Tax-Exempt Organizations

Our tax-exempt organizations lawyers are trusted advisers to a wide array of mission-focused global clients, including private foundations, public charities, and other tax-exempt entities, high-net-worth individuals, family offices, and impact-driven for-profit entities and entrepreneurs in a variety of areas including structuring, governance, compliance, tax, corporate transactions, investment management and impact investing, intellectual property, compensation, and regulatory matters.

We help clients envision, establish, operate, fund, govern, and grow organizations and impact strategies and structures while guiding them through often-complex federal and state regulatory requirements. Beyond serving as trusted advisers, we anticipate and respond to regulatory, operational, and reputational risks, including IRS audits, Congressional and State Attorney General investigations, sensitive governance issues, internal reviews, and matters that require coordination across tax, corporate, employment, benefits, litigation, and nonprofit law.

Our clients span a range of industries and disciplines within and engaging with the philanthropic sector, including investment and finance, insurance, life sciences, healthcare, higher education, and ESG/sustainability, and benefit from a team with decades of experience advising tax-exempt organizations of varying size, structure, resources, mission, and complexity throughout every stage of the organizational lifecycle.

Who We Serve

Our cross-office, cross-disciplinary tax-exempt organizations team brings deep knowledge and tailored support to clients ranging from major charitable institutions to mission-driven organizations. We counsel an expansive range of clients, including:

  • Private foundations (operating and non-operating)
  • Public charities
  • Donor-advised fund sponsoring organizations 
  • Community foundations
  • Supporting organizations
  • Colleges and universities
  • Hospitals and medical research organizations
  • Social welfare organizations
  • Trade associations
  • High-net-worth individuals
  • Family offices
  • Impact investment fund managers and sponsors
  • Accelerators and incubators
  • Other mission-driven entities

We help tax-exempt organizations, family offices, and other mission-focused investors structure impact investments that advance charitable, social, environmental, and community objectives. Our lawyers advise on:

  • Impact investment structuring
  • Program-related investments
  • Mission-related investments
  • Charitable and impact fund formation
  • Innovative finance vehicles
  • Multi-funder initiatives
  • Guarantees and pooled guarantee vehicles
  • Licensing
  • Large endowment investment review
  • Tax considerations
  • Compliance with applicable exempt organization rules
     

Drawing on a deep and longstanding background advising tax-exempt organizations and their boards, committees, members, and advisory bodies, we counsel clients on: 

  • Board and committee governance
  • Governance documents, policies, and operating procedures
  • Fiduciary duties, conflicts of interest, and liability considerations
  • Indemnification, insurance, and risk mitigation
  • Internal reviews and investigations
  • Oversight of complex gifts, investments, leadership transitions, executive compensation arrangements, and nonprofit and for-profit subsidiaries and affiliates

We advise tax-exempt organizations on the federal, state, and local tax issues that shape their operations, transactions, investments, fundraising, and governance. We counsel clients on:

  • Formation and exemption
  • Unrelated business income
  • Private foundation rules
  • Charitable giving, endowments, and naming opportunities
  • Excise taxes
  • Investment matters
  • Risk assessment, including mock audits and compliance reviews
  • Complex organizational structures, multi-funder initiatives and joint ventures
  • Reporting obligations and IRS audits
  • State and local taxes
  • Tax-efficient structures

Our tax-exempt organizations lawyers advise family offices on structuring and managing charitable and impact-oriented activities, including private foundations, donor-advised funds, family philanthropy, governance, grantmaking, succession planning, charitable giving, and coordination among family office, nonprofit, and investment priorities.

We help tax-exempt organizations develop and implement sophisticated organizational and transactional structures that support growth, collaboration, investment, and mission delivery. Working across practices, we advise clients on the legal, tax, and governance considerations that accompany complex initiatives, including:

  • Organizational formations and restructurings
  • Joint ventures and strategic collaborations
  • Multi-entity and multi-funder initiatives
  • Investment and financing arrangements
  • Charitable giving structures and endowments
  • Corporate spin-offs
  • Mergers, affiliations, and other strategic transactions
  • Cross-disciplinary planning