A Law Firm Serving Nonprofit Organizations

There is something inherently remarkable about American society. Individuals may come together to form a corporation dedicated to a charitable mission, with no shareholders, designed to exist in perpetuity as a pillar of service within our communities.
 
Nonprofit organizations touch each of our lives every day. They enrich our communities, care for the underprivileged and the elderly, educate our children, advance scientific discovery, preserve our history and culture, strengthen our universities, and provide critical societal infrastructure and support where government cannot.
 
We are inspired by our clients— by the individuals who devote their careers to a purpose greater than themselves and by the volunteers who discover that service to their communities develops leadership, self-reliance, and often, a deeper sense of meaning in life.
 
Grayson Law Firm is organized to serve as an external Office of General Counsel for nonprofit organizations. We build long-term relationships with boards of directors, chief executive officers, advancement professionals, and institutional leaders, scaling our services to meet each organization’s needs while helping prioritize legal issues as they arise.
Higher Education

Higher education is the defining focus of our practice.

Modern colleges and universities rarely operate through a single corporate entity. Instead, they are supported by families of affiliated nonprofit organizations, each established to advance a particular aspect of the institution’s mission. Together, these organizations form one of the most sophisticated institutional ecosystems in the nonprofit sector.
 
Grayson Law Firm advises colleges, universities, university foundations, and affiliated organizations throughout the United States on governance, organizational design, tax-exempt law, fiduciary responsibilities, operations, and institutional strategy.
 
Our experience spans virtually every category of university-affiliated nonprofit organization, including:
  • University endowment foundations
  • Athletic booster clubs
  • Athletic multimedia rights foundations
  • Research foundations
  • Technology commercialization organizations
  • Alumni associations
  • Real estate foundations
  • Supporting organizations
  • University-affiliated limited liability companies
University Endowment Foundations
Grayson Law Firm represents university endowment foundations throughout the United States.
 
Modern university foundations serve as far more than repositories for endowment assets. They steward philanthropy, administer complex charitable gifts, support capital campaigns, manage investment portfolios, establish affiliated organizations, acquire and develop real estate, support research initiatives, and increasingly serve as strategic partners in advancing the university’s long-term mission.
 
Our work includes advising boards of directors and chief executive officers, drafting and negotiating charitable gift agreements, preparing investment policy statements, spending policies, administrative fee policies, and other governance documents that guide the stewardship of charitable assets. We also advise on planned giving programs and their connection to university endowments, aligning charitable giving programs with long-term institution objectives. We counsel foundations on unrelated business income tax (UBIT), endowment compliance, UPMIFA, fiduciary obligations, and the legal and tax issues that accompany sophisticated charitable organizations.

College athletics is experiencing the most significant legal, governance, and commercial transformation in its history
Revenue sharing, NIL, commercial licensing, media rights, athlete compensation, private investment, and institutional commercialization have fundamentally changed the governance of athletic departments.

 
Grayson Law Firm has become nationally recognized for building the legal infrastructure that supports this new era. Governance is a competitive advantage in college athletics.
 
Our work includes the formation and operation of athletic foundations, booster clubs, multimedia rights foundations, affiliated organizations, supporting organizations, LLCs, university “Ventures” organizations, strategic brand management organizations, commercial governance models, and other affiliated entities that enable universities to compete successfully in an increasingly sophisticated marketplace while remaining faithful to their educational mission.
 
Our clients include leading public and private universities throughout the United States. We work alongside university presidents, general counsel, athletic directors, advancement leaders, chief financial officers, and governing boards to design governance structures built for the future of college athletics.
Research foundations have become increasingly important to the modern university. Many institutions rely upon affiliated nonprofit organizations to support sponsored research, manage intellectual property, commercialize innovation, and accelerate the translation of scientific discovery into public benefit.
 
Grayson Law Firm has substantial experience advising university research foundations organized around the principles of the Bayh-Dole Act and the technology transfer ecosystem it created. Our work supports institutions as they translate discoveries from the laboratory to the marketplace through thoughtful governance, sound legal infrastructure, and strategic commercialization. The Bayh-Dole Act of 1980 fundamentally transformed university innovation by allowing universities and affiliated nonprofit organizations to retain ownership of federally funded inventions and license those technologies for public benefit.
Our experience includes advising research foundations and affiliated organizations on:
  • Sponsored research governance
  • Technology transfer and commercialization
  • Intellectual property licensing and technology transfer agreements
  • Bayh-Dole Act governance and organizational design
  • SBIR and STTR grant initiatives
  • Research maturation and proof-of-concept funds
  • Innovation and venture development programs
  • University-affiliated startup support
  • Affiliated nonprofit and LLC structures
  • Public-private partnerships between universities and industry

We work with research foundations to build governance systems that encourage innovation while protecting the university’s research mission, preserving institutional oversight, and creating pathways for scientific discoveries to become products, companies, and technologies that benefit society.

