CNP study materials
CNP study resources

CNP key terms

CNP · Get comfortable with the vocabulary.

Fiduciary duty

The legal obligation of board members to act in the organization's best interest, managing its money and assets with care, loyalty, and obedience to its stated mission rather than personal gain.

Related: Duty of care, Conflict of interest policy
Duty of care

A board member's responsibility to stay informed, attend meetings, read financial reports, and make decisions with the same diligence a reasonable prudent person would apply in similar circumstances.

Related: Fiduciary duty, Duty of loyalty
Duty of loyalty

The obligation to put the nonprofit's interests ahead of personal, family, or business interests, and to disclose and step back from any situation where those interests could conflict.

Related: Conflict of interest policy, Fiduciary duty
Duty of obedience

The requirement that board members remain faithful to the organization's mission and governing documents, ensuring activities stay within the purposes approved in the articles of incorporation and bylaws.

Related: Articles of incorporation, Bylaws
Articles of incorporation

The document filed with a state to legally create a nonprofit corporation, stating its name, purpose, and structure. It is a public record and the organization's founding legal charter.

Related: Bylaws, 501(c)(3) determination letter
Bylaws

The internal rulebook adopted by a nonprofit that sets out governance mechanics such as board size, terms, officer roles, meeting procedures, quorum, and how amendments are made.

Related: Quorum, Articles of incorporation
Quorum

The minimum number of board members who must be present for a meeting to conduct official business and pass binding votes, as specified in the bylaws.

Related: Bylaws, Board resolution
Board resolution

A formal written record of a decision adopted by the board through a vote, documenting who approved it and when, and serving as evidence of authorized organizational action.

Related: Minutes, Quorum
Conflict of interest policy

A written rule requiring board members, staff, and volunteers to disclose outside interests that could bias their judgment and to recuse themselves from related decisions.

Related: Duty of loyalty, Excess benefit transaction
Excess benefit transaction

An arrangement in which an insider, such as a director or officer, receives more value from the nonprofit than they give back, exposing the organization and recipients to IRS penalties.

Related: Conflict of interest policy, Intermediate sanctions
501(c)(3) determination letter

Written IRS confirmation that an organization qualifies as a tax-exempt charitable entity, which donors and funders commonly require before making grants or claiming deductions.

Related: Public charity, Articles of incorporation
Public charity

A tax-exempt organization that meets a public support test, receiving a substantial share of income from many donors or governmental sources rather than a single family or founder.

Related: Private foundation, Public support test
Private foundation

A tax-exempt entity typically funded by one source or family that makes grants rather than running broad public programs, and is subject to stricter payout and self-dealing rules.

Related: Public charity, Self-dealing
Self-dealing

A prohibited transaction in which a private foundation's leaders use its assets to benefit themselves, such as selling property to the foundation or charging it for personal services.

Related: Private foundation, Excess benefit transaction
Sarbanes-Oxley-style policies

Governance safeguards many nonprofits voluntarily adopt, including a whistleblower protection policy, document retention schedule, and independent audit committee, mirroring corporate accountability reforms.

Related: Audit committee, Whistleblower policy
Whistleblower policy

A procedure that lets staff and volunteers report suspected fraud, misuse, or illegal conduct without fear of retaliation, and that explains how reports are received and investigated.

Related: Sarbanes-Oxley-style policies, Internal controls
Major gifts program

A structured fundraising effort focused on a limited number of donors capable of large contributions, built on research, personal cultivation, tailored solicitation, and steady stewardship over years.

Related: Moves management, Donor stewardship
Moves management

A systematic process for guiding prospective donors through stages of identification, qualification, cultivation, solicitation, and stewardship, with recorded goals and next steps for each relationship.

Related: Major gifts program, Donor stewardship
Annual fund

The recurring campaign that raises unrestricted or lightly restricted money each year for ongoing operating costs, typically through direct mail, email, events, and personal outreach.

Related: Unrestricted funds, Donor retention rate
Donor stewardship

The ongoing practice of thanking donors, reporting how their money was used, and involving them in the mission so they feel valued and are likely to give again.

Related: Donor retention rate, Moves management
Donor retention rate

The percentage of donors from one period who give again in the next, calculated by dividing repeat donors by prior-year donors; a key indicator of fundraising relationship health.

Related: Donor stewardship, Annual fund
Restricted funds

Money a donor gives with stated conditions on its use, such as a specific program or time period, requiring the organization to honor those limits and track the funds separately.

Related: Unrestricted funds, Donor restriction release
Unrestricted funds

Contributions given without donor-imposed conditions, which the board may allocate to any mission-related purpose, including overhead, reserves, and emerging needs.

Related: Restricted funds, Annual fund
In-kind donation

A gift of goods, services, or use of property rather than cash, such as equipment, professional expertise, or meeting space, which must be valued and recorded appropriately.

Related: Gift acceptance policy, Contributed services
Gift acceptance policy

Written guidelines that set who may accept which types of gifts, how unusual or risky assets are reviewed, and when the organization may decline a contribution.

Related: In-kind donation, Planned giving
Planned giving

Fundraising that arranges charitable gifts through estate plans or financial instruments, such as bequests, charitable trusts, and gift annuities, often realized years after the commitment.

Related: Bequest, Gift acceptance policy
Bequest

A gift of money or property left to a nonprofit in a donor's will or trust, usually unrestricted unless the document specifies a purpose, and often the simplest form of planned gift.

Related: Planned giving, Restricted funds
Fundraising cost ratio

The share of fundraising expenses relative to funds raised, used by watchdogs and donors to gauge efficiency, though it says little about long-term relationship building or mission impact.

