Organizing and Operating Nonprofits

MCLE Credits: 6.0
Ethics Credits Included: 0.0

Video on Site: Tuesday, May 24 / Abingdon, Alexandria, Norfolk, Richmond, Roanoke
  Wednesday, June 1 / Tysons Corner
Registration: 8:30 a.m.
Program: 9:00 a.m. - 4:15 p.m.
MCLE Credit: 6.0 (Ethics: 0.0)
Live-Interactive Credit: 0.0
Live on Site: April 5 in Fairfax and April 14 in Charlottesville


Why Attend?

This program will explore these key issues:

  • Organizing a Virginia Nonprofit
  • Applying for Tax-Exempt Status
  • Maintaining the Tax-Exempt Status
  • IRS Form 990 and Other Reporting Obligations
  • Unrelated Business Taxable Income (“UBTI”)
  • Charitable Giving Basics

Focus on legal issues arising from the creation and operation of tax-exempt entities — issues that are important both for advisors to nonprofits and for board members and officers.

As the operations of nonprofits come under increasing scrutiny, it is important for such organizations and their advisors to understand fundamental legal and tax issues associated with forming and operating nonprofit organizations.

Whether you are new to or experienced in this area of practice, you will benefit from listening to our two experienced professionals. Obtain a working knowledge of:

  • The governing documents used to create and operate a Virginia nonprofit
  • How to protect against liability from operation of Virginia nonprofits
  • How to apply for tax-exempt status
  • How to meet annual reporting requirements and maintain tax exemption
  • What income is taxable despite tax-exempt status
  • Charitable-giving opportunities and regulations

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8:30 Registration
9:00 Operating a Virginia Nonprofit
  • Choice of entity (corporation vs. unincorporated entity)
  • Incorporating a Virginia nonstock corporation
  • Important articles of incorporation and bylaws provisions
  • Important provisions of Virginia Nonstock Corporation Act — operational and liability issues
9:45 Applying for Tax-Exempt Status
  • Advantages and disadvantages of tax-exempt status
  • Categories of exempt organizations
  • Exemption application forms
  • Filing requirements for small organizations
  • Private foundation or public charity — significant differences in operational and fundraising rules
  • Supporting organizations
  • Applying for state and local exemptions
10:30 Break
10:45 Maintaining Tax-Exempt Status
  • Filing and disclosure requirements
  • Compliance
    • Lobbying
    • Political activity
    • Unrelated business income tax (UBIT): definitions, exclusions, common sources
    • Intermediate sanctions
  • Use of subsidiaries
12:15 Lunch Recess
1:00 General Counsel Services
  • Insurance
    • Director and officer liability
    • General liability, employment claims
    • Event cancellation
    • Multimedia
    • Cybersecurity
  • Advising on operational issues
  • Ethical issues
    • Attorney as board member
1:30 Charitable-Giving Basics (Part One)
  • Charitable-solicitation registration and reporting
  • Forms of gifts, substantiation rules, deductibility
  • Special events, raffles, etc.
  • Substantiation and appraisal rules
  • Special rules for certain assets — cash, cars, clothes, etc.
  • Partial-interest gift techniques
  • Practical illustrations of planned-giving results
2:15 Break
2:30 Charitable-Giving Basics (Part Two)
  • Charitable-solicitation registration and reporting
  • Forms of gifts, substantiation rules, deductibility
  • Special events, raffles, etc.
  • Substantiation and appraisal rules
  • Special rules for certain assets — cash, cars, clothes, etc.
  • Partial-interest gift techniques
  • Practical illustrations of planned-giving results
3:30 Restructurings and Terminations
  • Mergers and consolidations
  • Spin-offs and subsidiaries
  • Dual directors
  • Going out of business
  • Tax implications
4:15 Adjourn



J. William Gray, Jr., Hunton & Williams LLP /Richmond

J. William Gray, Jr. is a partner in the Richmond office of Hunton & Williams LLP, specializing in tax-exempt organizations, charitable giving, and estate planning and administration. He is a fellow of the American College of Trust and Estate Counsel and a founding director and former president of the Virginia Gift Planning Council.

Eileen Morgan Johnson, Whiteford, Taylor & Preston L.L.P. / Falls Church

Eileen Johnson has 30 years of experience advising nonprofit organizations and associations on a wide variety of legal issues, including tax advice, charitable solicitation and fundraising, membership programs, and employment issues. Prior to joining Whiteford, Taylor & Preston, Ms. Johnson was in-house counsel for the National Wildlife Federation.  She has held leadership roles in the American Society for Association Executives, the Association Foundation Group, and the Virginia State Bar.

Locations, Dates and Fees

VIDEO REGISTRATION FEES (Lunch not included).
(All registrants will receive access to a complete set of downloadable e-book seminar materials.)

$195* regular registration (without printed materials).
$225 regular registration plus printed materials.
$240 on-site registration (if space is available) (printed materials included).

*Available until 3 business days before the program



Abingdon: Southwest Virginia Higher Education Center, on the campus of Virginia Highlands Community College (I-81 exit 14), 1 Partnership Circle  (276) 619-4300 (Venue Website / Google Map)
Alexandria: Courtyard Marriott Alexandria Old Town/Southwest, 2700 Eisenhower Ave. (703) 329-2323 (Venue Website / Google Map)
Norfolk: SpringHill Suites Norfolk—Virginia Beach, 6350 Newtown Road (757) 333-3100 (Venue Website / Google Map)
Richmond: UVA Richmond Regional Center, 2810 N. Parham Road, Suite 300, 3rd Floor (Parking available only in spots not marked “Visitor Parking”) (804) 662-7464 (Venue Website / Google Map)
Roanoke: Roanoke Higher Education Center, 108 North Jefferson Street (Parking validated for parking deck adjacent to center only) (540) 767-6161 (Venue Website / Google Map)


Tysons Corner: Hilton Garden Inn Tysons Corner, 8301 Boone Blvd. (Vienna) (703) 760-9777 (Venue Website / Google Map)

Click here if you wish to register three or more people from the same firm.

A special 15% discount and free shipping on Virginia CLE®–published books will be available for purchases made at the seminar site.

Lower Registration Fee and Greater Functionality with Downloadable E-Book Seminar Materials

ALL seminar registrants will receive access to a complete set of downloadable e-book seminar materials. E-book materials are searchable, easily accessible, and efficient to use.

When registering, please be sure to provide a legible, valid e-mail address to which Virginia CLE® can send a link to the e-book materials.

Registrants who elect a registration option that includes downloadable e-book seminar materials only and not the printed materials will receive, at the seminar, a short, printed seminar outline with space to take notes.

Printed Materials: You still have the option of receiving a complete set of printed materials for a higher registration fee. Registrants who choose this option will receive printed materials at the program.


To receive access to the downloadable e-book materials BEFORE the seminar AND register for the lower fee, your registration must be received no later than 5:00 p.m. THREE BUSINESS DAYS BEFORE the seminar.  A link to the downloadable e-book materials will be e-mailed to you two business days before the seminar.  Once you download the materials, you can review them and print the portions you want to bring with you to the seminar.

After 5:00 p.m. THREE BUSINESS DAYS BEFORE the seminar, only the registration options that include printed materials will be available.

Cancellation/transfer requests will be honored through 5:00 p.m. of the DAY BEFORE the seminar.  You will, however, be charged $90 for the materials if you cancel your registration for the seminar, or transfer registration to a different seminar, after the link to the materials has been e-mailed by Virginia CLE®.

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Private recording of this program is prohibited.

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