Organizing and Operating Nonprofits (USB Seminar)

MCLE Credits: 6.0
Ethics Credits Included: 0.0

MCLE Credit: 6.0 (Ethics: 0.0)
Live-Interactive Credit: 0.0
Price: $329 - USB with electronic materials
Available Through: 8/31/2022


A pre-recorded video replay of the August 2019 live seminar, Organizing and Operating Nonprofits.

Topics covered include:

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
  • Special rules applicable to private foundations

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.




Organizing 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
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
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
Charitable-Giving Basics
  • 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.
  • Online fundraising platforms
Private Foundations
  • Private foundation characteristics
  • Advantages of foundation status
  • Operational restrictions and deduction limits
  • Alternatives to foundation classification
  • Pitfalls and planning opportunities
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
    • Conflicts of interest with board members
Restructurings and Terminations
  • Mergers and consolidations
  • Spin-offs and subsidiaries
  • Dual directors
  • Going out of business
  • Tax implications



J. William Gray, Jr. / Richmond
J. William Gray, Jr. specializes 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 LLP / Falls Church
Eileen Johnson is a partner in the Falls Church office of Whiteford, Taylor & Preston L.L.P. where she co-chairs their nonprofit practice group. She advises nonprofit organizations on a wide variety of legal issues, including tax advice, corporate governance, charitable solicitation and fundraising, and membership programs. She has held leadership roles in the American Society for Association Executives, the Association Foundation Group, and the Virginia State Bar.

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