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Online Course: Organizational Bylaws

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All nonprofit organizations need regulations that determine how they are governed. Bylaws are the legally binding rules that outline how the board of a nonprofit will operate. While they are unique to each organization, bylaws generally have a similar structure and use.


We have interviewed the following experts for their advice on handling all your bylaw questions.


Eric Amarante, J. D.

Professor Eric Franklin Amarante  joined the UT College of Law in 2017 after teaching at the University of Nevada Las Vegas William S. Boyd School of Law for four years. At UNLV, Amarante taught contracts and small business law, and directed the Small Business and Nonprofit Legal Clinic. Prior to his stint at UNLV, Amarante was the inaugural Whiting Fellow at the University of Denver Sturm College of Law. Amarante received his J.D. from Cornell Law School and his B.A. from the University of Texas. After law school, he joined Sullivan & Cromwell’s corporate group in Palo Alto, where his practice primarily focused on mergers and acquisitions, corporate finance, and securities offerings. After several years at Sullivan, he moved to Seattle to join the business transaction group of Davis Wright Tremaine. There he worked on a wide range of projects, from documenting multi-billion dollar joint ventures to counseling entrepreneurs on legal issues facing early-stage companies.


Booth Andrews, J.D.

Booth Andrews has more than 20 years of experience leading individuals, teams, and organizations through strategic, operational, and cultural growth and transformation. Her multi-disciplinary, professional experience includes 10 years in commercial real estate, 6 years as the CEO of a regional nonprofit, and more than 10 years of consulting for start-up and established for-profit and nonprofit businesses. Booth teaches Co.Starters at the Knoxville Entrepreneur Center and is a volunteer co-leader of Women in Entrepreneurship Knoxville. She had been licensed to practice law in the State of Tennessee in 1997.


Dr. Jerry Askew

Dr. Jerry Askew brings nearly 40 years of nonprofit experience to ABN, having held executive positions in higher education, philanthropy and healthcare. Since arriving in Knoxville in 1985, Jerry has served as Dean of Students and Associate Vice Chancellor for Development and Alumni Affairs at the University of Tennessee, President of the East Tennessee Foundation and Senior Vice President of the St. Mary’s/Mercy Health Systems. In addition, Jerry has served on the boards of over 40 nonprofit organizations at the local, state and national levels. He received his BA from the University of North Carolina at Chapel Hill, MS from the University of Memphis and PhD from The Ohio State University. Jerry is also an ordained deacon in the Episcopal Diocese of East Tennessee.




Joan Heminway, J.D.

Professor Heminway brought nearly 15 years of corporate practice experience to the University of Tennessee College of Law when she joined the faculty in 2000. She practiced transactional business law (working in the areas of public offerings, private placements, mergers, acquisitions, dispositions, and restructurings) in the Boston office of Skadden, Arps, Slate, Meagher & Flom LLP from 1985 through 2000. She has served as an expert witness and consultant on corporate finance and federal and state securities law matters and is a frequent academic and continuing legal education presenter on business law issues. Professor Heminway also has represented clients pro bono on political asylum applications, landlord/tenant appeals, social security/disability cases, and not-for-profit incorporations and related business law issues.


  In her research and writing, Professor Heminway focuses most closely on disclosure regulation and policy under federal securities (including insider trading) law and state entity (especially corporate) law. Some of her work explores these topics in the context of sex or gender difference. She is best known for her recent work involving crowdfunding and, before that, for a series of articles relating to the insider trading and criminal securities fraud actions brought against Martha Stewart in connection with her December 2001 sale of ImClone Systems, Inc. common stock. Other areas of interest manifested in her work include institutional reform at the U.S. Securities and Exchange Commission, teaching business law, and corporate finance and corporate governance planning and drafting. 
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