Private foundations are charities that ordinarily rely for their support on a single company, family, or individual. Most private foundations serve their charitable purposes by making grants rather than conducting their own direct charitable operations. They are governed by stricter legal rules than public charities, and they often face difficult and highly technical legal compliance issues. Our lawyers help private foundations to navigate these regulatory complexities. We help founders, board members, and foundation staff to learn the rules so that they can focus their energies on philanthropy and avoid colliding with legal obstacles.
Areas of Focus
- Forming and securing tax exemption for foundations.
- Issues arising from grants to non-traditional grantees, e.g., a project of an organization that is not a U.S. public charity, or complex projects where further funding depends on specific benchmarks.
- Structuring transactions to avoid both direct and indirect self-dealing.
- Negotiating, documenting, and opining on program-related investments.
- Qualifying as a private operating foundation or a private pass-through foundation in order to benefit the community while generating maximum tax benefits for donors.
- Advocacy grantmaking.
- Qualifying distributions.
- Grants to individuals.
We also help companies develop effective legal structures for their community benefit activities, often including a company foundation.
Related Blog Posts (49)
Related Publications (2)
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February 2018
Lobbying Overview for Private Foundations
Private foundations’ expenditures for legislative lobbying are prohibited as “taxable expenditures” by Section 4945 of the Internal Revenue Code. For the purpose of deciding what is prohibited lobbying, private foundations may rely on the definitions found in Sections 501(h) and 4911 of the Internal Revenue Code, which define lobbying for those public charities that have…Author
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August 2012 (Journal of Taxation)
Proposed Regulations Would Bring Program-Related Investments into the 21st Century
After decades in which the existing Regulations remained unchanged, Treasury and the IRS have responded to suggestions by the tax and private foundation communities and have issued updated guidance for special types of investments that are related to a foundation's purpose. While not every suggestion was adopted and while some questions remain unanswered, the overall…Authors
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Past Events
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Panel May 14, 2018
Mission Investors Exchange 2018 National Conference: Mission Forward! “Introduction to Impact Investing: A 101 for Beginners”
Co-panelist: Eric Stephenson, Cordes Foundation
Co-panelist: Rehana Nathoo, Case Foundation
Chicago, IL
Presenter
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Seminar March 27, 2018
Grant Thornton, LLP - “What’s New in Not-for-Profit Law?”
Presenter
Related Memos
Private Foundations - What You Need to Know
The most common manner in which individuals make charitable contributions is by making gifts or bequests outright to institutions and causes important to the donor. An alternative is to establish a charitable vehicle to receive the donor’s assets in one or more lump-sum payments, and then make grants/distributions to operating charities over time. As all of the interests in such an entity are dedicated to charity, they are eligible to receive tax exemption from the Internal Revenue Service and the California Franchise Tax Board.
Rules of the Road; A Guide to the Law of Charities in the United States, Second Edition, Chapter 4, Council on Foundations, 2008
This summary of the tax rules for private foundations will be published shortly by the Council on Foundations as Chapter 4 of The Rules of the Road: A Guide to the Law of Charities in the United States, by Betsy Buchalter Adler, Ingrid Mittermaier, and David Levitt.
Related Forms & Exemplars
Fiscal Sponsorship (Model C) Letter to Vendors
This letter could be important in the event that a Model C fiscal sponsor disburses grant funds for the benefit of a grantee, not by cash grants to the grantee, but by writing checks directly to the grantee’s vendors.
Fiscal Sponsorship Grant Agreement (Model C), short form
Short form of Fiscal Sponsorship Grant Agreement between a fiscal sponsor and a Model C fiscally sponsored project.
