[Foundation-l] The fallacy of power

[Dan Rosenthal]

Mark, I agree. That's, of course, assuming the plaintiffs have  
standing to sue. Since there's no membership structure anymore, it  
becomes a more difficult question. Just because the law implies checks  
and balances does not mean that we can't add our own for good measure.

-Dan
On May 1, 2008, at 7:32 PM, Delirium wrote:

> Mike Godwin wrote:
>> Samuel writes:
>>
>>> Trusting someone to give good topical advice and trusting them to
>>> make good
>>> long-term decisions and remain true to their principles are rather
>>> different.
>>>
>>
>> Well, sure, but that's why the law imposes fiduciary responsibilities
>> on the Board of Trustees (even the appointed ones). The checks and
>> balances you are concerned about are built into the law itself.
>>
>
> Not very effective ones, though. Firstly, an uncompensated officer  
> of a
> nonprofit organization acting in good faith is extremely difficult to
> sue, due to explicitly granted immunities in various federal and state
> laws. Even if they breach their fiduciary duty, as long as it wasn't
> done maliciously or recklessly (or you can't prove that it was),  
> there's
> not much that can be legally done about it. And secondly, suing a  
> board
> member in court is a pretty empty threat anyway---even if we somehow
> could prevail in the suit, it would probably damage us more than them.
>
> Practical checks and balances, on the other hand, can come in the form
> of internal oversight, policies, and mechanisms for adding a removing
> members to the board.
>
> -Mark
>
>
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