EO Radio Show – Details, episodes & analysis

Welcome to EO Radio Show—Your Nonprofit Legal Resource. I'm Cynthia Rowland, and today's episode introduces several critical compliance topics relevant to international grantmaking by U.S. public charities and private foundations. These are the antiterrorism rules, income tax withholding rules, and special rules for private foundations.

These "basics" episodes touch on the rules for U.S. charitable organizations that make grants to organizations or individuals not resident in the United States. Grantmakers need to be aware of a couple of general requirements, and private foundations also have an extra set of concerns to ensure that the expenditure outside the United States is not penalized as a taxable expenditure. The private foundation grantmakers also want to be sure that the expenditure does count towards its minimum distribution requirement. I'll start this series with an episode focused on introducing the Patriot Act rules that apply to all grants, international and domestic.

In the next episode of this series, I'll provide a brief overview of the income tax withholding rules that apply to payments for services that come into play when making a grant to an international organization that may provide some services in the United States.

The third installment of this series will focus specifically on the special private foundation rules, expenditure responsibility, equivalency determination, and other techniques used by private foundations that make grants to international organizations.

Show Notes:

Farella YouTube podcast channel

FINCEN Patriot Act Page

OFAC Search Tool

Anti-Terrorism Best Practices

Treasury's November 8, 2002 release of voluntary best practices guidelines for U.S.-based charities in avoiding terrorist financing. (For Treasury's Anti-Terrorist Financing Guidelines: Voluntary Best Practices for U.S.-based Charities, see Doc 2002-25472 (7 original pages) [PDF] or 2002 TNT 221-17)

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com.  Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show—Your Nonprofit Legal Resource. I'm Cynthia Rowland, and this is the fourth in a series of episodes in which we discuss fraud at nonprofit organizations with the expert insight of Sly Atayee, a director at the national accounting firm BDO USA and a certified fraud examiner.

In episode 94, we started with case studies of fraud at nonprofit organizations. Then, in episode 95, we discussed three immediate steps an organization can take to mitigate fraud risks. In episode 96, Sly walked us through several big-picture fraud prevention techniques for exempt organizations. Today, we wrap up the series with an "ask a certified fraud examiner" session to answer listener questions sent to our EORadioShow@fbm.com mailbox.

Show Notes:

Farella YouTube podcast channel

Sly Atayee, Director, BDO USA, Certified Fraud Examiner

ACFE - Overview of the fraud triangle: Fraud 101: What Is Fraud?

ACFE - Occupational Fraud 2024: A Report to the Nations

ACFE – Fraud Risk Management Tools

COSO Integrated Internal Control Framework Executive Summary

EO Radio Show #94: Fraud Risks at Nonprofit Organizations - Part 1

EO Radio Show #95: Steps Your Nonprofit Can Take to Mitigate Fraud Risks - Part 2

EO Radio Show #96: Fraud Prevention Techniques for Nonprofit Organizations - Part 3

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com.  Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. For the next few weeks, we refresh our earliest episodes on nonprofit basics. During these dog days of summer, it's a good time to bring back some of our early episodes that cover fundamental topics that nonprofit leaders and aspiring leaders need to understand. In this refresh of episode #2, Cynthia Rowland talks about some of the roles people play in nonprofit corporation governance. We're focused here mostly on nonprofit corporations, although nonprofits can be formed as charitable trusts. Let's go over the nonprofit governance positions first and then we'll circle back to how these concepts of governance apply in the trust structure.

Since this episode was first published in the summer of 2022, we've added the podcast to our YouTube channel, so listeners might want to look over the playlist on our channel that covers all the basics and also our broad coverage of the formation mechanics in 32 states. Take a look at the show notes for updated links.

Show Notes: 

New York Attorney General Publication on Nonprofit Director Responsibilities

Guidebook for Directors of Nonprofit Corporations, Third Edition

National Association of State Charity Officials Resources

EO Radio Show #84: Nonprofit Book Review: ABA Guidebook for Directors of Nonprofit Corporations

Farella YouTube podcast channel

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. For the next few weeks, we refresh several of the show's earliest episodes. During these dog days of summer, it's a good time to bring back some of our early episodes that cover fundamental topics that nonprofit leaders and aspiring leaders need to understand. In this week's refresh of my very first episode, I provide an overview of the choices of legal form for nonprofit organizations that are intended to be tax-exempt under U.S. law. Before we even get to the questions of tax exemption, charitable fundraising, regulatory compliance, governance, and the myriad legal issues that charity and foundation leaders need to think about, a basic understanding of the legal entity is really important.

