PHILANTHROPY SERVICES

Philanthropy 

Solving the root causes of social problems is not easy, but Bromberger Law is well-versed in creating structures that enable our clients to create the greatest good possible. For decades, our attorneys have supported corporate and family foundations, advising them on their governance and compliance obligations, grant-making programs, and the use of socially responsible investments to further their charitable missions. We also work with private operating foundations, donor-advised funds, family offices and individuals. We advise donors on restricted gifts, naming gifts, anonymous gifts, and gifts to individuals and non-charities. From investment management to charitable giving, our firm offers innovative but practical solutions for investing in and donating to values-aligned organizations.

 

Charitable Gifts

We advise a range of donors in making gifts to charity. From straightforward one-time gifts, to recurring gifts, pledges, naming gifts, anonymous gifts, restricted gifts an gifts to inividuals and non-charities, we know how to make sure the donor’s wishes are honored, documentation is correct, and the money will be used for the intended purposes.

Grants

We advise individuals, public charities, corporate foundations, family offices, and family foundations on all aspects of grant-making and grant compliance, from restricted grants to general support grants and everything in between. We work closely with our clients to make sure they understand all of their options. We engage in strategic planning sessions around grant-making and prepare grant-making policies and procedures to guide our clients’ work, whether they choose to conduct their philanthropy through a foundation, a donor-advised fund, or a non-traditional philanthropic vehicle such as an LLC. 

 

Our attorneys routinely advise on everything from simple one-time grants to multi-year grant agreements involving detailed deliverables, intellectual property provisions, and reporting requirements. We provide advice regarding traditional grants made to public charities, including research grants, as well as recoverable grants, expenditure responsibility grants, disaster relief payments, employee matching gift programs, and scholarship grants. We counsel U.S. charities on international grant-making policies and best practices, including compliance with OFAC rules, and prepare international grant agreements. We also provide advice on grant due diligence and grantee reporting requirements.

 

We also provide our private foundation clients with advice on structuring their grant-making programs to comply with IRS private foundation excise tax rules, including meeting the 5% annual minimum distribution requirement. 

Impact Investing

At Bromberger Law, we support our clients in making impact investments that further both their short and long-term financial goals, as well as their social impact objectives. We work with our clients through the due diligence process to understand if the investment fits their financial and social impact goals. Depending on the form of the investment, our attorneys will prepare term sheets, promissory notes, loan agreements, convertible notes, shareholder agreements, and other documentation.

 

We advise private foundation clients on compliance with IRS rules regarding program and mission-related investments. To qualify as a program-related investment (PRI), an investment must further the foundation’s exempt purpose and not be made primarily to earn a financial return. PRIs that meet these criteria will count toward the foundation’s 5% annual minimum distribution requirement. Mission-related investments are made for the purpose of securing a financial return to grow the foundation’s assets; they can be based on any environmental, social, or governance (or “ESG”) factors as determined by the foundation’s managers.

Private Foundations 

Our attorneys routinely serve as outside general counsel to both private foundations and private operating foundations, and provide advice on all aspects of their management and operations. Our services in this area include:

 

  • Nonprofit formation services, including counseling clients on whether they qualify for tax-exempt status as a private foundation or private operating foundation; preparing and filing state incorporation documents for nonprofit formation.

  • Counseling foundation boards on governance best practices;

  • Preparing and updating bylaws, governance policies, and board resolutions;

  • Advising on unique private foundation governance matters, including avoiding entering into any self-dealing transactions, and strategies for mitigating potential legal and reputational risks;

  • Providing ongoing compliance advice regarding federal private foundation excise tax rules, including compliance with the prohibition on self-dealing transactions, the annual minimum distribution requirement, and the rules regarding excess business holdings, jeopardizing investments, and taxable expenditures.

  • Advising on the management of endowments and other donor-restricted funds.

Next Gen Philanthropy

We provide support for our clients looking to transition their philanthropic work to the next generation and advise “next gen” philanthropists on the use of innovative strategies and philanthropic vehicles to achieve their social impact goals. We counsel our next gen clients on various issues, including how best to structure their philanthropic ventures to meet their current and future philanthropic goals. We advise our clients on the use of different corporate structures as philanthropic vehicles, including private foundations, donor-advised funds, LLCs, corporations, and hybrid structures combining elements of traditional business and philanthropic enterprises. We also provide practical and legal advice on grant-making, impact investing, and related matters, such as investing in early-stage social enterprises, participating in crowdfunding and other philanthropic campaigns, and supporting public policy and advocacy campaigns.

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