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Not-for-Profit Corporations: A Focus on Formation and Governance

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Produced on March 25, 2019

$ 59 Non-Profit and Public Interest In Stock
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Course Information

Time 1h
Difficulty Intermediate
Topics covered in this course: Non-Profit Public Interest

Course Description

A charitable intention is not enough to create a valid not-for-profit organization. Navigating the federal and state landscapes regulating and restricting charitable entities is a complex endeavor. This program, led by attorneys Yolanda Kanes and Ralph Siciliano, will focus on federal and state regulations pertaining to not-for-profit corporations and governance issues relating to those entities. Here, they will address formation issues such as selecting the type of charitable organization and achieving and maintaining Federal Tax Exempt status, as well as important governance issues. Governance issues on the docket include standards of fiduciary conduct and excess benefit transactions.

Learning Objectives:

  1. Select the correct type of charitable organization and auditors
  2. Achieve and maintain Federal Tax Exempt status
  3. Balance state registration and reporting requirements with those at the federal level
  4. Identify related party transactions
  5. Establish investment policies and key by-law provisions
  6. Appreciate restrictions on lobbying and political activities
  7. Mitigate conflict of interests

Credit Information

After completing this course, Lawline will report your attendance information to {{ accredMasterState.state.name }}. Please ensure your license number is filled out in your profile to ensure timely reporting. For more information, see our {{ accredMasterState.state.name }} CLE Requirements page . After completing this course, {{ accredMasterState.state.name }} attorneys self-report their attendance and CLE compliance. For more information on how to report your CLE courses, see our {{ accredMasterState.state.name }} CLE Requirements FAQ .


Ralph A. Siciliano

Tannenbaum Helpern Syracuse & Hirschtritt LLP

As head of the firm's Governmental and Regulatory Investigations Practice, Ralph Siciliano represents investment advisors, private funds, broker-dealers and their associated persons, and officers and directors of publicly held companies in connection with investigations and enforcement proceedings brought by federal and state authorities and self-regulatory organizations, including the SEC, CFTC, FINRA, offices of the United States Attorney, and State Attorneys General. Having held senior enforcement positions in the New York Office of the U.S. Securities and Exchange Commission, Ralph has extensive experience dealing with federal and state regulatory agencies and self-regulatory organizations. Ralph also represents officers and directors of public companies and financial services institutions and individuals in securities-related litigations, including the defense of class actions, shareholder derivative actions and claims by bankruptcy trustees. Ralph also has served as counsel to Audit Committees and other Special Committees of the Boards of Directors of public and not-for-profit corporations in connection with corporate governance issues.

Ralph has been selected for inclusion in New York Super Lawyers for 2011-2014.


  • Second Circuit Issues Key Decision Clarifying What A Tippee Must Know To Be Held Liable For Criminal Insider Trading Liability | Business Litigation Bulletin | December 2014
  • Avoidance of Securities Transactions – Investor Exposure | E-Alert | May 2014
  • How Can Hedge fund Managers Apply the Law of Insider Trading to Address Hedge Fund Industry-Specific Trading Risks (Part 2 of 2)| Hedge Fund Law Report | August 15, 2013
  • How Can Hedge fund Managers Apply the Law of Insider Trading to Address Hedge Fund Industry-Specific Trading Risks (Part 1 of 2)| Hedge Fund Law Report | August 7, 2013
  • Insider trading—let the tippee beware | InsideCounsel | April 11, 2013
  • SEC actions time-barred after five years? Not quite | InsideCounsel | March 28, 2013
  • Risks of Using Expert Networking Firms – The Latest Prosecution for Insider Trading | BulletPoints | December 2012
  • Insider Trading and Tippee Liability: The Second Circuit Reconciles Two Inconsistent Scienter Requirements | Business Litigation Bulletin | November 2012
  • The Madoff Fraud: A Ground-Breaking Case in Cross-Border International Litigation | Reprint with permission from: International Law Practicum, Vol. 25, No. 1 | Spring 2012
  • Offshore Asset Recovery: Investigations and Legal Proceedings | International Law Practicum, vol. 25, no. 1 | Spring 2012
  • Will The STOCK ACT Affect How Investment Advisers Conduct Governmental Research? | Bullet Point | April 2012
  • When Government Information Can be 'Inside Information' Under the Federal Securities and Commodities Laws | GlobalNote | 2012
  • The Insider Trading Laws and Hedge Funds | 2011
  • The Fund Manager's Dilemma: the Need to Know versus the US Insider Trading Laws | published in the Alternative Investment Management Association Magazine's Autumn 2007 Edition | Autumn 2007
  • New SEC Rules Requiring Attorneys to Report Evidence of Violations | 21st Annual American Law Institute-American Bar Association Course on Product Distribution | March 2006
  • Chapter, SEC Reporting Obligations | The Practitioner's Guide to the Listing Rules of the New York Stock Exchange | 1997

Yolanda Kanes

Tannenbaum Helpern Syracuse & Hirschtritt LLP

Yolanda Kanes is a partner and co-Chair of the Trusts & Estates, Private Client and Tax-Exempt Organizations department. She has been practicing at Tannenbaum Helpern Syracuse & Hirschtritt LLP since graduating from Fordham University School of Law in 1984.


