Nonprofit Organizations

Paley & Prehn, PLC with Frost Law and Swankin & Turner, PC (of-counsel)

Nonprofit organizations operate under governance, tax, and regulatory frameworks. Staying compliant is essential not only to protect tax-exempt status, but also to safeguard the mission of the organization as well as the board members, officers, staff, and volunteers who serve it. At Paley & Prehn, PLC, we provide comprehensive services to nonprofits – from formation and tax exemption to ongoing compliance, fundraising, governance, and general counsel services.

Establishing and Maintaining a Tax-Exempt Nonprofit

We provide comprehensive legal guidance on incorporation, obtaining and maintaining tax-exempt status, and ensuring compliance with governance and regulatory requirements.

• Obtaining and Maintaining Tax-Exempt Status – Incorporating and obtaining tax exempt status under 501(c)(3), 501(c)(4), and/or 501(c)(6), and ensuring ongoing compliance with IRS regulations.

• Corporate Governance – Reviewing governance documents and procedures (articles, bylaws, minutes, internal policies), developing best practices, advising on fiduciary duties of board members and officers, succession and dissolution matters.

• Tax Compliance – Tax return (Form 990) preparation, and guiding nonprofits through IRS audits and charitable solicitation laws.

• Regulatory Compliance – State foreign corporation registration for nonprofits operating in multiple jurisdictions, and support with other regulatory matters.

• Fiscal Sponsorship Compliance – Structuring and advising on fiscal sponsorship arrangements for fiscal sponsors and for new nonprofits awaiting tax exemption.

• Advocacy and Lobbying – Ensuring compliance with IRS requirements, including educating staff, volunteers, and partners on the distinctions between permissible issue advocacy, lobbying, and prohibited political activity, and 501(h) application and reporting.

• Reinstatement of Tax-Exempt Status – Assistance with regaining federal and state tax-exempt status after automatic revocation or administrative forfeiture, including IRS and state reinstatement processes by streamlined, retroactive, or full application methods.

Fundraising and Development

We assist nonprofits with fundraising and development to ensure compliance and protect donor relationships.

• Fundraising and Development – Grant writing and program development, federal and state grant applications, and ensuring compliance with reporting, recordkeeping, and audit requirements for grant-funded programs.

• Online Fundraising and Platforms – Reviewing compliance for online fundraising initiatives, social media solicitations, and third-party platforms. Advising on privacy policies and donor data collection practices under U.S. and international law.

• Donor Agreements – Drafting and reviewing major gift agreements, advising on gift restrictions, conditions, and revocability, and creating or updating gift acceptance policies (including for non-cash assets like crypto, real estate, or closely held stock).

• Lifetime and Testamentary Gifts – Managing bequests through wills or trusts, endowments (restricted and unrestricted), charitable remainder trusts and other planned giving vehicles, donor-advised funds, and complex gift arrangements.

General Counsel Services

We serve as outside general counsel to advise on a wide range of legal and governance issues.

• Employment Law – Advising on employment contracts, harassment policies, and other employment-related issues.

• Contract Review and Negotiation – Providing expertise on contracts with service providers, leases, and other agreements.

• Real Estate Matters – Assisting with the acquisition, management, and sale of real estate, including property tax exemptions.

• Intellectual Property – Protecting trademarks and copyrights and advising on anti-trust issues.

• Litigation and Dispute Resolution – Representing nonprofits in legal disputes and providing advice on litigation strategy.

• Risk Management and Liability – Assisting with risk management strategies, insurance coverage, and liability issues.

• Complex Transactions – Advising on complex transactions such as mergers, formation of subsidiaries, and asset transfers.

Legal Audit

All existing nonprofit organizations that engage our services will receive an initial legal audit, including:

• Review of articles of incorporation, bylaws, board conflicts of interest agreements,
• Verification of reporting compliance in state of domicile and where authorized to do business, and
• Confirmation that tax exempt status is active.

Nonprofit opinion letters are also available at a significantly reduced cost, to provide boards of directors and executives with clear legal guidance on governance and compliance issues. [Learn more about our opinion letter services »]

Why Nonprofits Choose Paley & Prehn

At Paley & Prehn, PLC, we understand the unique compliance and governance challenges nonprofits face, and we provide practical, reliable legal solutions that keep organizations protected and their missions on track. Contact us today to ensure your nonprofit remains compliant and positioned to achieve its goals.