Having represented associations and other nonprofit organizations for over 30 years, our lawyers have an in-depth knowledge of the particular challenges that face these organizations. The firm represents associations and nonprofits by:
- Serving as outside general counsel, providing advice in connection with corporate governance, antitrust, employee relations, intellectual property protection, accreditation issues, government contracting and bid/award protests, licensing, vendor, sponsorship and other contracting, government relations, trust and planned giving and strategic planning.
- Counseling in connection with corporate and transactional issues including corporate formation and maintenance of 501(c)(3), 501(c)(6) and 501(c)(19) entities, securing tax-exempt status, helping foreign nonprofits establish in other states advising on various operational issues, preparing releases, employee manuals and various transactional documents, helping nonprofits convert from their exemption status, formally dissolving nonprofit entities, analysis of sales and use tax issues, and chapter formation.
- Handling litigation throughout the country involving commercial, employment, accreditation, and debtor/creditor work-out matters, as well as antitrust, intellectual property, traditional breach of contract, negligence, and fraud cases.
- Monitoring, coordinating, and overseeing litigation for the purpose of identifying potential vulnerabilities revealed by pending cases and working proactively with association staff to modify policies and procedures accordingly.
- Providing a full spectrum of advice on employment issues, including executive and staff employment agreements, employee handbooks, wage/hour and leave issues, terminations, sexual harassment investigations, and misappropriations of trade secrets.
- Conducting, where necessary, internal investigations for association Boards of Directors.
- Reviewing Sarbanes-Oxley compliance issues including counseling on policies and procedures.
Our lawyers are regular speakers and writers on issues affecting associations and nonprofit organizations, including insurance coverage, contracts, employment relations, risk management, and litigation strategies. One of our senior partners also assisted in editing “Ready in Defense: A Liability, Litigation and Legal Guide for Nonprofits,” http://nonprofitrisk.org/store/ready-in-defense.shtml, published by the Nonprofit Risk Management Center.
At the request of ALTRU, a Managing General Underwriter for nonprofit liability insurance, our partners published “Be Prepared: Nonprofit Organizations’ Legal Risks and Protections,” ALTRU, LLC, December 2005. Our lawyers also regularly publish “Case Developments” for ALTRU’s Nonprofit Management Update.
Our Associations and Nonprofits clients have included American Institute of Aeronautics and Astronautics, American Meat Institute, Biotechnology Industry Organization, California Western School of Law, CASA of Maryland, Inc., Century Club of San Diego, Commission on Presidential Debates, Construction Specifications Institute, Contribute, Council of Large Public Housing Authorities, Council of Scientific Society Presidents, Council on Chiropractic Education, District of Columbia Bar, East Lake Community Foundation, FBI San Diego Citizens’ Academy, HealthyHeart Foundation, International Fabricare Institute, Joint Oceanographic Institute, Mo’olelo, Mojalet Dance Collective, Motorcycle Industry Council, Motorcycle Safety Foundation, National Association of Restaurants, National Business Aviation Association, National Cable Television Association, National Environmental Balancing Bureau, National Federation of Independent Businesses, National Society Daughters of the American Revolution, Paralyzed Veterans of America, Railway Supply Institute, Retail Tobacco Dealers of America, San Diego Civic Youth Ballet, Software & Information Industry Association, Specialty Vehicle Institute of America, Star-K of Baltimore, The Annie E. Casey Foundation, The Century Club Charities, The Interfaith Alliance, The Orthodox Union, The Provident Foundation, Inc., The Washington Home, Tobacconist’s Association of America, Ltd., and United Telecom Council.
Representative Experience
We represented a variety of local political figures, the American Civil Liberties Union of the National Capital Area, and several civic and political organizations, challenging extremely low campaign contribution caps that were imposed by voter initiative on D.C. candidates for office. Following a week-long bench trial, the United States District Court for the District of Columbia concluded that the caps violated the First Amendment.
We defeated a protest of the award of a State of California contract for transportation safety services by the unsuccessful, incumbent bidder. The protest was decided in our nonprofit client’s favor following submission of the briefs and without the necessity of a hearing.
Legal Counsel to Community Improvement District on a wide variety of organizational and transactional matters.
In Halstead v. Motorcycle Safety Foundation, Inc. (E.D. Pa.) we defended a national not-for-profit corporation against invasion of privacy, defamation, and other claims after it declined to hire the plaintiff as an employee of a state-contracted transportation safety program. In response to the complaint, we filed a motion to dismiss the lawsuit’s four primary claims, which the court granted in full in a published decision. See 71 F. Supp. 2d 455 (E.D. Pa. 1999). Following the dismissal, the remaining claims were resolved on terms favorable to our client.
In Dennis v. Council of Large Public Housing Authorities, when an employee contested the termination of her employment by a nonprofit association, she pointed to the association’s employment handbook as conferring contract rights. We successfully convinced the trial and appellate courts to reject the employee’s argument and uphold the termination.
Our lawyers represented the Commission on Presidential Debates in Perot v. FEC (D.D.C.), a high-profile case brought by Ross Perot in the 1996 presidential campaign, securing favorable rulings in both the federal district and appeals courts. See, e.g., No. 96-2196, 1996 WL 566762 (D.D.C. Oct. 1, 1996). Our lawyers have also counseled the Commission on First Amendment issues relating to candidates’ access to and participation in presidential debates.
In Crandall v. Paralyzed Veterans of America, an employee was fired by Paralyzed Veterans for orally abusing staff and in turn sued alleging that a disability – bipolar disorder – was the cause of his allegedly abusive conduct. Despite never having told his employer about his disorder, the employee alleged discrimination. We successfully defended Paralyzed Veterans and persuaded the courts that the employer had no notice of the disability when firing the employee and, therefore, could not be found liable for discrimination. The court ruled in favor of our client.
In Self-Insurance Institute of America, Inc. v. Software & Information Industry Association (C.D. Cal.), we represented the defendant in a cyberlaw trademark action over similar Internet addresses, siia.com and siaa.org. We won summary judgment for our client. See 208 F. Supp. 2d 1058 (C.D. Cal. 2000).
