Unlocking the Power of eSignature Legitimacy for Non-Profit Organizations in India

How to eSign a document: e-signature legitimacy for non-profit organizations in India

[Music] all right well let's let's dive in um our green room chatter was all already like very full of information so i will kick us off and welcome each of you to say thank you for being here again thrilled to have your presence on today's episode of the non-profit show jeffrey glazer is here with us jeffrey is an attorney and he's going to share with us some top five legal issues that we all need to know about within our nonprofit organization but jeff before we dive into conversation with you we of course want to make sure our guests know that who we are julia patrick ceo of the american non-profit academy i'm jaret ransom your non-profit nerd ceo of the raven group and we are so honored to have the continued support of our presenting sponsors thank you so very much to bloomerang american nonprofit academy fundraising academy non-profit nerd your part-time controller the non-profit atlas nonprofit thought leader as well as staffing boutique i like to remind everyone that these companies exist to help you do more good in around throughout your community they are here to lean into you and your mission please do check them out but not until after our show because jeff has a lot to share and we also want to make sure that if you have missed any of our episodes or you want to go back and listen julie i was hearing from someone the other day that the non-profit show has become the new netflix like binge series and so people are binging on the non-profit show but you can find us on roku youtube amazon fire tv as well as vimeo but wait there's more the shamwow is here with a podcast series so again we have bifurcated these series into not only our webcast this is uh this will remain but also into podcast form so wherever you stream your podcast make sure that you tell siri in your smartphone to queue up the non-profit show and we will be right there with you and today honored again jeff to have you here an attorney with ogden that's really hard for me to say adkin glazer and schaefer is that correct that's right wonderful wonderful well thank you would you mind telling us a little bit about your nonprofit background in particular within your professional realm as being an attorney for sure yeah so um you know our attorney or our our law firm does business transactional work so we do a lot of work with getting organizations set up with working on a lot of contracts and sort of relationships of businesses with other businesses and a large part of the work that we do is related to socially good organizations more generally i'll put non-profits as sort of a subset of socially good organizations and a lot of what we'll talk about today is sort of that overlap between sort of the for-profit universe and the non-profit universe and when and why things get a little weird as soon as you ask the irs for tax status right but but really kind of highlighting how running a for-profit business isn't that different from running a non-profit business or stated vice versa as stated in the alternative running a non-profit isn't all that different from running any other kind of business and um a lot of the legal issues that we see on the non-profit side are similar to the same kinds of legal issues that we're going to see on the for-profit side of things so i love that you started us out that way um and maybe that is like your number one message i mean we we championed that concept a lot but jeffrey i've got to tell you it's such a foreign thought to so many folks managing non-profits serving on the boards doing the programming even funding and so what a great way to start this off because those can quickly become legal issues right yeah i mean i think you know when we're you know we're talking about lawyers right the role of lawyers in the organization generally you know we're we're talking about relationships and it's relationships with outside entities but also internal relationships right the the relationship of the directors to the officers or the officers to the to the volunteers or the organization to its donors and when you break down these relationships it turns out that they're very similar to the relationships that you have in a for-profit business or really any other kind of entity that or any other kind of dealing um that you might have right in a in a for-profit and in a non-profit organization you have to think about what's the purpose of what you're doing what is the reason why these people have banded together to accomplish a particular end or to to accomplish a particular goal and that goal might have a social purpose right it might have a purely profit purpose but i think that's pretty unusual in today's uh business environment even our for-profit organizations often have social elements that they're trying to accomplish think of something like patagonia where they have a very very uh strong out you know outdoors mission even though they're a for-profit company similarly you know you can have non-profit entities that also have a an outdoor mission right and maybe even accomplish it in similar ways by selling goods or services in order to further that in order to further that non-profit mission that charitable purpose of improving the outdoors or whatever that might be right and so what we use we use legal rules to really help us put in place a framework for things like raising money and perpetuating the organization beyond the people who start it and those things are no different in the for-profit environment than they are in the non-profit environment yeah you would send something in a green room chatter and it is definitely worth repeating but you're talking about the magic or lack of magic within law i loved that yes you're that with us if you would because i really do think that you know there's kind of two camps