Yolanda counsels individuals and families in the preparation of wills, trust agreements and related instruments pertaining to all phases of estate planning and administration. She advises high-net-worth individuals on complex estate and transfer of wealth plans, including business succession, matters pertaining to closely held companies, and in creating and maintaining family offices. She has represented non-resident aliens regarding U.S. tax aspects of their plans as well as U.S. persons establishing trusts off shore.


Her diverse experience extends to Federal and State litigation involving corporate and real estate transactions with a specialty in trusts and estates litigation. Yolanda represents fiduciaries and beneficiaries in all aspects of estate and trust litigation matters in Surrogate's Courts, the Supreme Court of the State of New York and in appellate practice.


She has also developed an expertise in advising individuals and families in matters relating to pre-nuptial, post-nuptial and marital agreements; adoptions; and establishing and advising clients on private foundations and other charitable organizations.


Yolanda has handled Family and Trust Arbitrations and has served as an arbitrator.


Paul I.

Interesting contrast to for-profit corporations

Angelica A.

Just wonderful

Rosemary M.

It was a little basic for me but would be helpful to practitioners who do not routinely work with charitable organizations.

Gregory K.

Good overview for al attorneys.

Stephen A.


Thomas C.

Very helpful.

Paul A.

I loved the badk-and-forth between the attorneys that helped clarify and reinforce certain points - very well done

Diana M.

Very enjoyable. I like the team approach.

Michael C.

Great stuff

michael g.

The presenters made interesting what I thought would be a very dry subject. Thanks!

Sean D.


Stephanie T.

Loved the conversational format

Alexandra F.

Very practical course.

John C.

Simple CLE because the speakers were clear and articulate.

Richard C.

Great speakers

Frank M.

Great dynamic between the two speakers. Kept it interesting.

Michael V.

exceptionally enjoyable and informative CLE, the two person approach was welcomed and the division of subject-matter given their experience and expertise was appropriate. Highly recommended. Also appreciated the additional comments and experience from their years of practice. It's something you could never get from reading statutes and case law.

Andrew G.

I really liked the dual presenters and how they operated (asking questions of each other's presentations). It made it somewhat conversational and very engaging.

Ann Marie C.

best of them all.

Barbara R.

Excellent introduction to not for profit entities

Merrick W.

Excellent overview.

Lori K.

The communication was clear and easy to listen to.

Danielle L.


Margret A.

A well-presented and interesting course.

Charles G.

The presenters were great. I enjoyed this course.

Candice M.

Great course and good speakers. Loved the real life examples.

Robert H.

Excellent presentation.

Jane C.

good program; excellent overview of issues of non-profits

Dominic T.

enjoyed back and forth of presenters


Good presentation. Informative and interesting.

Jennifer L.

Nice overview and thanks to the presenters.

Daniel L.


Brigitte B.

Excellent CLE. Very informative, well-organized and relevant to my specialty.

Elizabeth D.

Very useful and helpful course materials as well.


Good overview and matches my area of practice.

Alex N.

Enjoyed the info touching on boards and insurance.

Janis K.


Thomas F.

So much valuable and useful information pertaining to this relatively esoteric subject matter was provided that attendees should receive double credit :)

Joanna T.


Andrew P.

Very clear and helpful

Eric Z.

great presentation the speakers were clearly very knowledgeable and on point

Michael S.

Many thanks both to the presenters and to Lawline!

Jennifer L.

The 2 presenters had a natural flowing banter, which enhanced their respective experiences and knowledge.

Cynthia H.

Thank you.

Vivian P.

Well done. Easy listening.

Margaret E.

I enjoyed the "chat" format for these two presenters. Good interplay.

Donald A.


Mary B.

Great presentation - very informative

Robert M.

The two presenters made their points very well and played off each other very effectively, making the hour fly by.

David T.

Good program

Robert C.

Interesting and useful. Very likable presenters. Thanks.

Karen S.

Very knowledgeable speakers.

James E H.

Excellent use of examples to explain nuances.

John D.

The Lecturers were very knowledgeable and provided good insight.

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