In this seminar, we will examine the role of nonprofit institutions in American society, the regulation of non-profits and the role of lawyers in representing them.
We will cover:
• The role of non-profits and how the role relates to the role of government and private enterprise
• The size and significance of this "third sector" and of the characteristics of the various types of nonprofit organizations within it (i.e., charities, civic groups, hospitals, arts organizations, educational institutions and foundations)
• The rationale for the tax benefits most non-profits receive and the requirements for receiving those benefits. In this connection, we will examine restrictions on providing benefits to private individuals; operating businesses; engaging in legislative advocacy; and participating in political campaigns
• The distinction between private foundations and public charities and the rationale for the different treatment they receive
• How non-profits compare to business entities and to new hybrid forms for social enterprises
• Choices as to legal form – corporations and the alternatives
• The roles and responsibilities of directors and officers
• The application of anti-discrimination principles to non-profits (can a non-profit serve only one gender or only members of a particular ethnic group? Can the board be limited to people of a particular gender or ethnicity?)
• How non-profits raise money – regulation of solicitation, new forms of public and private financing
• Accountability issues: who regulates non-profits and how? Who can bring a suit against them? What is the role of “charity watchdogs”? What are the best approaches to misuse of non-profits and charitable funds?
• The role of the lawyer in helping an organization to: choose and form an entity, devise a governance structure, adopt policies to address conflicts of interest, apply for tax exemptions, deal with compliance issues, confront the notorious “founder’s syndrome”
Throughout the seminar, students will represent a simulated non-profit and will do the required interviewing, counseling and drafting. Some students may have the opportunity to earn additional credits through an externship placement with an organization that provides legal representation to non-profits. The extra credit will be registered separately as Supervised Research.