to to the legal side when it comes to non-profit the formation and then the oh crap we need help you know and so talk to us about the magic or the pixie dust that may or may not exist yeah i guess i you know i don't believe i i don't believe that lawyers are magicians right there there's no magic to the law i know i know it's crazy and um even more than being magicians i think a lot of times people think that lawyers are sort of these soothsayers or people that stand on top of the mountain and decree what shall be for here and evermore um and if we have a if we have a question about whether something is hashtag legal or not right we go ask the lawyer and they tell us yes that's legal or no that's not legal and so much of the relationship not just in the for-profit status but in non-profit as well is there are rarely yes and no answers right this is an ongoing conversation and it's about risk management and risk mitigation and it's um it's very rarely a yes or no answer right people look to lawyers to say should i do this or shouldn't i do this when in fact with what we should be asking is it necessarily should i do it or shouldn't i do it but what's the risk of taking this course of action what's the risk of taking this other course of action because then it becomes up to the directors or the officers to then finally make that decision do we accept this risk or do we not accept this risk um and so in that way i don't know that lawyers are are necessarily magicians people sort of see us as being as sort of being these all-knowing omniscient beings um when in fact we're really more uh it's really more about risk management what about size sorry julia of the organization where you know is there more magic needed and now i'm just going to play on the whole magic thing but uh force for a larger organization as opposed to a smaller like is there more risk to consider um and and i'm thinking this in a broad way like the smaller the organization perhaps less governance right the larger the organization perhaps a better established governance but we're also playing with with bigger partners with bigger dollars with bigger contracts so how does that risk assessment vary depending on the size and scale of an organization yeah i would say by and large these are these are issues of magnitude not issues of existence right in other words for a for a large organization and a small organization both need governance right we tend to sort of gloss over that in small organizations because the people tend to know each other and they just tend to act more informally but i would argue that that still doesn't mean you can't or shouldn't be having board meetings that you shouldn't be taking minutes that you shouldn't be passing resolutions right but the scale and the importance is going to change as you get bigger right as you get as you get bigger the the number of zeros on the on the transaction is just going to keep getting added and once you get a certain number of zeros the banks like to see official documentation of things right not that you shouldn't have that documentation even when there aren't any zeros on the transaction but other parties start requiring documentation right your banks your other partners you know when when you start adding zeros to the to the value of the transaction everybody just wants to take one step back and say maybe we should put this in writing or maybe we should have a piece of paper that documents that you're going to do this thing you know for me which isn't to say you shouldn't have those documents at the small transaction side sides you absolutely should but maybe you're documenting them through email instead of with a formal signed two-party agreement great point yeah that's a good point it's really interesting um i love so far your framework has been i think really um an amazing way for us to rethink things and to put them into perspective because it seems to me so many non-profits and jared mentioned this in the green room chatter is that you know you know you have to get your legal partner with you when you're forming and getting started and then you oftentimes don't revisit that relationship until you have a problem and it seems to me that it's really just um you know just not a good way to structure your operations only reaching back out to those folks when there's a crisis and i never thought of it until you mentioned it but i do think we feel that we can go to the attorneys and they're going to fix it and they're going to tell us what's right and then we can move on um so for your point three you kind of have to rewrite the script for us a little bit about how your attorneys are going to help you yeah i mean i think it's an ongoing conversation with attorneys and i think i think you make a really good point that that i'd like to highlight right which is that none of these documents that quote the lawyer creates for you are static documents right these are going to change over time i was just meeting with a client last night and over the last a lot of the work that we've been doing with with some of our non-profit clients over the last we'll say 12 months or so have been things like reviewing bylaws and articles and making sure that they still match up with how the company works right because to your point julian one of the things that happens is those bylaws just sit there until somebody has a problem with them and then when you have a problem with them everybody's all of a sudden like wait what do the bylaws say why does it even say that we haven't done that in 15 years like the number of boards i've sat on where people are like you know where are the bylaws what do they even say or you know we haven't done that in 10 years why does this say this right we should be reviewing these these are living documents right this isn't a i'm going to put my flag in the sand and then this is this will be and forever shall be how we accomplish this it's the document