Nonprofits + Social Enterprises

The Cullinane Law Group provides the highest quality legal counsel to nonprofit and tax-exempt organizations.

We set up and maintain strong and legally compliant nonprofits that have solid bases for long-term success. We provide risk management and offer practical solutions for sound governance. We help nonprofits, foundations, religious organizations, and social entrepreneurs throughout the United States that seek positive change in their communities, throughout the country, and around the world.

 

Formation & Tax-Exempt Status

We set up sustainable business structures and entities for our clients. This includes determining the state of formation, the choice of entity (nonprofit corporation, limited liability company, unincorporated association, trust), and assessing whether the nonprofit may qualify for tax-exemption under the IRS Code.

New Nonprofits: Complete Nonprofit Start-Up

Through our Complete Nonprofit Start-Up Package, we help new nonprofits to incorporate in their state and to receive tax-exemption from the IRS. In handling the formation, we will:

    • Determine the proper entity (nonprofit corporation, limited liability company, other)
    • Reserve nonprofit name in the state of incorporation
    • Draft and file Articles of Incorporation or Certificate of Formation
    • Draft bylaws
    • Prepare IRS application to receive tax-exempt status (501(c)(3) or other category)
    • File state tax-exemption applications
    • Train you to have the knowledge to run the nonprofit with confidence
    • Serve as your agent before the IRS and state for your applications
    • And more.

501(c)(3) Tax-Exempt Status

If your organization is already a state nonprofit corporation, the next big step for your organization is the IRS’s 501(c)(3) application. This IRS application (Form 1023) is needed to gain tax-exempt status for your group. It allows donors and contributors to your nonprofit to make tax-deductible donations.Your organization will be exempt from certain tax obligations. We handle this extensive application, so you can quickly grow your cause and community.

Social Enterprises

Our nonprofit law firm works with social enterprises –  organizations that advance their primary social or charitable mission using business methods. We help to:

    • Identify and structure the legal structure that will best fulfill your business and philanthropic goals, including reviewing state guidelines, tax-exemptions options, unrelated business income and related taxes
    • Structure profit/nonprofit hybrid entities
    • Create joint ventures between businesses and nonprofits
    • Organize and advise corporate foundations and their affiliated giving programs

Reorganizations of Nonprofits + Social Enterprises

We help re-structure a variety of entities, including:

    • Merger and acquisitions of entities
    • Re-categorization of foundations or public charities
    • Structure profit/nonprofit hybrid entities
    • Dissolutions

Laws and Regulations for Tax-Exempt Entities

We advise on:

    • Determining whether a new nonprofit may qualify as a 501(c)(3) tax-exempt entity (or another IRS category) and counseling on compliance duties for tax-exempt organizations
    • Deciding the categories of tax-exempt status: public charity, private foundation, supporting organization, or other
    • Preparing the tax-exempt applications to the IRS and State governing boards
    • Advocacy, lobbying, and political activities
    • Foundation’s grant-making practices
    • Executive compensation
    • Private foundation rules and regulations
    • Commercial and entrepreneurial activities, and when they may cross the line to become unrelated business income tax
    • Public charity support tests and qualification

 

Governance, Board of Directors, Compliance

Governing Structure – Board of Directors

Nonprofit corporations are generally governed by a board of directors, according to the corporate purpose, articles of formation, and bylaws. We counsel on:

    • The structure of your board of directors, including whether the board should be elected by members, self-perpetuating, or selected by an outside body
    • The board’s composition, roles, responsibilities, and training
    • Legal and fiduciary duties of directors
    • Risk management, including advice on insurance, employment policies, and business procedures
    • We also offer training to executive staff and board members.
    • Learn more here.

Governing Documents

We draft documents that nonprofit corporations and tax-exempt entities need to have in place, including:

    • Articles of incorporation and/or certificates of formation
    • Bylaws
    • Conflict of interest policies
    • Gift acceptance policies
    • Document retention policies
    • Fiduciary responsibilities of the board of directors
    • Whistleblower policies, and more.
    • Learn more here.

Government Compliance

We offer nonprofit law counsel on regulatory compliance and annual reporting.

Training + Day-to-Day How-Tos

We created tailored lists of reports, filings, and other legal documents that nonprofit executives need to file with various government entities. Learn more here.

Risk Management

    • Indemnification policies
    • Insurance coverage
    • Regulatory compliance and annual reporting
    • Corporate practices and record-keeping
    • Learn more here.

 

General Counsel Service: Get a Nonprofit Attorney on Your Team

Through our General Counsel Service, we manage the legal aspects of running a nonprofit and offer sound solutions for your day-to-day questions of running a nonprofit. We handle the law, so you can focus on the mission and programs of your nonprofit. We help with:

    • State law issues: maintaining your state nonprofit corporate status
    • Federal law issues: working with the IRS on your tax-exemption matters
    • Internal governance, including board of directors governance structure
    • Legal documents, Contracts, MOUs: drafting and reviewing contracts, memos of understanding, leases
    • Risk management
    • Business planning
    • Fundraising counsel
    • The review and preparation of governing documents, contracts, memos of understanding, fiscal sponsorship agreements
    • Learn more about how you can get a nonprofit attorney on your team.

 

Fundraising Law, Public Charities, Private Foundations

Fundraising Law, Gift Planning, Charitable Contributions, Social Investing

We counsel nonprofits on the laws that govern various types of grants and fundraising and charitable solicitation requirements, including advice on:

    • Legally compliant and user-friendly grant agreements and corporate sponsor contracts
    • Charitable gifts, contributions, and deductibility requirements
    • Planned gifts and establishing and administering planned giving programs, including gift acceptance policies
    • Major gifts, including naming opportunities and capital campaign gift structures
    • Corporate sponsorships
    • Endowment policies
    • Scholarships, grants, or awards to individuals
    • Donor gift instruments including restricted and outright gifts, donor advised funds, and board designated funds
    • Social investments that produce financial returns to benefit the broader society
    • Disaster relief
    • Multi-state fundraising registration and reporting
    • Pledge enforcement
    • Raffles and charitable gaming
    • More here

Public Charities + Private Foundations

Our law firm helps private foundations and public charities to establish policy development, grants management, and grants administration, so that your programs have the strongest impact. We help with:

    • Donor intent, investment, and administrative policies and procedures
    • Establishing foundation guidelines, procedures for monitoring and reporting on grants
    • Contracts to ensure effective use of funds
    • Issues from grants to non-traditional recipients
    • Grants to individuals