Nonprofit: Formations, Operations and Governance

We can help nonprofit leaders with forming new California nonprofit corporations by, among other things, drafting articles of incorporation, bylaws, and other initial corporate documents needed to form a nonprofit corporation in California. We guide clients through the formation process, by advising on corporate governance structures, helping them file formation documents with the Secretary of State, appoint initial board members, adopt bylaws, and put other building blocks in place needed for their newly formed nonprofit corporations to function.

We advise clients on the benefits and responsibilities of obtaining and maintaining tax-exempt status including providing assistance with applying for tax-exemptions as public charities. Thereafter, we can advise and assist nonprofit public charities with unique issues related to maintaining 501(c)(3) exempts status, such as advising on private benefit issues, excess benefit/compensation reviews, compliance with substantial lobbying and electioneering prohibitions and engaging in exempt activities.

Our attorneys counsel and provide best practices to boards regarding the fiduciary duties, avoiding liability including personal liability, and managing self-dealing transactions and other conflicts of interest.  We can also provide trainings to boards to assist them in understanding their duties and in navigating particular issues, such as governance training, harassment and discrimination trainings, or introductory trainings on board service for new board members.

A core part of our governance work is assisting boards with their governing documents.  Attorneys in our Nonprofit Group routinely work with executive leadership and their boards to prepare or update their governing documents, including articles of incorporation, bylaws, conflict of interest policies, whistleblower policies, and other board policies and procedures.

For many nonprofits their volunteers are the lifeblood of their organizations. Other nonprofits provided internships to students and others, providing invaluable learning opportunities to future nonprofit leaders. However, from a legal perspective these relationships can be difficult to manage and come with a number of legal risks. LCW can help nonprofits manage those legal risks by providing guidance on how to legally structure these relationships. We can also assist with drafting internship agreements, volunteer waivers and releases, volunteer codes of conduct, and other policies and procedures for nonprofit volunteer and internship programs.

California tax-exempt nonprofit organizations have a number of unique fundraising advantages and opportunities at their disposal, including the ability to raise deductible donations and conduct raffles. LCW can assist nonprofits navigating the tricky landscape of soliciting, receiving and acknowledging tax-deductible contributions; drafting gift agreements; holding fundraising events such as raffles; and working with commercial fundraising vendors.

We have extensive experience advising in the area of California community college auxiliary organizations under the California Education Code. We can assist with auxiliary formations, dissolutions, and compliance matters, as well as provide advice and counsel non-auxiliary foundations formed to support academic institutions. We can also help navigate the complex regulatory environment that applies to community college auxiliary foundations, by reviewing and revising master agreements, bylaws, articles of incorporation, and providing governance training and organizational relationship advice.