Tax-Exempt Organizations

Many of the nation’s largest universities, hospitals, academic medical centers, research institutes and foundations, and other charitable organizations look to us to represent them on matters including general taxation, unrelated business income, charitable giving, endowment management, investments, real estate, intellectual property and compensation.


Tax-exempt organizations are expected to meet the highest standards of excellence in all of their activities, and are subject to strict scrutiny by the government and the public. As a result of their unique role in society, these institutions face complex regulatory, fiduciary and ethical requirements that extend well beyond those required of organizations and businesses in other industries.

We are one of the few firms representing such a broad array of tax-exempt organizations and are able to use our extensive knowledge and national and international resources to meet our clients’ specific challenges and opportunities. With access to the firm’s full scope of resources and experience, our attorneys provide knowledgeable insights, targeted advice and coordinated service on the full range of legal issues, all delivered with an in-depth understanding of the unique context of tax-exempt organizations.


Our services include:

Tax Issues. We counsel clients in all areas of taxation, including adherence to requirements under section 501(c)(3) and special tax provisions applicable to private foundations, IRS audits and other controversies, unrelated business income tax issues, compliance with tax rules related to lobbying activities, international activities, the IRS “intermediate sanctions” rules, joint ventures with for-profit organizations, and special tax reporting requirements (including the IRS Form 990). We have also helped numerous organizations obtain recognition of tax-exempt status, and regularly advise on tax issues that arise in corporate affiliations and restructurings that involve tax-exempt organizations.

Benefits & Executive Compensation. As national leaders in advising clients with regard to retirement, health and welfare, and other benefits, our employee benefits group seamlessly blends the skills of our experienced attorneys and consultants, actuaries and underwriters to provide end-to-end legal counsel and services. We also advise tax-exempt clients on compensation planning for their key executives, including deferred compensation arrangements. 

Health Care Matters & Academic Hospitals. With one of the nation’s most respected interdisciplinary health care practices, we advise clients on issues affecting academic medical centers, help structure relationships to teaching hospitals, and provide guidance on campus health care facilities, privacy issues, licensing and other matters related to the provision of health care services. 

Investment Matters. In today’s complex, highly regulated finance and securities environment, public and private institutions require legal counsel with the highest levels of industry experience and legal knowledge. We offer clients unparalleled service, creative insights and sophisticated guidance. 

Charitable Giving. We offer wide-ranging, knowledgeable advice in all aspects of charitable giving and development, including complex gifts of property, planned giving, endowments, administration of charitable trusts, support organizations, and federal and state income and estate tax consequences. 

Governance. We have combined our traditional strength in corporate and securities law with our long service of charitable boards and management to provide insightful solutions to governance questions in the educational industry.

Intellectual Property. The knowledge developed at a university or research institution is perhaps its most valuable asset. We help clients identify, develop, acquire, protect, enforce, transfer and exploit proprietary information and trade secrets through the use of copyrights, patents, trademarks, trade names, technology transfer and licensing agreements, and – when necessary – rapid and effective litigation. 

Employment Matters. By virtue of their reliance on human capital, tax-exempt organizations regularly face a range of labor and employment issues. Our attorneys provide the full spectrum of guidance on employment agreements, separation and other terminations, federal and state antidiscrimination matters, immigration, employee records and policies, and union organizing and negotiations.

Financing. Drawing on our wide experience with tax-exempt organizations and our in-depth knowledge of tax-exempt bond markets, we serve as borrower’s counsel and bond counsel to several of the nation’s leading universities, health care organizations and research institutes. 

Compliance. We help tax-exempt organizations ensure compliance with both general and industry-specific regulatory requirements, from fiduciary and governance concerns to financial reporting and the use of human subjects for scientific and medical research.

Real Estate. We provide guidance in the development of all types of educational and research facilities, including campus master planning, financing, building and property rights, leasing and ground leasing, zoning and land use regulations, contract formation, and dispute resolution. 

General & Specialized Litigation. We represent tax-exempt clients in matters involving tenure, antitrust and intellectual property issues, as well as allegations of discrimination, academic misconduct and other employment claims. We help clients identify and pursue the most effective resolution, whether in the courts or through alternative dispute resolution options, including arbitration and mediation. 

Clients are particularly quick to commend its advice on tax-exempt issues, planned giving and unrelated taxable income.
Chambers USA