Legal Services for Nonprofit and Tax-exempt Organizations

Carter Law GroupCaritas Law Group regularly serves as outside general counsel to tax-exempt and nonprofit organizations. We also represent donors with respect to significant gifts, and socially responsible companies with respect to cause-marketing arrangements and corporate giving strategies. Specifically, we provide nonprofit legal services with respect to the following:

  • Public charity rules and regulations
  • Private foundation rules and regulations
  • Governance
  • Commercial and entrepreneurial activities
  • Risk management
  • Fundraising counsel
  • Nonprofit organizational relationships
  • Charter Schools
  • International philanthropy
  • Annual reporting
  • Social enterprise
  • Contract drafting and review
  • Compensation
  • Available for presentations as well as staff and board trainings

Each service is described in more detail as follows:

Public charity rules and regulations

  • Formation as well as obtaining and maintaining tax-exempt status
  • Public charity support tests and qualification
  • Excess benefit transaction prevention and correction
  • Advocacy, lobbying, and political activities
  • Supporting organization qualification and operating standards
  • Donor advised fund qualification and operating standards
  • Public disclosure

Private foundation rules and regulations

  • Formation as well as obtaining and maintaining tax-exempt status
  • Grant-making practices, diligence, and documentation
  • Jeopardizing investment rules
  • Minimum distribution rules
  • Taxable expenditure rules
  • Scholarship and individual grant guidelines and IRS approval
  • Disqualified person and self-dealing rules
  • Cross-border grants and activities
  • Operating foundation qualification and operating standards
  • Analyzing nontraditional investments for tax consequences and risk


  • Governance policies
  • Committee Charters
  • Executive compensation including avoidance and correction of intermediate sanctions
  • Board structure, composition, roles, and responsibilities
  • Board/staff relationships, responsibilities, and delegation of authority

Commercial and entrepreneurial activities

  • Taxation of unrelated business income
  • Corporate Sponsorships and cause marketing agreements
  • Formation of taxable subsidiaries and joint ventures

Risk management

  • Insurance and Indemnification policies
  • Waivers and Releases
  • Participation Agreements
  • Regulatory compliance and annual reporting
  • Corporate practices and record-keeping

Fundraising counsel

  • Planned gifts
  • Major gifts including naming rights gifts
  • Corporate sponsorships
  • Gift annuity programs
  • Multi-state fundraising registration and reporting
  • Muti-state commercial co-venture registration and reporting
  • Pledge enforcement
  • Tax-shelters and listed transactions
  • Raffles and charitable gaming

Nonprofit organizational relationships

  • Mergers, acquisitions, consolidations, program transfers and dissolutions
  • Agreements for joint services, funding, administration, and joint venturing
  • Strategic alliances, public/private partnerships, affiliations and collaborations
  • Board/staff relationships and responsibilities
  • Executive and staff employment agreements

Charter Schools

  • Preparing and filing Articles of Incorporation that meet the requirements for a 501(c)(3) school
  • Securing Tax Exempt Status
  • Drafting Bylaws and governance policies
  • Re-structuring
  • Contract Drafting and Review
  • Lease Reviews
  • Board Governance Trainings

International philanthropy

  • Assisting in the establishment of international nonprofit organizations in foreign countries.
  • Advising on raising funds in foreign countries
  • Assisting foreign entities in establishing “friends of” organizations in order to raise tax-deductible donations in the U.S.
  • Preparing affiliation agreements between nonprofits in various countries to combine efforts and effectively share resources
  • Assisting nonprofits in complying with OFAC licensing requirements
  • Connecting clients to attorneys in other countries who can help with nonprofit legal needs in that specific country

Annual reporting

  • Form 990 Review
  • State law compliance and reports

Social enterprise

  • Advice regarding corporate foundations and giving programs
  • Advice regarding commercial co-ventures and charitable sales promotions
  • Structuring philanthropic venture capital investments
  • Analyzing Socially-responsible investments
  • Forming B corps, L3C’s, and other non-traditional legal structures
  • Structuring joint ventures between for profit and nonprofit businesses
  • Creating taxable subsidiaries to insulate nonprofit from business activity
  • Embedding social purpose into governing documents and policies

Contract drafting and review

  • Independent contractor, vendor, consultant, service provider, venue, etc.
  • CEO employment and severance (including excess benefit transaction compliance)
  • Confidentiality and proprietary information
  • Non-competiton and non-solicitation


  • Opinion letters
  • Excess benefit transaction compliance
  • Self-dealing compliance
  • Compensation policies

Available for presentations as well as staff and board trainings on:

  • Forming a nonprofit
  • Nonprofit Law 101
  • Nonprofit Boards – Limiting the Risks
  • Lobbying and Political Activities
  • Nonprofit Governance
  • Private Foundations 101
  • Managing Endowments and Restricted Gifts
  • Charter School Governance
  • Proper Acknowledgment of Gifts
  • Public Disclosure
  • Form 990
  • Maintaining Tax-exempt Status
  • Top Nonprofit Governance Mistakes
  • Custom trainings tailored to organization’s needs