Related Contacts

  • Chair
  • Print
  • Email
  • Save as PDF

Nonprofit Organizations

Schnader attorneys counsel nonprofit organizations of every size, providing them with timely, cost-effective legal representation. We service nonprofit clients through nationally configured practice groups that unite relevant capabilities in our various offices.

The unique breadth of our capability and sophisticated level of services differentiate Schnader from other legal service providers in the nonprofit area. We are knowledgeable of and familiar with routine issues and can be flexible in dealing with them; however we also have the capacity to address any sudden and unanticipated needs of a nonprofit client if those occur. Our nonprofit clients regularly draw upon the broad experience of our tax lawyers, our trial lawyers, intellectual property and transactional attorneys for counsel and advice regarding all aspects of their organizations, including operational issues, interacting with their constituencies and the public at large.

Schnader's nonprofit practitioners stay abreast of legislative and other changes in the nonprofit sector, helping clients to understand the implications for their organizations and assisting in the development of affordable approaches for compliance. Recently, the Firm has counseled its nonprofit clients on the implications of Sarbanes-Oxley, the Pension Protection Act, the newly revised IRS Form 990 and the regulations governing deferred compensation, among others. As the economy presents new challenges for the sector, Schnader attorneys find creative business planning solutions for organizations looking for financial stability.

The scope and depth of our knowledge and skill is evidenced not only by our representations, but also by the fact that Schnader attorneys are sought out to publish and lecture in this area as well. Two of our attorneys published a comprehensive article in the Duquesne Law Review on the interaction of charities and the Orphan's Court in Pennsylvania, and the challenges, difficulties and complexities a nonprofit may face as they seek to meet the goals of their organization. And recently, as noted above, our attorneys offered an educational session on changes to the IRS Form 990 and how those changes may affect a nonprofit entity.

Transactional Services

We represent nonprofit organizations and private foundations in all phases of founding and development, from their inception through ongoing compliance and governance matters. Since the establishment of the organization is so pivotal, Schnader attorneys are well-versed in the development of articles of formation, bylaws, and structuring the board of directors. Even after guiding the organization through entity formation and application for tax-exempt status, our attorneys advise clients on ways to remain tax-exempt, helping them negotiate a maze of comprehensive tax issues and challenges.

Schnader lawyers regularly serve as general counsel to nonprofits, rendering legal advice on matters such as planned giving vehicles, solicitation requirements, federal and state reporting preparation, employment agreements, insider and noninsider employee or contractor compensation, sales and general contract matters, proper reorganization, amendments to bylaws and articles of incorporation, and licensing rights in a heavily regulated industry.

Our labor and employment advice to nonprofit organizations often relates to issues such as unemployment, wage and hour concerns, employee manuals, union contracts, the Americans with Disabilities Act, the Family Medical Leave Act, discrimination and discipline issues, and National Labor Relations Act matters.

Special retirement benefit programs available to nonprofit organizations are a focus of our employee benefit and executive compensation practice. Our attorneys are well versed in all aspects of this area of the law, and one of our lawyers authored Tax Management Portfolio entitled Tax-Deferred Annuities – Section 403(b), part of a widely used series published by the Bureau of National Affairs. (Notably, Section 403(b) of the Internal Revenue Code is of particular import to nonprofits in establishing retirement benefit programs.) We have counseled on exemptions for church plans from a number of employee benefit law requirements and have obtained government rulings on the church plan status of many benefit arrangements.

We have wide-ranging knowledge in the area of charitable giving, solicitation, and endowment issues. Schnader frequently structures scholarships and fellowships, as well as trusts and restricted gifts, on behalf of nonprofit organizations. Our lawyers are experienced in the preparation or review of planned giving vehicles such as charitable remainder trusts, Uni trusts, pooled income funds and charitable gift annuities, as well as in counseling nonprofits on state and national fundraising from individuals, private foundations, government and for-profit organizations.

Schnader has sophisticated knowledge of the many tax issues that nonprofit clients face, and we serve our nonprofit clients by preparing or reviewing their federal and state tax returns to assure complete and accurate reporting of tax-related information. Our clients receive counsel on complex tax matters such as the preservation of nonprofit status and the tax reporting issues related to scholarships and fellowships. We have done extensive work handling tax issues for nonprofits on the federal, state and local levels.

