Attorney
- Admitted to Minnesota Bar on April 15, 1977 (withdrawn from membership)
- Admitted to California Bar on June 23, 1978
- Rated AV Preeminent by Martindale Hubbell since 1991
- Southern California Super Lawyer, 2013 – 2019
Professional Experience
Almost 40 years as a transactional lawyer, both with nonprofit organizations (public benefit, mutual benefit and religious corporations, unincorporated associations, limited liability companies, trusts) and business organizations (corporations, partnerships, limited partnerships and limited liability companies)
Skilled in forming, maintaining, merging and dissolving organizations, writing contracts, negotiating, dealing with regulatory agencies, drafting securities offerings, advising clients, analyzing problems, and constructing solutions.
Working knowledge of franchise law, intellectual property law, employment law, tax law, and constitutional law (first amendment)
Able to research, write briefs, and supervise ongoing litigation, although not a litigator. Has served as an expert witness in several cases involving nonprofits. Served as a court
appointed receiver in a securities fraud case, at the request of the California Department of Corporations.
Experienced in drafting legislation.
Adjunct Professor of Law at Trinity Law School.
Adjunct Professor at Shiloh University.
Appointed by the Evangelical Council for Financial Accountability to serve on the Panel of Legal Experts for the Commission on Accountability and Policy for Religious
Organizations (2011-2014). The commission has reviewed and provided input to Congress on major accountability and policy issues affecting religious and other nonprofit organizations.
Awards
1999 August – First recipient of the Outstanding Lawyer Award, a Nonprofit Lawyers Award presented by the American Bar Association’s Business Law Section
2010 – First person to win both the Outstanding Lawyer Award, and the Vanguard Award for lifetime achievement presented by the American Bar Association’s Business Law Section
Selected Publications
Author, “ABC’s of Nonprofits,” American Bar Association, Business Law Section, 2015 (2nd edition)
Author, “El ABC de las Organizaciones sin Fines de Lucro,” (Spanish edition of ABC’s), 2016
Editor and Principal Author, “Guide to Representing Religious Organizations,” American Bar Association, Business Law Section, 2009
Author, Chapter 20, “Corporate Changes” Advising California Nonprofit Corporations, 3d Edition, Continuing Education of the Bar, California, 2010 – 2017
Author, “Representing the Good Guys,” GPSolo Magazine, September/October 2017
Author, “Taking the Right Steps to Establish a Retirement Plan,” Church Law & Tax Report, November/December 2017
Author, “When a Nonprofit Corporation is Insolvent…,” Business Law News, The State Bar of California, Issue Number 2, 2016
Author, “Churches, Schools, and the Unvaccinated Movement,” Church Law & Tax Report, September/October 2015
Editor, “Nonprofit Resources,” American Bar Association, Business Law Section, 2007
Author for articles in “Nonprofit Governance: The Executive ‘ s Guide, Second Edition”,
American Bar Association, Business Law Section, 2002
– Basic Corporate And Tax Aspects Of Religious Organizations
– Nonprofit Debt Securities And State Regulation
– Volunteer Protection Act of 1997 – An Imperfect Solution
Author, Chapter 23, “Public Benefit, Mutual Benefit, and Religious Corporations”, California Transactions Forms, Bancroft Whitney, 1996
Author, “A Job Description for Directors”, Business Law Today, Vol. 4, No 2, Nov/Dec 1994
Author, “The Night the Sky Fell: Directors of Nonprofits Continue at Risk,” Business Law News, Vol. 15. No. 2, Spring 1994
Author, “Responsibilities and Duties of a Director of a Nonprofit Organization”, Maxwell-MacMillan Charitable Giving and Solicitation Service, 1991
Co-author “The Government’s Role in the Purification of Religious Organizations”, Pepperdine L. Rev., 1980
Memberships
American Bar Association • California Bar Association • ABA Business Law Section • ABA Section on Taxation • Business Law Section of the California Bar • Taxation Section of the California Bar • Former member of Christian Legal Society • Center for Law and Religious Freedom
Professional Committees
California Bar
Business Law Section
Nonprofit and Unincorporated Organizations Committee
• Member 1985-1992, 1993-96, 1997 to 2010
• Chair 1989-91, 2006-2008
Executive Committee member 2008 to 2011
Programs and Publications Subcommittee
• Chair, 2010 to 2011
Taxation Section
Exempt Organizations Committee
• Member 1997 to present
American Bar Association (ABA)
ABA, Business Law Section
Member of Council; (1995 to 1999)
Committee on Nonprofit Corporations, 1986 to present (Chair 1991 to 1995)
Subcommittee on Current Developments in Nonprofit Corporation Law, 1989 to present (Chair 1989-91)
Subcommittee on Religious Organizations, 1989 to present (Chair 1987-91; 1996 -97)
Subcommittee on Legal Guidebook for Directors, 1986 to 2009
Subcommittee on Model Nonprofit Corporation Act, 1999 to present
Corporate Laws Committee, 1999 to 2005
Subcommittee on Guidebook for Directors of Closely Held Corporations, 1999 to 2004 (Chair, 2000 to 2004)
Task Force on MBCA Model Forms (Chair, 2005)
Subcommittee on Entity Rationalization, 1999 to 2005
Partnerships and Unincorporated Business Organizations Committee 1987 to present
State Regulation of Securities Committee 1988 to 2006
Ad Hoc Committee on Information Technology, 1997 to 2003 (Chair 1997-98; Co-chair 1998 to 2002)
Liaison to Standing Committee on Technology and Information Systems (1997 to 2000)
Liaison to ALI/ABA Principles of the Law of Nonprofit Organizations Project, 2003 to present
ABA, Section of Taxation
Exempt Organizations Committee, 1987 to present
Subcommittee on Religious Organizations, 1989 to present (Chair 1995 to 1997, 2005 to 2009)
Non-(c)(3) Exempt Organizations Subcommittee (Co-Chair 1997 to 2003)
State and Local Regulation Subcommittee (Co-Chair 2003 to 2005)
ABA, General
Standing Committee on Solo and Small Firm Practitioners, 2004 to 2005)
ABA Advisor to the NCCUSL Committee to Amend the Uniform Unincorporated Association Act (2006 to 2008)
ABA Advisor to the NCCUSL Model Protection of Charitable Assets Act Drafting Committee (2009 to 2011)
Board Memberships
Editorial Advisory Board, Church Law & Tax Group at Christianity Today, 2012 to present
Advisory Board, California State University, Los Angeles, Continuing Education Accounting and Taxation Programs, 1995 to present
Advisory Board, The Exempt Organization Tax Review, 1990 to 2010
Editorial Board, Business Law Today, 1995 to 2002
Publications Board, ABA Business Law Section, 1997 to 2001
Trustee, Shiloh University, 2007 to present
Director, Financial Planning Ministry, 2007 to 2008
Director, Christian Management Association, 1983-1989
Director, Southern California Baroque Association, 1986-1988
Education
University of Minnesota Law School, graduated 12/76
Degree: Juris Doctor
Honors:
University of Minnesota Student Leadership and Service Recognition Award
Activities:
Christian Legal Society President
Minnesota Women Lawyers
Law School Teaching Improvement Committee (student/faculty)
Center for Law and Religious Freedom Advisory Boar
