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Abstract: 

It is not uncommon for the board of directors of a family foundation to include an attorney. An attorney is a desirable addition to a family foundation board: Attorneys bring legal and business knowledge and typically have standing and contacts in the community. While an attorney’s service on a foundation’s board of directors can be beneficial for both parties, it also presents some unique challenges. To avoid role confusion, attorneys should make clear whether they are operating as directors or as counsel to the organization. Attorneys should understand the heightened duties that apply to them, compared to those that apply to non-attorney directors, and they must be alert to potential conflicts of interest and confusion regarding attorney-client privilege. This article explains each of these issues and suggests practical strategies to help address them.

Keywords: Heightened standards for attorney/director; prohibition on self-dealing; IRC §4941; lawyer-client privilege

Affiliations:  1: Strasburger & Price, LLP; 2: Strasburger & Price, LLP.