Religious, Educational & Nonprofit Organizations

Whether advising a religious institution on a sensitive church-state matter, counseling a charter school on a sophisticated real estate deal, or guiding a private foundation through a complex tax issue, our religious, educational and nonprofit organizations lawyers have the experience needed to resolve matters effectively and in line with clients’ missions. Providing a holistic approach, we collaborate across our litigation, employment, ERISA and employee benefits, corporate, real estate, intellectual property, and trusts and estates teams to comprehensively support clients’ needs.

In addition to their legal acumen, our lawyers bring practical knowledge and a stakeholder’s perspective to operational and financial issues developed through their volunteer work on the boards of colleges, universities, nonprofits and religious organizations, enabling us to better serve our clients with tailor-made solutions.

Our Services

Restructuring and Governance

Our lawyers advise directors, trustees and officers about the best ways to organize and operate to accomplish their missions. We draft and implement structures and policies in conformance with state and federal nonprofit law and religious doctrine requirements. Whether the matter concerns finding the right structure or structures; managing daily risk associated with the mission, including protecting vulnerable persons served by our clients; or sorting out relationships inside and outside client entities, we understand these unique problems and assist clients in finding solutions.

• Asset management
• Bylaws
• Codes of ethics and conduct
• Complex corporate transactions
• Rights and claims under Religious Freedom Restoration Act (RFRA), Religious Land Use and Institutionalized Persons Act (RLUIPA), Family Educational Rights and Privacy Act of 1974 and other state and federal laws 
• Formation
• Governance policies and procedures
• Internal investigations
• International restructuring
• Public communications

Tax Exemption

Complying with the law, obtaining and maintaining tax-exempt status and overcoming the difficulties of operating as a tax-exempt entity require counsel who know the ins and outs of the tax code.

• Charitable contributions
• Exemption application process
• Group rulings/exemptions
• Payments in lieu of taxes (PILOTs)
• Unrelated business income tax

ERISA, Employee Benefits and Employment

Our ERISA and employee benefits practice deals with the problems and opportunities nonprofit and religious institutions experience with pension and other employee benefit plans and practices. We design new plans and draft plan amendments, advise on tax, administrative and regulatory compliance issues and secure rulings and opinion letters from the Internal Revenue Service and the U.S. Department of Labor concerning plan exemptions from the Employee Retirement Income Security Act (ERISA) for qualified “church plans.”

Litigation

With experience at the trial and appellate levels in state and federal courts across the United States, our trial lawyers regularly litigate complex civil matters, employment-related matters, civil rights cases and constitutional appeals. We have successfully tried cases before judges, juries, arbitrators and administrative officers, and have protected our clients’ constitutional rights from government encroachment. We also routinely prepare amicus curiae briefs when our clients’ interests are implicated in litigation involving other parties.

Our team of litigators has evaluated, litigated and ultimately settled scores of abuse claims across the country. Where appropriate, we have participated in mass mediation processes, and we are skilled in using that process to obtain settlements on favorable terms. As part of our advocacy, we regularly assist our nonprofit clients in a periodic review and update of policies and procedures, consult with them on checking the backgrounds of applicants and volunteers, and provide training and consultation to educate children and their parents about ways to detect abuse and prevent it from occurring. When an incident occurs, we work closely with our clients to implement best practices to prevent a recurrence.

We litigate claims related to:

• First Amendment issues, including free speech and free exercise
• Civil rights and discrimination
• Employment and ministerial exceptions
• Land use
• Misconduct, abuse and harassment
• Title IX and student misconduct matters

Real Estate

We regularly appear before zoning and planning agencies and before city government agencies regarding taxation issues, licenses, zoning, and land-planning and property tax exemption issues at the local, state and federal levels. Our public finance lawyers regularly represent borrowers, lenders, underwriters and letter of credit providers and serve as bond counsel regarding tax-exempt bond and note transactions for various types of 501(c)(3) organizations. We have helped universities, hospitals, elementary schools, YMCAs and other nonprofit entities finance their expansion and capital improvement projects and refinance existing debt. Our team handles all aspects of financing and development transactions for various educational institutions, negotiating and drafting a variety of financing documents and grants through government agencies on behalf of colleges and universities. 

Representative Matters

• Represented the Mann Center for the Performing Arts, a nonprofit performing arts center based in Philadelphia, in its 12-year naming rights sponsorship agreement with Highmark Health. The agreement will rebrand the outdoor music destination as the Highmark Mann Center for the Performing Arts.
• Defended religious organizations’ right of self-governance in litigation and regulatory matters.
• Advised many religious organizations regarding federal laws including the Religious Freedom Restoration Act (RFRA) and the Religious Land Use and Institutionalized Persons Act (RLUIPA).
• Planned and implemented organizational and management issues for diverse religious organizations to integrate their religious principles into various civil structures to protect assets and to organize risk and liabilities; and to protect the expectations of religious leaders, congregants and the public.
• Represented a religious organization in a long-term lease and management arrangement for more than a dozen cemeteries. The deal, one of the first of its kind in the country, is expected to generate significant revenue for the religious organization.
• Securing the dismissal of more than 100 alleged abuse cases brought against nonprofit institutions in Arizona, Delaware, Iowa, Louisiana, Minnesota, Mississippi, New Mexico, North Carolina, Pennsylvania, Rhode Island and South Dakota. 
• Structuring and negotiating partnership arrangements between tax-exempt 501(c)(3) organizations and for-profit entities to ensure that the interests of the tax-exempt organizations were protected and to ensure compliance with various IRS rulings and court cases relating to joint ventures.
• Successfully defending a church in a church tax inquiry relating to its alleged violation of the electioneering prohibition applicable to 501(c)(3) organizations.
• Represented Temple University in a significant victory in the U.S. District Court for the Eastern District of Pennsylvania. The court granted summary judgment to Temple on all the plaintiff’s discrimination claims, entering judgment in Temple’s favor and ending the case without the need for a trial.
• Advised Saint Joseph’s University on a $7 million suit arising from actuarial malpractice and the University’s pension plan, which was settled for less than six figures.
• Representing the Archdiocese of Philadelphia in several tax-exempt financings, the most significant of which was a $30 million public bond issue for construction of the new Bishop Shanahan High School.