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Nonprofit Governance Reform
Over the past 3 years, nonprofit organizations have wrestled with the degree to which they should undertake the types of governance reforms that are mandated for SEC registered companies under the terms of the Sarbanes-Oxley Act (SOX). Common reasons for proceeding slowly, or not at all, were that SOX does not apply to nonprofits, and except in a handful of states, such as California, there have been no state law mandates for change. There are also practical considerations that militate against strict application of SOX in the non-profit context, including significant differences in the development and expectations for board members, focus on mission rather that profitability and the overlay of federal exempt organization rules.
As a consequence, management of some nonprofit institutions has resisted efforts to reform and have continued practices that arguably are inconsistent with trends prevalent in the for profit world. Recently, pressure to reevaluate and consider changes in corporate governance has come from a source that will directly affect the pocketbook of many large nonprofit organizations — the agencies that rate tax exempt debt. All three of the major rating agencies, Standard & Poor's, Moody's and Fitch-Ratings, have issued statements and/or revised their ratings criteria this year with respect to nonprofit corporate governance issues for health care institutions with rated debt. In their comments, they have specifically referenced reforms mandated by SOX for public companies as models, and indicated varying levels of expectation that issuers adopt these or similar governance measures.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
Judge Rules Shaquille O'Neal Will Face Securities Lawsuit for Promotion, Sale of NFTs
A federal district court in Miami, FL, has ruled that former National Basketball Association star Shaquille O'Neal will have to face a lawsuit over his promotion of unregistered securities in the form of cryptocurrency tokens and that he was a "seller" of these unregistered securities.
Why So Many Great Lawyers Stink at Business Development and What Law Firms Are Doing About It
Why is it that those who are best skilled at advocating for others are ill-equipped at advocating for their own skills and what to do about it?
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.
Blockchain Domains: New Developments for Brand Owners
Blockchain domain names offer decentralized alternatives to traditional DNS-based domain names, promising enhanced security, privacy and censorship resistance. However, these benefits come with significant challenges, particularly for brand owners seeking to protect their trademarks in these new digital spaces.