Since this first episode, we've added the podcast to our YouTube channel, so listeners might want to look over the playlist on our channel that covers all the basics and also our broad coverage of the formation mechanics in 32 states.

Show Notes:

The ABCs of Nonprofits, Second Edition By Lisa Runquist

Delaware Model Certificates of Incorporation

Model Nonprofit Corporation Act, and states where adopted

Uniform Law Commission on Uniform Unincorporated Association Act status

EO Radio Show #84: Nonprofit Book Review: ABA Guidebook for Directors of Nonprofit Corporations

Farella YouTube podcast channel

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource.  In Episode 87, Cynthia Rowland covers the rules that apply to a new charitable organization that wants expedited review of its application for recognition of exempt status from the Internal Revenue Service.

The IRS expects to receive 135,000 to 140,000 determination requests in 2024, and most of those requests will take more than six months to be processed. In general, the IRS reviews applications in the order received. New organizations often need that determination letter in order to start fundraising, and six months or more is a serious damper on the ability to launch new entities.

This episode will cover the required procedures to follow if an organization wants the IRS to let it jump to the front of the line.

Show notes:

Expediting Exemption Application Processing: Where to Send Request

Addresses:

After an application has been filed, a written request for expedited processing must be sent to the following address:

Internal Revenue Service
P.O. Box 2508
Room 6403
Cincinnati, OH 45201

Express mail or a delivery service written request for expedited processing must be sent to the following address:

Internal Revenue Service
550 Main Street
Room 6403
Cincinnati, OH 45202

You may fax your request to 855-204-6184.

Instructions for Form 1023 EZ

Farella YouTube nonprofit state filings playlist

Farella YouTube nonprofit governance playlist

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com. 

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. This is the 13th in a series of "Quick Tip" episodes focusing on the details of state registration of nonprofit corporations.

In an earlier episode, we addressed filing in Delaware and California, which are the most frequently used by our clients, most of whom have a connection with California. Other episodes have focused on the state filing requirements in Nevada and Arizona, Washington State and Oregon, Alaska and Hawaii, New York and New Jersey, Massachusetts and Connecticut, Maine and Vermont, Rhode Island and New Hampshire, Florida and Louisiana, North Carolina and South Carolina, Kentucky and Tennessee, and most recently, Oklahoma and Texas. 

Today, with Joe Hilliard's help, we examine the basic state filing requirements for nonprofit corporations operating in New Mexico and Utah.

You can find all the prior episodes on our website or the Farella YouTube Channel, where there is a playlist just for state filing requirements. In future episodes, we'll work our way through the rest of the states.

Show Notes:

Farella YouTube podcast channel

New Mexico:

New Mexico Secretary of State Corporations and Business Services page: https://portal.sos.state.nm.us/BFS/online/

New Mexico Business Services Front page: https://www.sos.nm.gov/business-services/start-a-business/

New Mexico Current Entity Search: https://portal.sos.state.nm.us/BFS/online/CorporationBusinessSearch

New Mexico Current Director/Officer Search: https://portal.sos.state.nm.us/BFS/online/CorporationBusinessSearch/OfficersOrDirectorsOrRAgentSearch

New Mexico Business Services FAQ: https://www.sos.nm.gov/business-services/limited-liability-and-corporation-faqs/

New Mexico New Business Tips FAQ: https://www.sos.nm.gov/steps-to-starting-a-business/

New Mexico Domestic Nonprofit Articles of Incorporation: https://www.sos.nm.gov/business-services/start-a-business/domestic-nm-non-profit-corporation/

New Mexico Foreign Nonprofit Corporation Application for Authority: https://www.sos.nm.gov/business-services/start-a-business/foreign-non-profit-corporation/

New Mexico Department of Justice Charitable Organizations FAQ: https://nmag.gov/charities/

New Mexico Department of Justice Charitable Organizations Registrar: https://secure.nmag.gov/coros/

New Mexico Taxation & Revenue page: https://www.tax.newmexico.gov/

New Mexico Taxation & Revenue FAQ: https://www.tax.newmexico.gov/businesses/

Utah:

Utah Division of Corporations main page: https://corporations.utah.gov/

Utah's current entity database: https://secure.utah.gov/bes/index.html

Utah Division of Corporations Contact page: https://corporations.utah.gov/contact/

