Nonprofits &
Tax Exempt Organizations

We have experience advising clients on all elements of a nonprofit lifecycle, from formation, to obtaining tax exemption, to fundraising and state compliance issues. This includes many types of entities from public charities and private foundations in the 501(c)(3) world, to 501(c)(4) social welfare organizations, to 501(c)(6) trade associations and chambers of commerce.

Navigating the nonprofit and tax‑exempt space requires a specific blend of corporate law and tax law knowledge. Specifically, you need legal knowledge, attention to regulatory detail, and a deep understanding of how these organizations operate in practice. Nonprofits are governed by strict rules regarding purpose, governance, financial oversight, and the use of funds. This paradigm differs dramatically from traditional for-profit businesses. Even well‑meaning missteps can put an organization’s tax‑exempt status at risk or lead to penalties for directors, officers, or stakeholders. Our goal is to help clients understand these requirements clearly so they can focus on fulfilling their mission while staying fully compliant.

Other clients require deeper and more consistent involvement, often similar to what a traditional in‑house general counsel would provide. For these businesses, we assist with a myriad of issues. These can include: contract management, internal policies, employment matters, risk assessment, business strategy, compliance planning, negotiation support, and daily operational legal needs. We become part of the leadership team—attending meetings, developing internal processes, and helping guide the company’s legal strategy—while still functioning as an external, flexible resource.

Formation is often the first major step where organizations need guidance. Nonprofits must be structured correctly from the beginning, with governing documents reflecting their purpose, outlining key responsibilities, and meeting state and IRS requirements. We help clients develop all necessary corporate documents. These include bylaws, conflict‑of‑interest policies, foundational governance structures, and organizational resolutions. These documents provide a solid foundation for the nonprofit to more forward. Once the entity is formed, we prepare and submit the appropriate IRS application for tax‑exempt recognition, ensuring that the organization’s activities, structure, and documentation align with federal standards.

After achieving tax‑exempt status, compliance becomes an ongoing responsibility. Annual filings, required disclosures, charitable solicitation registrations, and state compliance rules are real. And they can easily become overwhelming without proper support. We assist with understanding and maintaining these obligations. We support nonprofit leaders – helping them avoid inadvertent violations and keeping their organizations in good standing. Whether your organization operates solely in one of our states (Idaho, Ohio, or Utah) or fundraises in multiple states, we can help.

Fundraising and donor‑related issues are also critical components of nonprofit operations. Documenting gifts, donor restrictions, and grant agreements properly is paramount. Issuing appropriate acknowledgement letters is essential for both accountability and legal compliance. We advise clients on how to structure fundraising activities, manage restricted funds, and engage in revenue‑generating activities without jeopardizing their exempt status. We help interpret requirements and implement policies to ensure compliance for organizations receiving grant funding.

Nonprofits also encounter governance issues that require thoughtful legal input. Board composition, term limits, officer roles, voting procedures, conflicts of interest, and financial oversight obligations all play a role in a nonprofit’s health and stability. We help boards understand their fiduciary duties and develop appropriate governance procedures. These procedures promote transparency and mitigate risk. As organizations grow and evolve, updating governing documents and internal policies becomes equally important.

We also assist nonprofits through periods of change and transition. Whether that involves leadership transitions, programmatic expansion, or mergers between nonprofit entities, or we can help. Each stage carries its own legal responsibilities and potential pitfalls. We provide the guidance needed to navigate these transitions smoothly and compliantly.

Ultimately, nonprofit leaders and volunteers need and deserve clear, practical legal guidance that empowers them to pursue their mission without unnecessary confusion or risk. Our role is to provide just that. We support these organizations through every stage of their lifecycle so they can continue serving their communities with confidence, integrity, and strong legal footing.