Nonprofit/Charitable Foundations

Turning charitable vision into lasting impact.

How do we help charitable organizations think bigger and build stronger?

The right legal structure should advance the mission, support sound decisions and hold up as a charitable organization evolves. We advise a variety of organizations such as public charities, community foundations, family and private foundations, educational and healthcare nonprofits, and public trusts on the tax, governance and operational issues that shape their work. From the first choice between forming an entity and using a donor-advised fund to sophisticated transactions and long-term compliance, we bring the full picture into focus and give boards, leaders and families practical, actionable guidance.

Start with the right vehicle, not just another entity

Properly structuring charitable entities is critical to their success. Before forming a nonprofit or foundation, we guide clients through the process, helping them determine whether a separate entity is the best fit or if a donor-advised fund would better meet their needs. When a new organization is the right answer, we handle the formation process and establish a practical framework for governance and operations. Our work includes:

  • Entity formation and applications for federal tax-exempt status
  • Bylaws, conflict of interest policies and other core governance documents
  • Board structure, fiduciary responsibilities and operational protocols
  • Public trust, public charity, private foundation, business league and trade association issues
  • Joint ventures with taxable, for-profit co-owners and safeguards for charitable purposes

Governance should never be an afterthought

A charitable organization earns trust through the decisions it makes as much as the work it performs. We advise boards, controlling persons and leadership teams on fiduciary duties, donor relationships, management, risk analysis and employment matters. We also help clients evaluate related-party transactions and compensation arrangements so they can avoid the excess benefit rules that apply to public charities, excise taxes that can affect private foundations and emerging issues such as the new excise tax exposure when an exempt organization pays more than $1 million in annual compensation to an individual.

Delivering the precision required for complex transactions

Transactions involving charitable organizations require more than a standard business-law playbook. We help public charities evaluate combinations in which a smaller organization joins a larger one, structure investments and determine how assets should be held legally. When family members develop different charitable priorities, we guide the division of a family foundation into separate entities and address the governance, asset and tax issues that come with the transition. We also counsel exempt organizations entering joint ventures with taxable co-owners, focusing on governance rights, economic terms and continued alignment with charitable purposes.

We safeguard tax exempt status at every turn

Obtaining an exemption is only the beginning. We advise on maintaining charitable exempt purposes, avoiding Internal Revenue Code excise taxes and evaluating exemptions from state and local ad valorem and sales/use taxes. We also work alongside CPA firms when questions arise in connection with Form 990 filings, helping resolve the legal issues behind the reporting and keeping compliance aligned with the organization’s actual operations.