Utah Division of Corporations Articles FAQ: https://corporations.utah.gov/business-entities/preparing-articles/

Utah Division of Corporations Domestic Nonprofit Organizations page: https://corporations.utah.gov/domestic-non-profit-corporation/

Utah Division of Corporations Domestic Nonprofit Articles form: https://corporations.utah.gov/wp-content/uploads/2023/04/incnonprofit.pdf

Utah Division of Corporations Domestic Nonprofit Articles Guide Sheet: https://corporations.utah.gov/wp-content/uploads/2021/09/howtoincnonprofit.pdf

Utah Division of Corporations Foreign Nonprofit Organizations page: https://corporations.utah.gov/business-entities/foreign-non-profit-corporation/

Utah Division of Corporations Foreign Nonprofit Articles: https://corporations.utah.gov/wp-content/uploads/2021/10/certauth.pdf

Utah Division of Corporations Annual Report filing page: https://secure.utah.gov/abr/login.html

Utah Division of Corporations Processing Times: https://corporations.utah.gov/2024/05/02/the-division-is-currently-processing/

Utah Division of Consumer Protection Charities page: hhttps://dcp.utah.gov/for-businesses/charities/

Utah State Tax Commission home page: https://incometax.utah.gov/

Utah State Tax Commission Registration for Sales Tax Exemption: https://tax.utah.gov/forms/current/tc-160.pdf

Utah State Tax Commission Registration for Corporate Tax Exemption: https://tax.utah.gov/forms/current/tc-161.pdf

Utah Nonprofits Association Guide to Nonprofits 2023 (while outdated for charity registrations, this is still a good resource): https://www.utahnonprofits.org/assets/pdf/UNA_Guide_to_Starting_a_Nonprofit_2023/

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. In episode 85, Cynthia Rowland addresses the steps needed when a charitable organization has its tax-exempt status revoked by the IRS for failure to file the required information returns, that is, form 990, 990PF, 990 EZ, or the postcard return for very small charities, 990-N.

Often, charities fall out of compliance not just with the IRS but also with the state regulators, which may include the state income tax filing requirements, charity registry filings, and Secretary of State annual or bi-annual filings.

Today, she discusses the road to recovery for an organization that wants to get back on track.

Show Notes:

Farella YouTube podcast channel

IRS website on Reinstatement

Revenue Procedure 2014-11 (PDF explains the four procedures an organization may use to apply for reinstatement)

IRS Exemption forms: Form 1023, Form 1023-EZ, Form 1024 or Form 1024-A

Additional IRS information

• Annual Reporting and Filing
• Online course - Applying for Section 501(c)(3) Status - An Overview  (37 minutes)
• Revoked? Reinstated? Learn more

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com. 

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. In today's episode, Cynthia Rowland's guest is Bill Boyd, one of the editors, along with Lisa Runquist, of the newly published fourth edition of the American Bar Association's Guidebook for Directors of Nonprofit Corporations. The guidebook is a useful and valuable reference that provides directors with an overall understanding of their roles and duties. The updated edition addresses general legal principles and areas of broad concern to assist the directors and the organization in obtaining the information they need to run effectively. The guidebook includes user-friendly charts, checklists, and more.

Show Notes:

Bill Boyd, Partner, Nyemaster Goode (bio and publications)

ABA Guidebook for Directors of Nonprofit Corporations

EO Radio Show playlists:

• Nonprofit Governance
• Nonprofit Hot Topics
• Nonprofit Basics

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com. 

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. This is the 12th in a series of "Quick Tip" episodes focusing on the details of state registration of nonprofit corporations. In previous episodes, we addressed filing in Delaware and California, which are the most frequently used by our clients, most of whom have a connection with California. Other episodes have focused on the state filings in Nevada and Arizona, Washington State and Oregon, Alaska and Hawaii, New York and New Jersey, Massachusetts and Connecticut, Maine and Vermont, Rhode Island and New Hampshire, Florida and Louisiana, North Carolina and South Carolina, and most recently Kentucky and Tennessee.

Today, with Joe Hilliard's help, we examine the basic state filing requirements for nonprofit corporations operating in Oklahoma and Texas.

You can find all the prior episodes on our website or the Farella YouTube Channel, where there is a playlist just for state filing requirements episodes. In future episodes, we'll work our way through the rest of the states.

