Non-Profit & Social EnterprisesOverviewNonprofit organizations face a wide range of unique business and legal issues, from tax exemption to governance and fundraising rules. Michael Best has significant experience regarding these special legal needs of nonprofit organizations. Our clients include large organizations with national and international memberships; trade and professional organizations of all sizes; family foundations; colleges and universities; and charitable, educational, scientific, human services, healthcare, and cultural institutions. In addition to advising these organizations on a wide variety of day-to-day matters, we also have considerable experience in counseling organizations that have converted from tax-exempt to taxable status (and vice versa), including within regulated industries, such as insurance, and in mergers and acquisitions involving tax-exempt organizations. Whatever their scope or industry, nonprofits constantly face the specter of losing their tax-exempt status. Often, this loss results from some inadvertent act on the nonprofit’s part. Among other issues, a nonprofit’s board of directors may be personally fined for actions the organization takes, even if the board is unaware of the noncompliant acts. We are closely attuned to the complexities of the Internal Revenue Code regarding exempt organizations, and to additional regulation by most states. We provide proactive planning advice to help nonprofit clients protect their tax-exempt status. Our tax advisors regularly advise nonprofit clients in the following areas:
- Applying for and obtaining tax-exempt determination letters from the IRS
- Unrelated business income tax (UBIT)
- Taxation of lobbying and campaign activity
- Compensation of directors and officers
- Taxation of joint ventures with for-profit organizations
- Intermediate sanctions
- Tax matters related to private foundation classification, as well as the private foundation excise taxes
- Applicable operating requirements
- Disclosure of tax and information returns
Additional Services
Outside the tax realm, our lawyers also provide counsel to nonprofits in the following essential areas:
- Organization, including structuring of holding companies, for-profit subsidiaries, tax-exempt foundations, public/private partnerships, and other types of collaborative relationships
- Governance, including articles of incorporation and bylaws, corporate recordkeeping, principal roles, and conflicts of interest
- Fundraising and development, such as fund solicitation, charitable registration under state law, endowments, bonding, deferred giving, and estate planning
- Antitrust, including concerted action, standard setting and certification, and other competitive activities
- Labor and human relations, including executive compensation, tax, and ERISA issues; staff and employee contracts; workplace safety and accommodation requirements under OSHA and ADA; and employment issues such as harassment, discrimination, discipline, and termination
- Government relations, including participation in lobbying and rulemaking and interfacing with regulatory agencies in connection with compliance, grants, and funding
- Real estate and environmental issues such as site selection, acquisition, zoning, development, environmental and tax assessment, construction, financing, leasing, and sale of commercial property
- Intellectual property, including the protection of patents, trademarks, trade names, and copyrights
Related PeoplePreview Attorney's BiographyAndy assists clients with transactional, regulatory, and operational matters. He has significant experience with healthcare matters including business transactions, acquisitions, the Anti-Kickback Statute, the Stark Law, HIPAA and privacy matters, contract drafting, and due diligence. He also has a robust practice counseling faith-based institutions and other nonprofit organizations on a range of legal, transactional, and strategic matters.Prior to joining Michael Best, Andy practiced at a ... Preview Attorney's BiographyJonathan is a commercial real estate attorney. He represents clients in all aspects of the acquisition, sale, development, and financing of a variety of real estate projects. Preview Attorney's BiographyDavid brings a wealth of experience to his corporate law practice, including prior roles as a M&A investment banker, commercial lender, educator, entrepreneur, and investor. He represents start-ups, nonprofits, and major corporations in a range of transactional matters including mergers and acquisitions, debt and equity financings, private equity and venture capital fund formations, commercial transactions, nonprofit entity formations, business succession planning, and general corporate matters. Preview Attorney's BiographyClients call on Hamang for guidance on the federal, state and local tax and business law issues stemming from complex business transactions. His strategic counsel encompasses mergers and acquisitions, tax-free reorganizations, spin-offs, new market tax credit financings, historic tax credit financings, partnerships and joint ventures, REIT acquisitions, real estate transactions, and renewable energy tax incentives. Preview Attorney's BiographyVirginia is an estate planning and business law attorney. She helps clients establish estate plans that efficiently transfer wealth to the next generation, including the preparation of wills, trusts, and powers of attorney. She also advises and guides executors, trustees, and beneficiaries through the estate administration process. In her corporate practice, Virginia advises companies, nonprofits, and start-ups through all stages of their lifecycles, including entity formation and dissolution, contract review and drafting, and corporate acquisitions, sales, and financing. Preview Attorney's BiographyTim provides strategic counsel on tax matters contested by the Internal Revenue Service, the Wisconsin Department of Revenue, and the taxing authorities of other state and local jurisdictions. Contested matters, for Fortune 1000 and other clients, include: federal income taxation of banks, insurance companies and manufacturers; multistate apportionment and allocation of income; transfer pricing among affiliated entities; and sales and use tax for retailers, manufacturers and construction contractors. Preview Attorney's BiographyKellye is an experienced litigator and counselor with experience in various areas of law including employment, conflict resolution, policy review and development, governance, investigations, and litigation. Additionally, Kellye helps develop restorative justice and reconciliation plans for nonprofits and faith-based organizations that have experienced trauma or significant conflict, to aid in rebuilding trust, reconciling relationships, and caring for victims.Prior to joining Michael Best, Ke ...
|