should reflect what the practice is so you know it might have started one way when the when when the non-profit or the entity was was rather small but over time as you get more members and the relationship of the membership to the board changes those documents should be changing too your bylaws you should be reviewing those as a matter of course just every two to five years um and talking with your attorney about is this is this right right is this actually how we work and it's it's a conversation right understanding the risks understanding what it is that the organization currently does where the points of of risk are and then having documents and processes in place that help to mitigate those risks and so this is an ongoing conversation i have this visual of i know exactly where the bylaws are they are collecting dust on the shelf with the strategic plan right like those two things are sitting together on somewhere yeah no and that's true in every single organization this sort of goes back to the point from the very beginning this isn't this isn't any different between non-profits and for-profit organizations right that i have this exact same conversation with my for-profit clients as i do with my non-profit clients but non-profit clients tend to let it maybe run away from them a little bit longer because everybody's doing other things right for a lot of the board it's not their primary job to be on the board of this thing for maybe a lot of officers it's not even their principal job to be the director of this non-profit you know they might have multiple organizations that they work for or whatever um and so you know putting in place just regular practices to revisit uh to revisit these things every so often right every two years every five years we just revisit the bylaws whether we have an issue with them or not just to make sure that everything matches up with how we actually work that's great i love that and i think it's it's you know magical to hear that that wisdom and that these documents are malleable and that they need to navigate with you as your mission changes as your organization grows um i think that's something we lose sight of and i agree jared we tick those boxes and then we they're like okay we did that task and we stick it on the shelf and then you know we're we're done i want to have you kind of talk to us um about this you have a really interesting kind of phraseology and you're like doing good does not require non-profit status except when it does can you share with us what that means because i'm fascinated by that it's such a a buzzword in the for-profit and the non-profit world yeah and i think um you know i think a lot of people when they think about doing good or having a social mission automatically think i need to be a non-profit right that's my secret to success right but when we really step back and take a look at what's going on in socially good organizations what we really see is that doing good is comprised of three basic things right it's a mission it's accountability and it's transparency and not none of those things require non-profit status right it requires being focused on a particular action that is going to make a particular community or ecosystem better right it's holding the people that say they're going to do good for this purpose holding those people accountable and then proving to your stakeholders that you're doing it right that's our transparency right and so it might be in the articles of organ or incorporation in our bylaws about what our our mission is and how we hold each other accountable it might be in our policies and procedures about publishing reports and uh providing some sort of benefit statement about how how we're doing the things and none of that is either mandated required suggested for non-profit status although sometimes it is right in order to be a non-profit you have to have a charitable mission right so you have to be explicit about what your mission is it is so jeffrey you know when you talk about this and that that the legal framework and that and really in in our nation you know we use the irs through this how plausible is it that we can have that i know there's that's that um b corp status i mean there are a lot of different ways that we can be doing good without that formal structure but again is it wise that depends on what you're trying to do and how you're trying to do it non-profit status sometimes you have to have it right sometimes if you if the primary way that you're going to be financing the good that you're doing is through donations from the public then having non-profit status is important right but if that's not a major part of your revenue mix right if you can make money through selling t-shirts or through provide status to do good right and in fact for the for the times when you do need non-profit status you can be you don't need to hold it permanently right you can be more tactical about it and partner with other people who do have it in a fiscal sponsorship arrangement right so that that way you don't always need the non-profit status you the entity doing good doesn't have to deal with that sort of administrative overhead you can just farm that out to somebody that already has non-profit status and deals regularly with those issues so that you don't have to take on the higher administrative burden i appreciate that perspective so very much all too often and you know i don't i don't want to sound horrible when i say this but all too often i hear oh i'm going to start a non-profit or my friend just started a non-profit and i'm thinking why you know and again not to discourage someone but there are so many non-profits in the united states i mean in the u.s there's so many others around the globe right doing charitable good and for for what you said jeff really looking at you know you can do good and not have to be a a tax identification of a non-profit i typically work with the 501c3s as