Alumni associations play a vital role in sustaining lifelong relationships between graduates and their institutions. They foster alumni engagement, encourage volunteer leadership, strengthen institutional traditions, support philanthropy, and help generations of graduates remain connected to the university community.
 
Grayson Law Firm advises alumni associations on governance, organizational structure, institutional affiliations, fiduciary responsibilities, and the legal and strategic issues unique to institutionally affiliated alumni associations.
 
We also advise alumni associations on affinity programs that strengthen the relationship between alumni and their alma mater, including university ring programs, licensing initiatives, branded credit card partnerships, affinity insurance programs, and other strategic affinity relationships that reinforce alumni engagement while generating long-term support for the institution.
 
Every university has a unique culture and community. We help alumni associations build the legal and governance frameworks that strengthen those connections, foster lifelong loyalty, and deepen each graduate’s sense of belonging to the university family.
Universities frequently utilize affiliated nonprofit organizations and related entities to acquire, finance, develop, own, and manage real estate that advances the institution’s educational mission. These projects often involve complex legal structures, multiple stakeholders, and sophisticated financing arrangements designed to support long-term institutional objectives.
 
Grayson Law Firm advises university-affiliated real estate organizations, supporting organizations, and development entities on governance, organizational design, and the legal frameworks necessary to undertake significant real estate initiatives.
 
Our experience includes assisting with complex financing transactions, tax-exempt financing structures, public-private partnerships, affiliated entity governance, development agreements, institutional real estate transactions, and the organizational relationships that allow universities and their affiliated organizations to successfully develop and manage mission-driven real estate.
 
Whether supporting student housing, research facilities, mixed-use developments, innovation districts, or other strategic campus initiatives, we help institutions build legal structures that align governance, financing, and long-term institutional priorities.

Healthcare

We represent charitable healthcare organizations and affiliated nonprofits on governance, corporate structure, and organizational matters that strengthen long-term mission delivery.

The healthcare industry is undergoing a period of radical change, where healthcare providers are struggling within business models, subject to increasing economic stressors.  Health systems are trending towards population health management and are seeking new relationships and alignments beyond the traditional boundaries of care.  In the last 2 decades, healthcare providers have been asked to make significant operational changes, most notably conversion to meaningful use of electronic health records in connection with the treatment of patients.  These electronic health records are now being exchanged and aggregated, resulting in the ability to benchmark healthcare providers and their delivery of services.  

The volume of emerging knowledge is improving lives in incredible ways and ushering us into the dawn of personalized medicine.  However, we believe these changes will increasingly drive and disrupt reimbursement and payment models, sometimes in unexpected ways, and we anticipate continued mergers, alignments, and transactions across the healthcare landscape. These changes will additionally present numerous ethical issues related to individual privacy rights and informed consent, often emerging quickly and with no meaningful legal framework in existence to address.  As we have seen, our government, laws, and regulatory bodies remain primarily re-active to emerging technology and alignments of services in the delivery of healthcare.

Our firm understands the legal challenges facing nonprofit and charitable pioneers in healthcare.  Our clients include 501(c)(3) and state healthcare systems and providers, institutes for research, and health information exchange networks.  Our clients prioritize value on data-driven decision making, new relationships, and disruptive technology as a means to create efficiencies in the market and improve the delivery, effectiveness, and profitability of healthcare services.

