Legal Clarity for Nonprofit and Philanthropic Organizations

Nonprofit organizations and philanthropic institutions operate within a complex legal environment that balances innovation, mission, and public accountability. From formation to governance, fundraising and grantmaking, legal guidance helps organizations structure their operations in ways that support long-term impact while ensuring compliance with federal, state, and local regulations.

Our firm works with public charities, private foundations, professional associations, and mission-driven organizations across the country. We help boards, executives, and fiduciaries design governance frameworks, manage charitable assets, and implement policies that protect the organization while advancing its purpose. We also provide guidance on grantmaking, donor engagement, and charitable giving strategies, including planned giving, donor-advised funds, and international philanthropy.

In addition to routine operational guidance, we assist organizations with major lifecycle events such as formation, fiscal sponsorship, mergers, reinstatement, and dissolution. Our work ensures that organizations can navigate these transitions thoughtfully, maintaining compliance with state nonprofit law, IRS regulations, and fiduciary standards, while preserving mission focus and public trust.

Our clients are united by a commitment to meaningful social impact. We provide practical, proactive counsel that empowers organizations to make informed decisions, manage risk, and optimize resources so they can focus on the causes and communities they serve. Whether advising on governance, charitable assets, taxation issues, or organizational strategy, we combine deep legal expertise with a clear understanding of the unique challenges and opportunities in the nonprofit and philanthropic sector.

We advise nonprofit organizations on corporate governance and regulatory compliance, supporting boards and leadership teams in meeting fiduciary duties while advancing their charitable missions.

Our work spans nonprofit formation and governance design; board composition, roles, and ethics policies; risk management and liability matters; and compliance with Attorney General oversight, regulatory filings, and reporting requirements.

We also counsel organizations on fiscal sponsorships, affiliated structures, and corporate records, as well as through nonprofit mergers, dissolutions, and charitable asset transfers.

We provide comprehensive counsel on federal and state tax-exempt organization law, advising clients on obtaining and maintaining tax-exempt status.

Our work includes representation of public charities, private foundations, private operating foundations, supporting organizations, and other 501(c) entities, with guidance on qualification and support tests, private foundation rules, and operating and compliance requirements.

We also advise on executive compensation and intermediate sanctions, self-dealing and disqualified person rules, lobbying and political activity restrictions, unrelated business income tax, and ongoing IRS reporting obligations, including Forms 990, 990-PF, and 990-T.

We advise donors, foundations, and nonprofit organizations on philanthropic structures and grantmaking practices that align charitable intent with legal compliance. 

We provide counsel to private foundations and private operating foundations on governance, fiduciary responsibilities, and charitable operations, as well as guidance on domestic and international grantmaking, including expenditure responsibility, equivalency determinations, grant agreements, and compliance oversight. 

We also advise on mission stewardship and the enforcement of charitable purpose.

We advise nonprofits, foundations, donors, and fiduciaries on the structuring, administration, and stewardship of charitable gifts, trusts, and endowments. 

We provide counsel  on charitable contributions and deductibility, restricted and unrestricted gifts, donor-advised and board-designated funds, and the creation and long-term management of endowments, including spending policies and compliance with UPMIFA and state law. 

We also advise on charitable trusts and represent nonprofits and fiduciaries in matters involving the modification of charitable restrictions under the doctrine of cy pres, including matters subject to Attorney General oversight and court approval.

We guide nonprofit organizations through mergers, dissolutions, and strategic transitions with a focus on protecting charitable assets and preserving mission integrity.

Our work includes nonprofit mergers and asset transfers, dissolutions, corporate restructurings and reorganizations, strategic affiliations and collaborations, joint ventures, and the use of subsidiaries, controlled organizations, and for-profit affiliates.

We advise nonprofits and philanthropic organizations pursuing innovative and entrepreneurial approaches to advancing their missions.

Our work includes nonprofit and for-profit joint ventures, mission-related investments such as program-related and impact investments, earned revenue activities, and the design of hybrid and multi-entity nonprofit and for-profit structures, including benefit corporations.

We draft, review, and negotiate contracts essential to nonprofit operations, funding, and regulatory compliance. 

Our transactional work includes management and operating agreements, grant and funding agreements, gift agreements and donor restrictions, resource sharing agreements, and cross-border and international funding arrangements.

We advise nonprofit boards and organizations on executive employment and compensation matters directly related to governance and regulatory compliance.

Our work includes review of executive employment agreements, executive compensation structuring, compensation reasonableness analyses and comparability studies, and board and committee processes for compensation approval, with a focus on mitigating intermediate sanctions risk.

We assist nonprofit organizations with the review of intellectual property provisions in contracts and transactions, with a focus on ownership, licensing, and permitted use of intellectual property in nonprofit agreements.

When specialized patent, trademark, or prosecution expertise is required, we coordinate with outside intellectual property counsel to ensure continuity and alignment with the organization’s mission and operations.

501(c)(2) Title-Holding Corporations
501(c)(3) Public Charities, Private Foundations, Operating Foundations, and Supporting Organizations
501(c)(4)Social Welfare and Civic Organizations
501(c)(5)Labor Organizations
501(c)(6) Trade Associations, Chambers of Commerce, and Professional Societies
501(c)(7) Social and Recreational Clubs
501(c)(8), (9), and (10) Fraternal and Employee Benefit Organizations
501(c)(12) Cooperative and Mutual Utilities
501(c)(14) Credit Unions

A women-owned law firm based in Greater Boston that advises nonprofit organizations, foundations, and mission-driven entities and philanthropists worldwide. The firm specializes in entity formation, governance, tax-exempt organization law, philanthropy, charitable asset management, and organizational transitions.