How to Be a Better Director: Nonprofits and Board Service in Hawaii
(RECORDED)
This program is a recording of the Live Seminar held on July 17, 2023.
If you attended the live seminar and received credit, then you cannot claim credit for watching this recorded program.
Summary:
Nonprofit Corporation Basics in Brief
• Overview of the nonprofit sector
• Nonprofit incorporation and documents (Articles, Bylaws)
• Tax Exemption (Federal/State/Local—differing rules)
• 501(c)(3)s and Most Common Other Exempt Orgs
• Public Charity v. Private Foundations
Board Service
• What does it mean to be a director?
• What are fiduciary duties?
• Why should you consider service?
• Things to know/review/ask before you agree to serve on a board
Directors’ Fiduciary Duties In Practice
• Filing responsibilities (Corporate filings, Tax filings, AG filings)
• Meetings and minutes
• Conflicts
• Insurance & Statutory Immunity
• Ongoing Reporting Duties of the Corporation
Personal Experiences of Panelists and Faculty
Moderator:
Tom Tanimoto, Office of Child Support Hearings, Department of the Attorney General, State of Hawaii
Tom Tanimoto is currently a Child Support Hearings Officer with the Office of Child Support Hearings, Department of the Attorney General, State of Hawaii. He serves on the Board of Bar Examiners and was chair of the HSBA Family Law Section in 2018 and part of 2023 before he stepped down to undertake his current employment.
Previously, Tom has worked at the Hawaii State Bar Association and at the family law firm known as Coates Frey Hackett & Gibson, AAL LLLC, where he started as an associate and then became a partner. Tom has served as a volunteer mediator for the Kauai Family Court, and through the First Circuit Family Court’s Volunteer Settlement Master program.
His spare time has accorded him the opportunity to author three articles published in the Hawaii Bar Journal – one on mediation co-authored with his former law partner, P. Gregory Frey, Esq. He has also presented at numerous NBI seminars on family law and presented twice at the Family Law Forum and at the Family Law Section's program during the Bar Convention in 2021. He received a Super Lawyers designation in 2022. Tom is 2004 graduate of the St. Thomas University School of Law in Miami, Florida where he served as Executive Editor of its law review.
Speakers:
Trever Asam, Cades & Schutte LLP
Trever Asam is a partner at Cades Schutte, representing clients in federal and state tax matters. Trever handles both planning and controversy matters, including audits, appeals, and tax litigation in the federal and state courts. Typical clients include Hawai‘i businesses with federal income tax issues and international clients navigating Hawai‘i’s unique tax laws including the General Excise Tax and the Transient Accommodations Tax.
Trever is also one of Hawai‘i’s leading attorneys for nonprofit and tax-exempt organizations, advising clients on formation, tax exemption, unrelated business income, and the use of joint ventures and corporate subsidiaries. He currently serves as the firm’s pro bono coordinator.
He is a regular speaker on Hawai‘i State taxation and the taxation of nonprofit organizations. Prior to joining Cades Schutte, Trever was in private practice at Miller & Chevalier in Washington, D.C. and clerked for Judge Susan Oki Mollway at the U.S. District Court for the District of Hawai‘i.
While at Duke University School of Law, Trever was the recipient of the Douglas A. Poe Mordecai Scholarship and an editor for the Journal of Law and Contemporary Problems. Before beginning his legal career, Trever was a teacher in the District of Columbia Public Schools. He currently serves on the boards of directors for Volunteer Legal Services Hawai‘i, Teach For America Hawai‘i, and Hawai‘i Contemporary (formerly known as the Honolulu Biennial).
P. Gregory Frey, Coates Frey Hackett & Gibson AAC, LLLC
P. Gregory Frey is the Senior Attorney at the Coates Frey Gibson & Hackett law firm after having been Managing Attorney at the firm (under its prior name, Coates & Frey) for over two decades. He has been a successful litigator of hundreds of highly contested and complex divorce and paternity cases for over 35 years.
A graduate of Saint Louis High School, Santa Clara University ("SCU") and Willamette University College of Law, Mr. Frey also received extensive formal training as a family law mediator in 1998 at the Mediation Center of the Pacific, and has been regularly mediating family law cases for over 20 years. In 2002, Mr. Frey earned a Master's Degree in Psychology from Honolulu University, and in 2021, earned a Dispute Resolution Certificate from eCornell University.
