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Serving on a Nonprofit Board: Practical & Ethical Considerations for Attorneys

Speaker(s): Courtney Darts, David G. Samuels, Jennifer Chandler, Nancy Eberhardt
Recorded on: Aug. 2, 2017
PLI Program #: 205643

Courtney Darts is Legal Director at Pro Bono Partnership, an organization that provides business and transactional legal services to nonprofits serving the disadvantaged or enhancing the quality of life in neighborhoods in New York, New Jersey, and Connecticut.  In her current role, Courtney oversees the Partnership’s legal and educational programs.  She also provides direct legal services to nonprofit organizations in New York and Connecticut, focusing on nonprofit, tax-exempt, and corporate governance matters.

Prior to becoming Legal Director, Courtney was Director of Education and a Senior Staff Attorney at the Partnership for several years. Before joining Pro Bono Partnership, she was in private practice.  Currently, Courtney serves as a member of the Non-Profit Organizations Committee of the New York City Bar Association and on the board of Nonprofit Westchester.  She is a graduate of Fairfield University and Fordham University School of Law and is admitted to practice in Connecticut and New York. 

David G. Samuels joined Duval & Stachenfeld LLP as a partner in 2006.  He is Chair of the Firm’s Tax Exempt Organizations Practice Group and a member of the Firm’s Litigation Department and its Employment Practice Group.  Mr. Samuels has, since 2007, been named annually as one of the Best Lawyers and Super Lawyers in the New York metropolitan area in the category of Non-Profit/Charities Law.  He was named by Best Lawyers as its New York City Non-Profit/Charities Law Lawyer of the Year for 2016 and again for 2018.

Mr. Samuels has extensive experience representing numerous public charities and private foundations, including social service agencies, grant-making foundations, mental health facilities, educational organizations, and religious institutions.  His clients include New York University, Jewish Association for Services for the Aged, Atran Foundation, Bone Marrow Foundation, Board of National Missions, Interborough Consultation Center, Social Science Research Council, the Workers Circle, and the YWCA of the City of New York. 

Mr. Samuels is a recognized expert on a wide range of issues involving charitable organizations, including compensation, governance, fiduciary duty, self-dealing and conflict of interest, prudent investments, and endowments and restricted funds.  He represents targets of investigations and inquiries from government agencies (including the New York Attorney General).  He frequently deals with the Attorney General on regulatory matters, including sales, mergers, dissolutions, and cy pres applications.  He teaches the course on Charitable Organizations as an adjunct professor at New York Law School.  Mr. Samuels is former chair and a member of the Nonprofit Organizations Committee of the New York City Bar Association.  He has chaired and participated in numerous continuing legal education and accounting education programs on nonprofit issues.  Mr. Samuels is the lead editor and co-author of a treatise, Nonprofit Compensation, Benefits, and Employment Law, and has written extensively on nonprofit issues with numerous articles published in the New York Law Journal and elsewhere.  He is also an experienced civil and appellate litigator and employment lawyer.

Mr. Samuels received an A.B. degree (cum laude) from Harvard College in 1974, a J.D. degree from Harvard Law School in 1978, and an LL.M. from NYU School of Law in 1985.  Mr. Samuels was Deputy Chief of the New York AG’s Charities Bureau from 1987 to 1995.  He was previously a partner at Perlman & Perlman and at Butler, Fitzgerald & Potter. Mr. Samuels is admitted to practice in the state and federal courts in New York.

Nancy Eberhardt is Executive Director of Pro Bono Partnership.  Nancy is responsible for advancing the mission of the Partnership and leading the staff and legal programs.  Involved in all areas of the organization, Nancy sets strategy, provides operations and financial oversight, recruits volunteer attorneys, promotes client outreach and education, and serves as liaison to the Partnership’s Board of Directors.

Prior to being appointed Executive Director, Nancy was the Director of Pro Bono Partnership’s New Jersey Program for 12 years.  Before that, Nancy was in private practice with a focus on environmental law. 

Nancy currently serves on the Pro Bono Committee of the New Jersey State Bar Association.  Nancy has served on the boards of several nonprofits, and was previously an adjunct professor in the Department of Public Administration at Kean University.  Nancy received the Judge Learned Hand Award from AJC, and has been presented with many community service awards and recognitions on behalf of the Partnership.

Nancy is admitted to the bar in New Jersey, and is a graduate of The College of William and Mary and of Rutgers School of Law — Newark.

As Vice President for the National Council of Nonprofits in Washington D.C., Jenny enjoys connecting the largest network of charitable nonprofits in the country with resources to advance their missions. Her service to charitable missions spans the spectrum: at various times she has been a program volunteer, staff member, board member, trainer, facilitator, grantmaker, and legal advisor to both charitable nonprofits and private foundations. Jenny has authored numerous blog posts and articles published on the Council of Nonprofits’ website, as well as two texts for nonprofits on human resources best practices and personnel policies. Prior to joining the Council of Nonprofits as Vice President, she served as Senior Counsel and Director of Special Projects for the Nonprofit Risk Management Center, a national nonprofit that helps other nonprofits understand and control risk. Before diving into all-things-risky, she served as staff to the Panel on the Nonprofit Sector that was convened by Independent Sector to draft recommendations to the IRS, Congress, and the charitable nonprofit community on good governance and self-regulation practices. Between 1999 and 2005 she served as the founding deputy director of the New Jersey program of Probono Partnership, a pro bono legal program for charitable nonprofits. During her tenure she also chaired the pro bono committee of the NJ State Bar. In 1992 Jenny founded a law practice in New Jersey to focus exclusively on serving charitable nonprofits and private foundations. Earlier, as an associate with Pitney, Hardin, Kipp & Szuch, the precursor firm to Day Pitney, her areas of concentration were employment law and corporate governance. While in private practice and while deputy director for Pro Bono Partnership, Jenny served and chaired numerous national and local boards of directors, including the Council of New Jersey Grantmakers, the Madison area YMCA (Madison, New Jersey), the American Camping Foundation (Indianapolis, Indiana), and Episcopal Community Development (Newark, New Jersey). She enjoys learning about other cultures, and is grateful that she lives in our nation’s capital where she can explore national parks and art museums to her heart’s content.