings (although one list said to keep these permanently!)
  • Invoices
  • Reimbursements
  • Receipts of expenses
  • Insurance  policies

 

Where do you store these documents and papers? Most of the documents will probably be stored at the Treasurer’s and Secretary’s homes.

But the documents to be kept permanently should be stored in a board members’ binders and passed down to future board members. Each board member should have a copy of the important “Keep permanently” documents.

I have created a Homeschool Organization Board Manual. It is a template to create a board member binder. It has:

  • A list of important documents to keep in your binder
  • Section dividers so you can organize the important papers
  • Tools to help you run your meetings smoothly including
  • A sample agenda that you can use over and over again
  • A calendar of board meetings

What Does a Treasurer Do?

 

Do you think all a treasurer does is write checks? Their job involves a lot more that that! Carol Topp of HomeschoolCPA explains the tasks a treasurer does and why her position needs lots of oversight in this short podcast (14 minutes).

In the podcast Carol mentioned a list of Best Financial Practices for homeschool organizations. Find it at  http://HomeschoolCPA.com/Fraud

 

Carol Topp, CPA has written a book just for homeschool treasurers:

Money Management in a Homeschool Organization

  • Does your homeschool group manage their money well?
  • Do you have a budget and know where the money is spent?
  • Do you know how to prevent fraud?

This 115 page book will help you to open a checking account, establish a budget, prevent mistakes and fraud, use software to keep the books, prepare a financial statement and hire workers. Sample forms and examples of financial statements in clear English are provided.

 

Carol Topp, CPA

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