Practice Areas

Non-profit and Tax-exempt Organizations

The attorneys at Magill and Rumsey have been serving the legal needs of nonprofit and tax exempt organizations, and those who support them, for over thirty-five years.  We have a deep understanding of the unique issues that face nonprofit and tax exempt organizations.  Most importantly, our goal is to help each client accomplish its mission.  At Magill and Rumsey, we have helped nonprofit organizations with a wide array of different purposes, large and small, in Michigan and throughout the United States, including, but not limited to:  churches and other religious organizations, universities and other educational institutions, private foundations, fraternal organizations, trade associations, and social service providers.  

Our practice areas include:

Starting Out:

Starting out in the right way is essential to an organization's success.  The right structure must be in place to facilitate the organization's mission now and as it grows.  

  • Forming a new organization:
    • Selecting the right organizational structure to achieve the organization's goals (for example, corporation, trust, unincorporated association).
    • Providing the documents needed to set up (articles of incorporation and bylaws or a trust document).
  • Applying for tax exempt status with the IRS:
    • Guiding the organization and its leaders through completion of Form 1023 or Form 1024 and other aspects of seeking recognition of tax exemption and assisting with any queries from the Internal Revenue Service (IRS).
    • Advising new private foundations regarding application for recognition of exemption and the special rules that private foundations must follow.
    • Advising new 501(c)(3) organizations about record keeping to show they are publicly supported.
  • Helping organizations obtain and maintain exemption from real property taxes.
  • Guiding organizations through the process of registering with state agencies that regulate charities.

Governance Issues:

As the IRS and state regulatory offices take more interest in how nonprofit organizations govern themselves, we can help with the following areas:

  • Board structure
  • Responsibilities and liabilities of  Boards and Board members
  • Conflict of interest policies
  • Record keeping, including retention and destruction policies
  • Director and key employee compensation
  • Unrelated business income and the creation of related for profit entities
  • Program-related investments and L3Cs (Low profit Limited Liability Companies)
  • Avoiding excess benefit transactions
  • Staying compliant with IRS filing requirements (Forms 990, 990-EZ, 990-T, and 990-N)
  • Representation with the IRS including abatement of penalties
  • Reclassifying organizations with the IRS (e.g., from private foundation to public charity status, or from 509(a)(2) to 509(a)(1) status.
  • Providing legal opinions regarding changes in activities, proposed programs and transactions, and other matters
  • Fundraising filings
  • Compliance with fundraising regulations

 

External Relationships:

Many organizations find themselves working collaboratively with other groups and may even wish to merge or acquire another nonprofit.  It is important to think these ventures out carefully and obtain legal advice on all the implications.  We can provide:

  • Legal advice and drafting documents for mergers, consolidations or acquisitions
  • Agreements for joint services, including joint applications for funding
  • Agreements for joint ventures
  • Contracts with vendors and contractors
  • Fiscal sponsorship arrangements
  • Reorganizations
  • Dissolutions

Real Estate:

  • Purchase and lease of real estate
  • Zoning issues
  • Property taxes, including obtaining property tax exemption

Litigation:

  • Disputes with government agencies (including the IRS)
  • Disputes with other organizations and individuals
  • Real estate litigation

Intellectual Property:

  • Copyright, trademarks, service marks, and patents
  • Licensing agreements
  • Confidentiality agreements

Charitable and Planned Giving:

We help individuals, families and businesses find the most effective way to make charitable gifts through:

  • Charitable gifts and contributions, including gifts of life insurance and charitable gift annuities
  • Endowments
  • Donor gift instruments
  • Wills and trusts
  • Conservation easements
  • Pooled income funds
  • Creation of scholarship programs