CHARITABLE SECTOR

The Charitable Sector Practice Group at Mitchell Silberberg & Knupp provides comprehensive legal counsel to tax-exempt organizations, advising on a broad range of federal and state tax, transactional, corporate, governance, fiduciary, and charitable giving matters. Our attorneys have been recognized nationally for their expertise in assisting tax-exempt organizations with their formation, operations, executive compensation, unrelated business taxable income, gift planning, mergers and acquisitions, joint ventures, international activities, controversies, political activities and lobbying, conservation easements, tax returns, tax-exempt bonds and dissolutions.

We represent a wide range of tax-exempt organizations including various public charities, private foundations, museums, hospitals and health care organizations, religious institutions, charitable trusts, trade associations, universities and schools.

The Charitable Sector Practice Group works closely with our Family Wealth Planning Practice, bringing together attorneys with expertise in tax, trusts and estates, and litigation. The Charitable Sector Practice Group addresses the philanthropic element of estate planning and also represents charitable organizations as beneficiaries of estates and trusts when a dispute arises. Our significant experience in this area makes us particularly well-attuned to the special considerations facing charities seeking long-term gifts and bequests to which they are entitled. MS&K has a long tradition of providing a diverse range of services to charitable organizations and their donors, including:

General Counseling

In conjunction with our Labor and Employment, Corporate, Compensation and Benefits and other Practice Groups, we regularly advise nonprofit boards and management concerning a wide variety of legal issues including governance, conflicts and other policies and procedures, executive compensation, benefits plans, employee relations, real estate, intellectual property, taxable unrelated business activities and fiduciary responsibilities.

Regulation of Activities

Our Charitable Sector Practice Group provides insightful guidance concerning regulation by federal, state and local authorities of fundraising, raffles and gaming, grant-making and scholarships, lobbying, political activities and other programs of nonprofit organizations. This area of our practice often involves obtaining advance approval of proposed transactions and programs.

Transactions and Special Structures

We represent tax-exempt organizations in structuring and undergoing significant transactions, including mergers, acquisitions, restructurings, asset purchases, dispositions and dissolutions. We have substantial experience in establishing joint ventures, for-profit and nonprofit subsidiaries, supporting organizations, donor advised funds and other special structures. Our practice entails all aspects of these transactions and any related financing — we provide innovative and cost-effective deal structuring, negotiations, regulatory compliance and preparation of all deal documents.

Tax Controversies

We represent charitable organizations and their donors in tax controversies with state and federal tax authorities. This practice includes administrative appeals as well as tax litigation in the U.S. Tax Court and other forums.

Formation of Nonprofit Entities

MS&K assists clients with the formation of tax-exempt and nonprofit entities of various types. This assistance often includes advice of the appropriate choice of entity for the charitable or other nonprofit purpose to be served. We then prepare all necessary documentation to establish the nonprofit corporation, charitable trust, restricted fund or other appropriate entity.

International Operations

Our attorneys have significant experience with foreign operations of charitable organizations, including the development of domestic "Friends of" organizations, overseas grant-making and expenditures, federal anti-terrorism regulations, establishing international affiliations and forming charitable organizations in foreign jurisdictions.

Tax-Exempt Financing

Our tax-exempt financing practitioners have particular expertise as borrower's counsel for tax-exempt schools and other nonprofit institutions.

Charitable Gift Planning

We have considerable expertise in the legal and tax aspects of charitable gift planning and a national reputation for innovation and creativity in structuring current and deferred charitable gifts. A primary strategy of our work in planned giving is to integrate the donor's financial planning with his or her philanthropic objectives. We regularly draft charitable remainder trusts and other documentation of charitable gifts, making a special effort to develop systems that deliver services and documents routinely required by charities in their development programs.

Bequest Realization / Probate Matters

We assist charities with the collection of bequests. Our services include helping clients monitor routine bequests to expedite realization, defending charitable bequests against will contests, and negotiating the apportionment of estate taxes to maximize the charitable gift. Our probate practice covers all aspects of creative pre- and post-death planning and administration, with a special emphasis in the representation of fiduciaries and beneficiaries in disputed estate and trust administration matters. This practice combines the skills of our firm's litigation group with our creative probate practitioners to take the lead in resolving such matters.

Gift Annuity Licenses

Many charitable organizations have retained us to process state and federal gift annuity license and exemption applications. We represent these organizations before the California Department of Insurance, and its counterparts in other states, in preparing and processing the license applications and providing ongoing advice concerning the operation of their gift annuity programs. Because we handle a large number of these matters every year, we are able to process them cost effectively and obtain the licenses as quickly as possible.

Charitable Giving Form Documents

We license to charitable organizations a book of over thirty planned giving form documents for planned giving officers to prepare as drafts for review by the donor's counsel. The forms include charitable remainder trusts (CRTs), gift annuities, lead trusts and pledge letters. Our clients have found this package to be a cost effective way to prepare high quality draft documents.

REPRESENTATIVE CLIENTS

At any given time we are doing work for dozens of public charities. Representative clients of this practice group include:

  • Amnesty International of USA
  • California Institute of Technology
  • California Polytechnic State University Foundation
  • Casa Colina Centers for Rehabilitation
  • Chapman University 
  • Claremont McKenna College
  • Jewish Community Foundation
  • Little Company of Mary Community Health Foundation
  • The Nature Conservancy
  • Providence Health and Services Foundation
  • The Salvation Army
  • Scripps College
  • UCLA Foundation
  • Whittier College
  • World Vision