Our Work Includes

Corporate Transactions & Provider Alignments
  • Negotiation and establishment of nonprofit joint ventures, alignments, and other configurations of providers on the continuum of healthcare
  • Establishment of nonprofit healthcare entities, practice groups, and consortia
  • Assistance with issues related to and arising out of population health management and social determinants of health
  • Development, governance, and administration of health information exchanges
  • Establishment, governance and use of clinical data warehouses and data exchanges
  • Acquisition, implementation and legal support related to telemedicine
  • Acquisition and/ or sale/ licensing of health technology (EHR, medical device, data sets, intelligence tools and analytics, etc.)
  • Advising on issues related to The Health Insurance Portability and Accountability Act (“HIPAA”) and other privacy laws, including breaches
  • Assist in the implementation and addressing issues related to Electronic Health Records
  • Drafting open source licenses and engaging in the open source of health information software, including research permission management systems and business intelligence tools
  • Counseling on issues arising out or and in connection with the Common Rule, human subject research, and informed consent
  • Counseling and assisting Institutional Review Boards
  • Provide legal support to clients that are recipients of or participating in governmental grants and programs from agencies such as HHS, NIH, NSF, and DOD

Museums, Arts , and Cultural Organizations

Museums, historical societies, and cultural organizations preserve the history, creativity, and traditions that enrich our communities. We assist these organizations with governance, organizational development, and legal counsel that supports their long-term mission.

Nonprofits feed our souls.

Nonprofits are well suited to maintain community assets.   Libraries, museums, performance spaces, athletic facilities, theaters, parks, and gardens— these are some of our greatest assets in our communities.

Nonprofits engage and provide platforms for artists, athletes, and students to fill such spaces with performance culture, history, music, arts, drama, competition, sport, athleticism, and education.

These are nonprofits that inspire the artists and leaders of tomorrow.   They fight to combat deserts of culture, and nurture our souls and spirits to have hope for the future.  

Examples of Our work
  • We provide general counsel support to many symphonies, festivals, performance halls, and theaters throughout the Southeastern United States. We assist them with developing sound governance and strong financial controls to better manage deferred revenue arising from ticket sales.
  • We assist museums in a number of activities that are unique to this type of arts organization, including assisting donors to make charitable contribution of significant pieces of art or historical items, including engaging valuation experts and documenting the transaction as an in-kind gift for tax purposes. We likewise have worked on several deaccessioning projects and transfers of collections between organizations.
  • We assist with summer camps and after-school programs of arts organization, including drafting of policies and screening of individuals involved in such programs.
  • We have assisted organizations in the commission of literary works, compositions of music, and theatrical performances, including navigating various copyright and other intellectual property issues. Likewise, we have assisted libraries in the acquisition and curation of collections of books.
  • We have helped establish numerous endowments to support and maintain various performance halls, theaters, and similar facilities and assets of arts organizations.
  • We have worked on capital campaigns to construct and/ or renovate numerous facilities and buildings dedicated to the arts.
  • We have managed the contract work for performance halls and similar large venues.
  • We assist many garden clubs and the public spaces that they maintain.

Religious Organizations

Churches and faith-based ministries require governance structures that respect both organizational autonomy and nonprofit law. We regularly advise religious organizations on formation, governance, and organizational matters.

Churches and other religious organizations are the foundation upon which many of us live our lives.  They provide fellowship among us, with common beliefs, and faith in God.  They are where we come to pray, celebrate, learn, and find solace in the dark times.

Our work has led us to assist all manner of religions,
denominations, and faiths.
Examples include:

  • We have experience drafting church bylaws and governance structures.
  • We have help establish numerous planned giving programs and endowments to support various churches’ operations or assets, including drafting “Biblically-based” investment preferences in Investment Policy Statements.
  • We assisted in the establishment of and currently provide general counsel services to a special purpose nonprofit organization that supports a state-wide association of churches. This religious-based nonprofit sells securities to individuals who belong to the churches withing the association, and with the proceeds this nonprofit established a fund. The purpose of the fund is to lend money to churches within the association for capital asset and facility projects and improvements.
  • We work with many religious based health clinics, social service centers, and spiritual retreats, assisting them with all manner of legal issues, including employment matters, state tax and licensing issues, and fundraising.
  • We have experience working with and representing religious-based retirement and housing facilities and communities for the elderly or individuals with special needs. These nonprofits are often associated with or a component unit of a church.

Public Charities and Private Foundations

Public charities and private foundations serve as pillars of civic life. We advise public charities and private foundations on governance, fiduciary responsibilities, IRS compliance, organizational development, and strategic legal planning.

Independent and Charter Schools

Independent and charter schools face governance, fundraising, employment, and fiduciary issues similar to those confronting colleges and universities. We advise schools and affiliated organizations on governance and institutional structure.

Other Nonprofit Sectors

Our experience extends well beyond higher education. We represent nonprofit organizations serving communities across many charitable fields.

Our Mission

The mission of Grayson Law Firm is to help nonprofit organizations build durable institutions through exceptional legal counsel, thoughtful governance, and innovative ideas.