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21/04/2011 06:33

Notations on Non-profits Newsletter

An Open Letter to Readers The answer is probably not. If there is one thing I’ve
seen systematically missing in many organizations,
For those of you who know me, sitting down in LWȇVDFRQȴGHQWLDOLW\DJUHHPHQW%XWWKLQNDERXWLW
one spot, eyes glazing over in front a screen, is not We now have phones the size of candy-bars that
exactly my idea of fun. But I have really enjoyed can take photos and neatly package these pictures
blogging over the last few months and am absolu- for distribution all over the world in a matter of se-
tely estatic (evidenced by my use of italics) about FRQGV$QGWKHPLQXWHVRPHRQHȴQGVRXWWKDWWKHLU
this newsletter. It’s been a loooong time coming. address or bank information has been disclosed by
But I will need the help of you all to ensure that it’s one of your people who do you think they’re going
something of value. After all, sitting down to write to come after? Yup, you.
this, and clogging up your email with yet another
tastefully designed newsletter, will not be worth it So why not try to mitigate this with a couple sheets
if it doesn’t help. So I’ve made edition numero uno of paper? Anytime you have volunteers around per-
fairly light. A proverbial toe in the water. Tell me sonal or sensitive data, it doesn’t hurt to have them
what you like, what you don’t like. What would you sign an agreement guaranteeing that they will not
like to see? What issues would you like addressed? disclose that information to anyone else. Of course
If there is an operational issue making you border- there is the possibility something will slip through.
line homicidal, why not send it to me? I’m here to But the point is to distance your organization from
help, so feel free to let me know what it it is exactly any wrongdoing should anything happen to go
you all could use help with. And on that note, enjoy! wrong. And by having this paper in place, you tell
the world that you don’t tolerate that kind of beha-
At Your Service, vior. That you take the protection of personal data
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Erin McClarty seriously, and are intent on keeping such sensitive

a leg to stand on in court.
March’s Most Popular Post
before, here’s a few considerations to get you star-

1. Sit down and determine what you want to be
Do you collect the addresses of donors and suppor- FRQȴGHQWLDOLQIRUPDWLRQ7U\QRWWREHWRRVSHFLȴF
ters? Financial information? Check images? Per- but try not to be too broad either (I know). In other

sonal information such as family size and income? words, list out things so its clear what your position
is, but make clear that this list «includes, but is not
Now the important question, do you have a means limited to....» those things listed. This gives you a
of ensuring that people don’t go posting this infor- little leeway in case you forget to list, or can’t think
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mation on the internet, talking to their friends or of, something. Without a true grasp of what consti-
meaningless. Make sure that whatever you come

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21/04/2011 06:33

Notations on Non-profits Newsletter

XSZLWKLVGHȴQHGDWWKHEHJLQQLQJDQGXVHGFRQVLV- own rules governing what organizations can merge

merge under Chapter 10 of the Business Organiza-
2. At this point, you might also want to decide tions Code, subject to a few limitations. One of these
whether you want to address media requests. What OLPLWDWLRQVLVWKDWmDGRPHVWLF>7H[DV@QRQSURȴW
should someone do if the media contacts them? Do corporation may not merge into another entity if the
you want them to give a blanket statement or not GRPHVWLFQRQSURȴWFRUSRUDWLRQZRXOGEHFDXVHRI
respond at all? Who should your people direct the the merger, lose or impair its charitable status.» The
media to? rest of the limitations can be found in Section 10.010
([SODLQKRZFRQȴGHQWLDOLQIRUPDWLRQPD\EH tion Mergers. Note, Texas, like many other states,
used. Do you want to allow use to broadly encom- UHTXLUHVWKDWFHUWDLQȴOLQJVEHPDGHWRPDNHWKH
UHVSRQVLELOLWLHV"2UUHVWULFWXVHWRVSHFLȴFLQVWDQFHV" and schedules may also be required, however, this
$QGIRUZKDWSXUSRVHVFDQFRQȴGHQWLDOLQIRUPDWLRQ will all depend on whether you plan to have one
not be used? Are there certain uses that you believe RIWKHQRQSURȴWVVXUYLYHDIWHUPHUJHURUFUHDWHD
should be prohibited (i.e. unauthorized solicitation ZKROHQHZQRQSURȴW
or personal use?)
WRDQGZKRFDQȇWFRQȴGHQWLDOLQIRUPDWLRQEHGLV- or a 990-N (depending on the amount of the organi-
closed to? If anyone has a question as to whether zation’s gross assets and gross receipts) as well as a
they are allowed to disclose it to a certain person, of walking organizations through this (under the
who can they ask? Charitable Organizations tab). Note, there is a time
)RFXVRQH[SODLQLQJZK\FRQȴGHQWLDOLQIRUPDWLRQ with the appropriate person in a timely manner.
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should never be disclosed. Drive home that failure

to adhere to your policy could lead to irreparable
damage to donor relationships, loss of respect in Recent Case
the community and possible civil/and or criminal
liability. In keeping with the merger discussion I thought
this case would be interesting. Especially because
Read More Here........** it involved two local Girl Scout Council’s.

Apparently, the two council’s merged and the attor-

**I did in fact post an example, be sure to check it out. ney for one of the council’s argued he could not give
the other certain paper-work because of attorney-

client privilege. Attorney-client privilege is just that,

Q&A a «privilege» clients have that enables an attorney
4&DQWZRQRQSURȴWVPHUJH" themselves and the client. However, the Court held
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-T.M that the attorney did have to hand everything over.

A: Loved the short question. And in keeping, the It’s reasoning was that, under Oklahoma law, when
short answer is yes. But of course, each state has its corporations merge the rights of the merged corpo-

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Notations on Non-profits Newsletter

ration no longer exist. Consequently, all its rights,

powers, assets, debts and privileges vest in the newly
new Girl Scout Council inherited all the other Girl
Scout Council’s prvileges (such as the attorney-client
privilege) and therefore entitled to see everything.

To make matters simplier, the Court also pointed

that all assets, properties, and privileges would be
transferred to the surviving corporation without
reservation (and with no exclusion concerning

The case is Girl Scouts-Western Oklahoma Inc. v.

Barringer-Thomson, Okla., No. 108676 and the case
can be found here.
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