Nonprofit Sectors of Focus
Higher Education - Universities Supporting Foundations & Affiliates
Drawing from our background to provide legal services to nonprofit organizations, a core focus of our firm is to serve nonprofit foundations that are established to support nonprofit and state universities, colleges, academic medical centers, health systems, and institutions of higher learning. Our clients include endowment foundations, research foundations, alumni associations, athletic booster clubs, real estate foundations, and many more affiliated entities.
We counsel maintenance of a positive relationship, based in trust, between each foundation and the institution for which it is dedicated to support, with the ultimate goal to achieve alignment across the enterprise. Trust enables the foundation to exist as an independent and separate organization, and thus, increase its effectiveness and ability engage in joint ventures and partnerships; facilitate financing of facilities, fund endowed chairs and programs; provide compensation support; engage in fundraising; assist in the acquisition, license, and sale of property; and participate in advanced, collaborative asset protection strategies, all for the benefit and dedicated to the purposes of the institution. Alignment ensures that all affiliated organizations are working together as a team to create the greatest positive impact to mission.
Our Work Includes:
Counsel of complex asset protection strategies across university enterprises, with the use of nonprofit organizations, LLCs, affiliates, charitable trusts, and other vehicles.
Issues related to the affiliation of a foundation to its university;
Addressing and responding to Freedom of Information Act Requests;
Advice and counsel regarding the Uniform Prudent Management of Institutional Funds Act;
Assistance with Southern Association of Colleges and Schools (“SACS”) accreditation;
Assistance with The Family Educational Rights and Privacy Act (“FERPA”) issues;
Advise and counsel for federal tax issues in connection with Name, Image, and Likeness (“NIL”) activities, collectives, and initiatives in higher education;
Assistance with state procurement issues;
Assistance of investment committees with drafting, implementation, and evolution of investment policy statements, spending policies, operating reserve policies and other policies related to endowments, institutional, and other funds;
Establishment of affinity programs for university alumni and members of athletic booster clubs;
Establishing, amending, terminating, charitable trusts, endowments, quasi-endowments, discretionary funds, and institutional funds;
Provide compensation opinions, opinions on the rebuttable presumption of reasonableness, and investigate and address excess benefit transaction violations and allegations of financial impropriety;
Counsel on issues related to conflicts of interest;
Consultation and advice regarding unrelated business income tax;
Consultation on issues related to and negotiate sponsored research agreements, technology transfer and licensing agreements, and inter-institutional agreements;
Tele-education and related technology;
Issues affecting supporting organizations recognized as tax exempt pursuant to IRC section 509(a)(3), including Types I, II, and III, whether or not functionally integrated.
Healthcare - State & NonProfit Health Systems
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:
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;
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;
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;
Drafting open source licenses and engaging in the open source of health information software, including research permission management systems and business intelligence tools;
Assistance with issues related to and arising out of population health management and social determinants of health.
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.
We are fortunate to provide legal services to assist arts organizations in fulfillment of their respective community missions. Examples of our work include:
- 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.
Churches & Religious Organizations
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 of our work 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.