Mr. Frey is a Past Chair of the Hawaii State Bar Association's Family Law Section, and in 2020 was the President of the Hawaii State Bar Association. He was President of the St. Louis Alumni Association for 10 years and on its Board for 17 years, served as a Board member at Sacred Hearts Academy and is a Saint Louis School ("SLS") Trustee Emeritus and SLS GODA Inductee. In 2018, Mr. Frey and his teammates were inducted into the SCU Rugby Hall of Fame, and he is founder of SeMPer FREY Inc., a public charity, dba The Wishes Granted Foundation and is the co-owner of The P.I.A.E Group, LLC aka Hawaii Tattoo Expo.
Mr. Frey has been married to his college sweetheart for 37 years, is a father and a grandfather, and is a 3rd generation attorney.
Hugh Jones, Ashford & Wriston LLP
Hugh Jones s currently Counsel to the law firm of Ashford & Wriston LLP and concentrates in representing nonprofit organizations.
Mr. Jones has practiced law in Hawaii for 35 years, both in private practice, government service, and inside the nonprofit sector. Mr. Jones’ practice concentrates on the federal and state regulation of public charities and private foundations and their governance, the regulation of charitable solicitation and charitable registration matters, trust administration, Hawaii State taxation, and government affairs. As a Senior Deputy Attorney General, Mr. Jones supervised the Hawaii Attorney General’s Tax & Charities Division for over a decade and created and launched a successful charitable enforcement unit in the wake of the Bishop Estate controversy of the 1990s, including necessary enabling legislation and online registration and reporting systems. While at the Attorney General’s office, Mr. Jones was also involved in many high-profile Hawaii cases including the taxation of Online Travel Companies, the Bishop Estate Civil Litigation Team, “Operation False Charity,” public access to police misconduct, and other controversial matters. Immediately prior to joining Ashford & Wriston, Mr. Jones was the first In-House Counsel for the University of Hawaii Foundation and its Board of Trustees.
Mr. Jones has been a visiting professor of law at the William S. Richardson School of law, teaching the Nonprofit Organization’s Law course since 2010.
Mr. Jones is a former president of the Hawaii State Bar Association (HSBA) and the National Association of State Charity Officials (NASCO). Mr Jones was appointed by Hawaii Chief Justice Mark Recktenwald to the 2020 Task Force on Lawyer Well Being.
Mr. Jones has served as a trustee of the Kalama Community Trust (Kailua) and as a director of the Association of Fundraising Professionals Hawaii Chapter. Mr. Jones is also the past president of the Government Lawyers Section of the HSBA, and has been a speaker or faculty member at numerous national symposiums relating to the law of charitable organizations, including NASCO, the Columbia Law School’s Charities Law Project, the Hawaii Tax Institute, HANO, Chaminade University’s Nonprofit Organizations Conference and professional development programs.
Christine Kubota, Damon Key Leong Kupchak Hastert, LC
Christine Kubota was born and reared in Japan, she is the President of Damon Key Leong Kupchak Hastert, and practices in the firm’s Corporate, Commercial, and Real Estate Law practice groups, primarily with Japanese-speaking clients. To address the needs of her Japanese clients, her practice also encompasses Immigration Law, Estate Planning and Employment matters. She is a past Director of Meritas, a worldwide affiliation of commercial law firms, which has members in over 258 global markets. Damon Key is the exclusive Hawaii affiliate of Meritas.
Chris once again was selected by her peers for inclusion in the 2023 Edition of The Best Lawyers in America® for her work in Business Organizations (including LLC’s and Partnerships), Corporate Law, Real Estate, and Employment Law-Management.
Chris is the first woman elected to serve on the Board of Directors of the Waialae Country Club. She has also been selected to serve on the Board of Kristi Yamaguchi’s Always Dream Foundation focusing on early literacy and family engagement here in Hawaii.
In October of 2019, Christine was one of 2,000 distinguished guests from around the world to personally witness the Sokuirei-Seiden-No-Gi, the official enthronement proclamation ceremony for His Majesty Emperor Naruhito. She sat among kings, queens and foreign dignitaries in Japan’s Imperial Palace to watch history in the making. She was one of two people from Hawaii selected to attend the festivities and one of seven representatives of Japanese-American ancestry from the U.S.
Chris’ leadership in the Japanese community in Hawaii spans decades and includes serving as past board chair of the Honolulu Japanese Chamber of Commerce, United Japanese Society of Hawaii, Japanese Cultural Center, and co-chair of the 150th Anniversary of the Gannenmono Celebration. She currently serves as Director of the Pan Pacific Festival Foundation; Hiroshima Kenjinkai; Hawaii Aloha Life Enrichment Association; Honolulu Japanese Chamber of Commerce; United Japanese Society of Hawaii; Honorary Member of the Shufu Society of Hawaii; and Member of the Board of Governors of the Japanese Cultural Center of Hawaii.
Credit: This seminar qualifies for 1.5 CLE Credit.
Cost: $90
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