Show Notes:

Farella YouTube podcast channel

EO Radio Show #2: Nonprofit Basics: Designators, Members, Directors, Officers: The Who's Who of Nonprofit Governance

Oklahoma:

Oklahoma Secretary of Business Services page: https://www.sos.ok.gov/business/default.aspx

Oklahoma Business Entity FAQ: https://www.sos.ok.gov/business/faq.aspx

Oklahoma Current Entity Search: https://www.sos.ok.gov/corp/corpInquiryFind.aspx

Oklahoma Fee Schedule: https://www.sos.ok.gov/business/fees.aspx

Oklahoma Online Filing Library: https://www.sos.ok.gov/corp/filing.aspx

Oklahoma Downloadable Business Forms Library: https://www.sos.ok.gov/business/forms.aspx

Oklahoma Not for profit Certificate  of Incorporation: https://www.sos.ok.gov/forms/Fm0008.PDF

Oklahoma Certificate of Qualification (Foreign Corporation) Form: https://www.sos.ok.gov/forms/Fm0012.PDF

Oklahoma online processing time: https://oklahoma.gov/business/launch/register-your-business.html

Oklahoma Secretary of State Charitable Organizations Page: https://www.sos.ok.gov/charity/Default.aspx

Oklahoma Secretary of State Charitable Organizations Forms: https://www.sos.ok.gov/charity/forms.aspx

Oklahoma Charitable Organization Registration Form: https://www.sos.ok.gov/forms/Fm0101.PDF

Oklahoma Tax Commission: https://oklahoma.gov/tax.html

Oklahoma Sales Tax Exemption form: https://oklahoma.gov/content/dam/ok/en/tax/documents/forms/businesses/general/Packet-E.pdf

Texas:

Texas Secretary of State business services page: https://www.sos.state.tx.us/corp/index.shtml

Texas SOSDirect Portal: https://www.sos.state.tx.us/corp/sosda/index.shtml

Texas current entity database: https://www.sos.state.tx.us/corp/sosda/index.shtml

Texas Secretary of State Nonprofit Organizations Page: https://www.sos.state.tx.us/corp/nonprofit_org.shtml

Texas Forms: https://www.sos.state.tx.us/corp/forms_boc.shtml

Texas Certificate of Formation Nonprofit Corporation form and instructions: https://www.sos.state.tx.us/corp/forms/202_boc.pdf

Texas Application for Registration for a Foreign Nonprofit Corporation form and instructions: https://www.sos.state.tx.us/corp/forms/302_boc.pdf

Texas Fees Schedule: https://www.sos.state.tx.us/corp/fees-other.shtml

Texas Filing Options FAQ: https://www.sos.state.tx.us/corp/options.shtml

Texas Attorney General Charitable Trusts page: https://www.texasattorneygeneral.gov/divisions/charitable-trusts

Texas Attorney General Charitable Trusts Registration and Filings Page: https://www.texasattorneygeneral.gov/divisions/charitable-trusts/registration-and-filings

Texas Comptroller Tax Exemptions for Qualified Organizations Page: https://comptroller.texas.gov/taxes/exempt/

Texas Comptroller Tax Exemptions Application Forms: https://comptroller.texas.gov/taxes/exempt/forms/

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com. 

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.

Welcome to EO Radio Show - Your Nonprofit Legal Resource. In episode 82, we revisit the duties of directors in managing investment assets.

Joining Cynthia Rowland today is Jennifer Nelson, Senior Wealth Manager with BNY Mellon. She offers practical advice for directors serving on the investment committee, best practices for developing an investment policy, investment performance measurement, the use of outside chief investment officers, and other discretionary asset management arrangements. 

Show notes:

Jennifer Nelson, CFP, BNY Mellon Wealth Management

BNY Mellon Wealth Management Insights

EO Radio Show YouTube Playlists: Nonprofit Basics, Nonprofit Governance, Hot Topics

Prudent Management of Institutional Funds Act

"UPMIFA, Three Years Later: What's a Prudent Director To Do?" ABA Business Law Today, Volume 18 No. 6 (July/August 2009), Cynthia R. Rowland

EO Radio Show EP #16: Basics of Impact Investing: A Conversation About Investment Policies and Evaluation Metrics For ESG Investors

EO Radio Show #35: Hot Topic: UPMIFA in the Context of Financial System Instability

If you have suggestions for topics you would like us to discuss, please email us at eoradioshow@fbm.com. Additional episodes can be found at EORadioShowByFarella.com.

DISCLAIMER: This podcast is for general informational purposes only. It is not intended to be, nor should it be interpreted as, legal advice or opinion.