This chapter chronicles an unnoticed aspect of the intellectual history of the “contractarian” paradigm, the descriptive claim that firms are best characterized as nexus of contracts. Although the paradigm’s rise in the 1980s in the corporate world is well known, little has been said about its success in rewriting both theory and doctrine in charitable and not-for-profit law. The contract paradigm has reshaped the questions that not-for-profit scholarship attempts to answers, and it is tightly linked to developments in not-for-profit doctrine and practice. Key examples include the growth of donor standing—the notion that not-for-profits have a fiduciary duty to their donors, and that donors may bring suit for breaches—and the growing obsession with “donor intent” throughout the not-for-profit sphere. I contrast contractarianism with an institutionalist “public trust” conception of charities, which was the prevailing intellectual paradigm for most of the 20th century.

This chapter explores the issue of how decision-making about the distribution of benefits should itself be distributed across generations. It outlines that under the existing rules, there are gaps in the ability of the present generation to change the rate of accumulation or distribute retained assets, even if they think that to do so would increase public benefit. Thus, the chapter investigates potential normative bases for reforming the decision-making balance between past, present and future decision-makers so as to determine the additional circumstances in which the present generation ought to be able to alter accumulation. It does so by reference to cy-près reform discussions and to principles of intergenerational justice. The chapter then identifies potential ways in which the existing rules might be reformed to better accord with these normative bases, drawing on examples from the United Kingdom and the United States. The potential reforms include broader cy-près and administrative scheme grounds and greater discretion for charity controllers to amend administrative machinery and purposes, but coupled with a period of protection for donor intent.