Communities look to their not-for-profit, tax-exempt, philanthropic, and religious organizations to satisfy their most vital humanitarian, cultural, academic, and spiritual needs. By their very nature, these organizations are confronted with unique operational challenges that are best served by legal professionals who have first-hand knowledge in assisting them in meeting their goals and objectives.
Over the course of many decades, our firm has been on the forefront of providing assistance to not-for-profit entities. Our counseling covers the entire spectrum of services, from day-to-day operational issues to more specialized counseling in litigation, governance, and taxation.
We assist new organizations, as well as those entities that have long histories within the communities they serve.
The attorneys in our multidisciplinary Not-for-Profit Practice Area help guide our clients through every stage of their life cycle, as well as issues relating to employment, real estate, fundraising, financing, investments, transactions, and regulatory and related matters. When disputes arise from within and without the organization, our team of litigation attorneys works to resolve them using the most effective and economical solution available.
Our firm is mindful of the mission and limited resources of not-for-profit entities, as well as the value they bring to our communities. We look to provide practical and creative solutions that best serve our clients’ needs and interests.
Entity Formation and Tax Issues
We are experienced in establishing various not-for-profit and tax-exempt entities and setting up groups of related organizations, including for-profit subsidiaries. We can assist in obtaining determinations of federal and state tax-exempt status with income, property, real property, and sales tax. Our attorneys are also adept at advising on matters related to fundraising, particularly as it concerns institutional planned giving vehicles and the use of donated funds.
Negotiating and Drafting Contracts with External Parties
Attorneys in our Not-For-Profit Organizations Practice Area regularly represent clients in the drafting, review, and negotiation of agreements of every sort relating to business transactions and arrangements, including joint venture agreements, corporate organizational agreements, supply agreements, purchasing agreements, equipment leasing agreements, loan and financing documents, consulting agreements, non-disclosure agreements, non-compete agreements, employment agreements, leases, and service agreements.
We can assist with all matters related to running a successful not-for-profit organization, including development and maintenance of corporate governance procedures and other policies, interaction with the New York State Attorney General’s Office and other regulatory agencies regarding compliance issues, and matters involving financial and investment issues. We work with clients to prepare, file, and maintain their organization’s certificate of incorporation, by-laws, and other organizational documents. Our attorneys also provide counseling related to the fiduciary responsibilities of directors and officers.
We frequently assist our clients with the special issues related to private philanthropic foundations, including crafting of investment policies, grant making policies and grant agreements. We have a special interest in program related investments and mission related investments and are helping many clients move their investment programs towards greater impact. We also help guide clients through the unique issues presented under the private foundation rules, including navigating the rules related to prohibited transactions, and assisting with matters requiring IRS approval. We also work closely with our trusts and estates colleagues on estate planning involving the establishment of private foundations