Schnader has counseled nonprofit clients in mergers and acquisitions, institutional reorganizations, liquidations, joint ventures and expansions with both nonprofit and for-profit components.

Our lawyers often serve as bond counsel in all types of nonprofit financings or the refunding of nonprofit transactions. Schnader has several attorneys listed in The Bond Buyer's Municipal Marketplace (the "Red Book").

Schnader has handled all manner of real estate issues faced by nonprofit organizations. We negotiate on behalf of our clients with respect to construction and architectural contracts as well as local zoning and permit matters. Schnader attorneys regularly advise organizations concerning commercial leases and licenses.

Schnader attorneys also have at times handled bankruptcy, post-bankruptcy work-out, sale of property and debt refinancing matters for nonprofit clients.

Intellectual Property Services

We assist nonprofit clients in intellectual property matters including software development and licensing transactions, domestic and international patent procurement, copyright and trademark registration, Internet broadcasting and website regulation, cybersquatting, and related transactional matters and litigation.


Litigation attorneys from Schnader have handled many kinds of disputes on the trial and appellate level. Some of our more recent nonprofit litigation representations include:

  • In re Barnes Foundation – Schnader has represented the Barnes Foundation in several matters, most notably in its effort to relocate its collection from Lower Merion (a suburb of Philadelphia) to a downtown Philadelphia location along the Benjamin Franklin Parkway. Over many years of contentious litigation, Schnader prevailed on behalf of the Foundation, which was given permission in December 2004 to move its collection despite opposition by various parties, and also was permitted to expand its Board of Trustees and revise its bylaws. In May 2008, a Montgomery County Orphans' Court Judge issued an opinion and order dismissing petitions by Montgomery County (the county in which Lower Merion is located) and a group of art students, alumni and neighbors of the Barnes Foundation that sought reconsideration of the December 2004 decree. The Firm successfully defended the Foundation and its Trustees in that proceeding. Most recently, in October 2011, the Firm was successful in obtaining dismissal of a new round of petitions to reopen the 2004 decree. This time, the opponents alleged misconduct by the Attorney General of Pennsylvania in connection with the litigation leading to that decree. In dismissing the petitions, the court imposed sanctions against the petitioners because their petition amounted to "vexatious, arbitrary and bad faith conduct."
  • Scottsdale Insurance Company v. Devereux Foundation et al. - Schnader successfully represented the Foundation in an insurance coverage case.
  • Annie E. Casey Foundation v. Trisun Financial, LLP – Schnader represented the Foundation in a commercial lease dispute in pursuit of its claims with the landlord of a four-story building, and in defense of the landlord’s counterclaims.
  • Schnader’s defense of Doe v. Mercy Catholic Medical Center, a suit by an HIV-positive orthopedic surgeon who alleged that Mercy violated the Americans with Disabilities Act and the Rehabilitation Act when it required that he obtain informed consent from patients before performing invasive procedures. The court granted summary judgment for the defendant on that core issue, after which the case was settled.
  • The Powhatan Renape Nation – The Powhatan Renape Nation is a New Jersey nonprofit organization that has long provided social services to the Native American community in New Jersey and advanced its goal of educating the non-Native American community about its traditional ways, beliefs, traditions, and culture. When the tribe's chief died, the tribe learned that multiple debts had accumulated causing major financial setbacks and a string of lawsuits threatened its continued existence. Through the successful settlement of recent lawsuits, Schnader has given the group an opportunity to meet its financial challenges. Additional disputes still need to be resolved and the fiscal years ahead will require strict financial planning to pay off debt, but the group should be able to continue as a going concern and share its teachings and history with the community.
  • Villanova University – Schnader represented the university in a lawsuit against its former booster club in which the university sought a preliminary injunction to prevent the club from using the names "The Wildcat Club"and "Villanova Alumni Educational Foundation" and variations thereon. After a full evidentiary hearing, the court granted the injunction.

Schnader attorneys counsel nonprofit organizations of every size, providing them with timely, cost-effective legal representation. We service nonprofit clients through nationally configured practice groups that unite relevant capabilities in our various offices.