Hinckley Allen’s Non-Profit group provides skillful representation on a wide variety of matters including (but not limited to):
– Formation and Governance - Organization of non-profit entities; governance and fiduciary responsibilities; development of conflict of interest, whistleblower, donation receipt and other IRS-preferred policies; and compliance with multi-state operation rules.
– Tax Counsel - Acquisition and retention of tax-exempt status under applicable federal, state and local statutes; assistance with IRS Form 990 information tax return and related issues in the governance, executive compensation and unrelated business taxable income areas; international tax and operating requirements; and multi-entity or group structuring matters.
– Regulatory Compliance - Compliance with federal and state laws and regulatory schemes applicable to non-profit entities; interfacing with state and local governments; and grant eligibility and grant-writing.
– Mergers and Acquisitions - Structuring and management of asset acquisitions, mergers, consolidations and affiliations of non-profit organizations; strategic planning processes; and anti-trust compliance and other regulatory approvals.
– Private and Public Foundations - Private and public foundation matters; applicable tax rules; donation receipt; and grant making policies, capital campaigns and endowment (UPMIFA) management.
– Charitable Solicitation - Compliance with charitable solicitation laws and requirements of state charitable organizations and donation regulatory provisions; private sector fundraising guidance; and challenges to entitlement to charitable gifts and bequests.
– Non-Profit Entity Financings - Financing transactions for tax-exempt organizations; public finance transactions including bond issuances; attention to issuer, credit enhancer, underwriter and trustee concerns; and compliance with tax and other statutory and regulatory requirements.
– Government Relations - Advising non-profit entities including IRC §527 and 501(c)(4) organizations in connection with their interactions with the executive and legislative branches of federal, state and local governments; and tax-exempt status restrictions on lobbying and political activities.
Here is a small sampling of our recent projects:
– Merger of Social Service Agencies - Assisted in the merger of two charitable organizations, including structuring the merger and obtaining various regulatory, attorney general, and court approvals.
– Regulatory Approvals for a Religious Organization - Assisted organization in receiving unique regulatory approvals for reconstruction of its skilled nursing facilities.
– Formation of an International Charitable Organization - Assisted in formation and structuring of a multi-million-dollar eco-tourism and conservation charitable organization and related for-profit enterprise in South America.
– University Restructuring - Assisted a university in restructuring its internal governance, including governing documents and policies, during a time of internal transition.
Representation of a regional charter school management organization
Hinckley, Allen & Snyder LLP has provided general representation to a charter school management organization which operates 17 public charter schools in the states of Connecticut and New York. The firm is assisting with expansion plans, purchase of schools and negotiation of lease and property management agreements, representation in numerous financing transactions, both loan and grant, preparation of legislation allowing charter schools to enter into cooperative arrangements, development of first cooperative arrangement agreement between charter schools and advice and assistance with numerous governance issues.
Formation and structuring of U.S. charitable foundation affiliation with for-profit Chilean enterprise
Hinckley, Allen & Snyder, LLP created the U.S. charitable foundation to promote conservation and social and economic development in a region of Chile in harmony with the natural environment. The U.S. based non-profit promotes education, economic development and environmental conservation in the region through educational initiatives, teaching English and encouraging environmental awareness in schools and communities, conserving the ecologically fragile areas and facilitation of local community involvement. The Chilean for-profit enterprise is an eco-tourism and conservation fund which owns ecologically sensitive properties and is developing a carbon sequestration credit and eco-brokerage as additional revenue sources.
Merger of two state affiliates of a national health organization
Hinckley, Allen & Snyder LLP assisted two state affiliates of a national health organization in structuring their merger and obtaining the necessary regulatory and judicial approvals. Obtained approval in a contentious public hearing process before a state department of health for change of control and licensing of a health care facility. Secured approval from state attorney general for the transfer of charitable assets and modification of a charitable trust. Conducted successful negotiations with trust beneficiaries and prevailed in judicial proceedings to obtain court approval of cy pres petition regarding the charitable assets and trust.
Acquisition of tax-exempt status and regulatory approvals for a national non-profit
Hinckley, Allen & Snyder LLP organized the non-profit organization, obtained qualification under IRC §501(c)(3) and structured the governance and organizational policies and provisions of a multi-state educational reform advocacy organization. Compliance with federal and state lobbying rules, qualifications to do business and compliance with applicable state charitable solicitation laws were achieved. Conducted training of staff in lobbying and governmental affairs requirements. The firm created and provided similar services for an IRC §501(c)(4) organization to conduct broader lobbying activities.
Restructure governance provisions of a private university
Hinckley, Allen & Snyder LLP advised the board of a private university. The firm completed a comprehensive restatement and restructuring of corporate by-laws and university governance policies subsequent to the removal of chairman of the board.