Print PDF

Overview

Sheppard Mullin is one of the few large international law firms with attorneys who are dedicated full-time to nonprofit organizations and tax exemption matters – and who have dedicated their careers to working with nonprofit organizations. For an overview of our team, please click here.

Our Services

Our team advises clients on the full life-cycle of a tax-exempt, nonprofit organization –from formation, to obtaining and maintaining tax-exempt status, to operational, governance and compliance matters, to corporate transactions and restructurings, and through dissolution, including in particular:

New Nonprofits

  • Forming new nonprofits and obtaining tax exemption
  • Structuring relationships between nonprofits and for-profits to qualify for tax-exemption
  • Complex structures and groups of affiliated entities
  • Fiscal sponsorship arrangements
  • Obtaining state/local property, income and sales and use tax exemptions

Corporate Governance

  • Counseling boards on governance
  • Governance restructurings
  • Advising on Bylaws and statutory compliance
  • Conflict of Interest, fiduciary duties, ethics and best practices
  • Corporate policies and procedures
  • Preparing Board resolutions and minutes
  • Supporting board and committee meetings

Compliance/Operations

  • Avoiding excess benefit transactions, private inurement and private benefit
  • Executive compensation (the “rebuttable presumption” process)
  • Operational support – e.g., negotiating and drafting contracts
  • Private foundation excise tax rules
  • Review of annual filings, including IRS Forms 990 and 990- PF
  • Unrelated business income tax
  • Public charity vs. private foundation status qualification
  • Compliance reviews / “health checks”
  • Lobbying and political campaign restrictions

Transactions

  • Structuring joint ventures, complex affiliations and other arrangements between tax-exempt and for-profit organizations
  • Mergers and acquisitions
  • Strategic corporate organizational planning
  • Conversions to taxable and tax-exempt status
  • Spin-offs of divisions of a tax-exempt entity into for-profit structures
  • Dissolutions

Philanthropic Needs

  • Fundraising and charitable solicitation matters
  • Endowment funds and restricted gifts
  • Grant-making guidelines and agreements
  • Charitable solicitation registration
  • Corporate sponsorship
  • Commercial Co-Ventures/Charitable Sales Promotions

Industry-Specific Compliance

  • Healthcare-specific requirements – e.g., Section 501(r), tax-exempt PCs
  • Qualifying as a “church” or “integrated auxiliary” of a church
  • Scientific research organizations and clinical research
  • International organizations – tax compliance and charitable giving
  • Trade associations – tax exemption issues and antitrust compliance

Investigations/Litigation

  •  Investigations and proceedings by state attorneys general and other governmental bodies

Clients

Our Clients

We represent clients across the spectrum of the nonprofit sector, including, for example:

  • Hospitals, clinics, health plans, nursing homes and other healthcare organizations
  • Social service providers
  • Scientific and medical research organizations
  • Religious and denominational nonprofits
  • International charities and “American Friends of” organizations
  • Universities, schools and educational organizations
  • Arts and cultural organizations
  • Private foundations - family foundations and company foundations
  • Trade associations, professional organizations and business leagues
  • Nonprofit news and media organizations
  • Homeowners associations and real estate and economic development organizations
  • Cause-related and advocacy organizations, such as environmental, animal rights, youth, and sports organizations

Our experience counseling a broad range of clients enables us to provide not only technical legal support, but also practical solutions tailored to each client’s particular needs.

Publications

Recognitions

Jump to Page

By scrolling this page, clicking a link or continuing to browse our website, you consent to our use of cookies as described in our Cookie and Advertising Policy. If you do not wish to accept cookies from our website, or would like to stop cookies being stored on your device in the future, you can find out more and adjust your preferences here.