well as the c6s um but there are so many other organizations and ways to achieve your mission and your your do goodry i'm gonna i'm gonna claim that phrase right your do goodry but it doesn't have to be so much the the non-profit um so i really appreciate that and that partnership the collaboration like that is just as impactful as having your own program or your own organization with programs um so looking at partnership i think is critical uh one of the things i would like to ask you and this is probably that golden ticket right like if you find this golden ticket you're very clearly going in and going into you know this this main event how do we as non-profit professionals leaders board members establish a relationship with a non-profit attorney because i really want to you know we are always looking for you know special skill sets on our board and i really like to say a real estate attorney is not a non-profit attorney right like we're not going to the podiatrist to check on our eyesight that kind of thing so could you like what is the secret sauce to this yeah i think there are three main areas of of legal issues that come up in the in the non-profit universe right the first um the first is organizational issues right the writing of bylaws the writing of articles the sort of drafting of contracts kind of stuff this is all relatively it overlaps relatively nicely with corporate a more traditional sort of corporate practice is is one uh second major area that tends to come up in the nonprofit context are tax issues right a lot of uh a lot of the non-profit status itself is related to relatively fine points around tax issues right does this does this particular activity constitute unrelated business income right what are the consequences of my program-related investment right taking these irs concepts and applying them to your balance sheet or your profit and loss statement and being able to say is this or is this not going to destroy my non-profit status all right so that tends to be a little bit more specific and then the third mate comes up is employment issues related to either um officers so the directors and other you know people at the company or as it relates to the the volunteers and other people that are around so these are more of your you know hr and employment related issues you know can i fire this person or discrimination law i'd love that you framed that up for us because if if anything that goes right back to the way we started this conversation and we don't have much time left but your whole thing about you know the law is not magic and that so i love that you kind of gave us um that framework with which to understand when we need the attorney um when we need the that lo that legal voice and jared i appreciate you bringing out um that that notion that just because you have one type of legal expert that does not guarantee that that person is going to be the right fit for your organization in all the questions i mean that's that's a pretty powerful thing a doctor is a doctor but i'm not going to a podiatrist to check out my vision right yeah no i think that's right and a lot of people a lot of people think a lawyer is a lawyer but you know look i don't know anything about family law if you need a divorce do not call me if you need a company if you're trying to figure out how to rewrite your bylaws i'm your guy so um you know different weapons for different skills however that goes yes well you have been great our time has blown by um and for those of you with us today we did have a little bit of uh freeze up sometimes that happens and we're gonna blame it on your part of the country jeffrey where it's mighty cold today and so we want to make sure that everybody gets jeffrey glaser's information and i'm going to i'm sure that again with you right now ogden glacier glazer and schaefer wow really a great way to help us navigate what why and when we might need some legal guidance and understanding it jeffrey i think it was fabulous thank you know that these are living breathing actions and documents and not just to wait until you have a crisis and expect for somebody else to clean up your mess so that was wise wise advice for us um you can check them out at ogs.law and see what's going on your website has a lot of really interesting information you have a pretty robust section um on your blog posts i noticed and um your your practice seems to have a lot of different type of attorneys working in it and so super cool we are delighted to have you on i suspect when we have some sort of other big issue we might have to rope you back in please because you touched on something that jared and i have been talking a lot about and that's the whole employment law issue and all these things that are kind of bubbling up to the surface and so um we might have to rope you back in for some happy to come back hey jeff so refreshing uh to talk so so candidly and so friendly to an attorney you know those are always the best conversations with an attorney yeah friendly attorney friendly discussions with attorneys don't happen that often so right but they do here on the non-profit show legal counsel yes thank you thank you hey jared ransom the nonprofit nerd has joined me i'm julia patrick ceo of the american nonprofit academy again we want to thank all of our presenting sponsors from bloomerang american nonprofit academy your part-time controller the non-profit nerd fundraising academy the non-profit atlas nonprofit thought leader and staffing boutique and hint i think we're gonna have some new logos up there pretty soon jared so we're super excited about that all of these people come in day in and day out and they support us we are now 500 plus episodes strong going into our third year um and so we have a lot more to talk about a lot more information and a lot more thought leaders coming our way again we end every episode with this message to stay well so you can do well [Music] you