Related: Program expense ratio, Form 990
Form 990

The annual information return most tax-exempt organizations file with the IRS, disclosing revenue, expenses, compensation, governance practices, and program accomplishments; it is publicly available.

Related: Fundraising cost ratio, Audited financial statements
Audited financial statements

Financial reports examined by an independent CPA firm that issues an opinion on whether the statements fairly present the organization's financial position under accepted accounting standards.

Related: Audit committee, Internal controls
Internal controls

The policies and procedures, such as segregation of duties and required approvals, that safeguard assets, prevent and detect errors or fraud, and keep financial records reliable.

Related: Segregation of duties, Whistleblower policy
Segregation of duties

An internal control practice that divides financial tasks among different people, so no single person both authorizes a payment, records it, and reconciles the bank account.

Related: Internal controls, Audit committee
Audit committee

A small group of board members, ideally including someone with financial expertise, that oversees the audit process, reviews findings, and monitors management's response to recommendations.

Related: Audited financial statements, Sarbanes-Oxley-style policies
Statement of functional expenses

A financial statement that breaks total spending into program, management and general, and fundraising categories, showing how costs support mission work versus administration.

Related: Program expense ratio, Form 990
Program expense ratio

The portion of total expenses spent on programs and services rather than administration or fundraising, often used by donors and rating agencies as a rough efficiency measure.

Related: Statement of functional expenses, Fundraising cost ratio
Operating reserve

Unrestricted funds set aside to cover a set number of months of expenses, protecting the organization against revenue shortfalls, delayed grants, or unexpected costs.

Related: Unrestricted funds, Cash flow projection
Cash flow projection

A forward-looking schedule estimating when cash will come in and go out over coming weeks or months, helping managers time payments and anticipate shortfalls.

Related: Operating reserve, Internal controls
Logic model

A one-page diagram linking the resources and activities of a program to its outputs and intended outcomes, clarifying assumptions and external factors that shape results.

Related: Theory of change, Outcome measurement
Theory of change

A narrative and visual explanation of how and why a set of activities is expected to produce desired long-term change, including the evidence and assumptions behind each link.

Related: Logic model, Outcome measurement
Outcome measurement

The systematic collection of data about changes in participants' knowledge, behavior, or conditions that result from a program, as distinct from simply counting activities delivered.

Related: Output, Logic model
Output

A direct, countable product of program activity, such as classes taught or meals served, which shows effort but not whether participants benefited.

Related: Outcome measurement, Performance indicator
Performance indicator

A specific, measurable variable used to track progress toward a goal, chosen so that data can be collected reliably and compared over time.

Related: Outcome measurement, Baseline
Baseline

The measurement of conditions before a program begins, providing the reference point against which later change and program effectiveness are judged.

Related: Performance indicator, Outcome measurement
Needs assessment

A structured process of gathering data on a community's gaps, assets, and priorities to justify program design and target services where need is greatest.

Related: Logic model, Community engagement
Formative evaluation

Evaluation conducted while a program is running to improve implementation, checking whether activities reach the intended participants and whether delivery is working as planned.

Related: Summative evaluation, Continuous quality improvement
Summative evaluation

Evaluation carried out at or after a program's end to judge overall merit and worth, typically answering whether intended outcomes were achieved and at what cost.

Related: Formative evaluation, Outcome measurement
Continuous quality improvement

An ongoing cycle of measuring performance, identifying small changes, testing them, and adopting what works, so services get better incrementally rather than only at final review.

Related: Formative evaluation, Performance indicator
Ethical code of conduct

A written statement of the values and behavioral expectations for board, staff, and volunteers, covering honesty, confidentiality, respectful treatment, and avoidance of improper gifts.

Related: Conflict of interest policy, Whistleblower policy
Lobbying

Attempting to influence legislation through direct contact with lawmakers or urging the public to do so; permitted in limited amounts for charities but subject to tax rules and reporting.

Related: Advocacy, 501(c)(3) determination letter
Advocacy

Speaking out on issues and educating the public or officials about a cause without necessarily supporting a specific bill; broader than lobbying and generally unrestricted for charities.

Related: Lobbying, Community engagement
Political campaign intervention

Any activity that supports or opposes a candidate for public office, which is prohibited for charitable organizations and can jeopardize their tax-exempt status.

Related: Lobbying, 501(c)(3) determination letter
Intermediate sanctions

Tax penalties the IRS may impose on insiders who receive excessive benefits from a charity and on board members who approved the arrangement without reasonable justification.

Related: Excess benefit transaction, Conflict of interest policy
Community engagement

The deliberate process of building ongoing relationships with residents, partners, and constituents so programs reflect local priorities and the organization earns trust and legitimacy.

Related: Needs assessment, Advocacy
Cultural competence

The ability to understand and respond respectfully to people of different backgrounds, adapting services, communication, and staffing to the communities being served.

Related: Community engagement, Needs assessment
Volunteer management

The practices of recruiting, screening, training, supporting, recognizing, and retaining volunteers, including clear role descriptions and protection against risk.

Related: Ethical code of conduct, Community engagement
Public support test

A formula measuring the share of a charity's revenue from broad public sources versus a few large donors, used to determine whether it qualifies as a public charity.

Related: Public charity, Private foundation
Minutes

The official written summary of a board or committee meeting recording attendance, decisions, and votes, which serves as the legal record of governance actions.

Related: Board resolution, Quorum
Donor restriction release

The accounting event when a donor-imposed condition or time restriction is satisfied, allowing those funds to be recognized as available for general use.

Related: Restricted funds, Unrestricted funds
Contributed services

Volunteer time or professional expertise donated to a nonprofit, recognized in financial statements only when the service creates or enhances nonfinancial assets or requires specialized skills.

Related: In-kind donation, Gift acceptance policy