Do you have a firm grasp of the transparency and accountability standards required of tax-exempt organizations? Can you easily spot omissions or errors in their tax forms, articles of incorporation and policies? This comprehensive overview provides an orientation to the legal and tax aspects of exempt organizations. Experienced faculty will explain the nuts and bolts from incorporation to dissolution – with all the tax and compliance challenges in between. You'll have all the knowledge and tools you need to confidently advise these organizations. Order today!

1. Incorporation Process
2. Establishing Tax-Exempt Status With the IRS
3. Navigating the Private Benefit and Increment Doctrines
4. Handling Contributions and Tax Deductions
5. Unrelated Business Taxable Income (UBTI)
6. Form 990: Key Compliance Points and Disclosure Considerations
7. Advising on Operational Issues
8. Restructuring and Terminating Exempt Organizations: Procedures and Pitfalls
9. Ethical Considerations for EO Practitioners

1. INCORPORATION PROCESS
   8:30 - 9:15, Christopher E. James
   1. Liability Associated With Unincorporated Organizations
   2. Articles of Incorporation – Key Provisions to Include
      1. Governing Body
      2. Purpose Clause
      3. Dissolution Clauses
      4. Provisions Required by IRS
      5. Other Crucial Language
   3. Bylaws – Key Provisions to Include
      1. Directors and Officers
      2. Meetings
      3. Voting
      4. Indemnification
   4. Mission Statement
   5. The Use of LLCs (and L3Cs) for Nonprofits
2. ESTABLISHING TAX-EXEMPT STATUS WITH THE IRS
   9:15 - 10:00, Christopher E. James
   1. Nonprofit vs. Tax Exempt
   2. Determining the Type of Tax-Exempt Organization Under the Internal Revenue Code (IRC)
   3. 501(c)(3): Publicly Supported or Private Foundation?
   4. IRS Application Process for 501(c)(3) – Form 1023
      1. The Importance of the Narrative Description of Activities
      2. Submitting the Budget: What You Need to Know
      3. Other Traps for the Unwary
      4. Retroactive Applications for Existing Organizations
   5. IRS Application Process for Other 501(c) Categories That Qualify for Exemption
   6. Required Annual or Periodic Federal/State/Local Filings
3. NAVIGATING THE PRIVATE BENEFIT AND INUREMENT DOCTRINES
   10:00 - 10:45, William R. Gustoff
   1. Private Benefit
   2. Private Inurement
   3. Excess Benefit Transactions and "Intermediate Sanctions"
4. HANDLING CONTRIBUTIONS AND TAX DEDUCTIONS
   11:00 - 11:30, Steven J. Roy
   1. Types of Gifts: Advising Clients on Accepting Money and Property
   2. Handling Unanticipated Funds With “Facts and Circumstances” Test
   3. Tax Deductions and Substantiation Requirements
   4. Recent Changes and Current IRS Focus
5. UNRELATED BUSINESS TAXABLE INCOME (UBTI)
   11:30 - 12:15, William R. Gustoff
   1. Defining and Identifying UBTI
   2. Exceptions to UBTI
   3. Taxation of UBTI
6. FORM 990: KEY COMPLIANCE POINTS AND DISCLOSURE CONSIDERATIONS
   1:15 - 2:00, Willard L. Boyd III
   1. Governance Body and Conflicts of Interest
   2. Changes to Organizational Documents
   3. Documentation of Actions by the Board
   4. Written Policies
   5. Independent Review of Executive Compensation
   6. Disclosure Requirements
   7. Using Form 990 to the Organization's Advantage
7. ADVISING ON OPERATIONAL ISSUES
   2:00 - 2:45, Willard L. Boyd III
   1. Applying Sarbanes-Oxley to Nonprofits
   2. Strategies for Board Policy-Making
   3. Advising Directors on Mission “Drift”
   4. Investment Considerations
   5. Solicitation and Fundraising Activities
   6. Lobbying and Political Campaign Activities
8. RESTRUCTURING AND TERMINATING EXEMPT ORGANIZATIONS: PROCEDURES AND PITFALLS
   3:00 - 3:40, Willard L. Boyd III and Steven J. Roy
   1. Structuring Alliances and Networks
   2. Merging or Consolidating With Another Tax-Exempt Organization
   3. Dissolving a Tax-Exempt Organization
   4. Distribution or Transfer of Assets
9. ETHICAL CONSIDERATIONS FOR EO PRACTITIONERS
   3:40 - 4:40, Willard L. Boyd III, William R. Gustoff, Christopher E. James and Steven J. Roy
   1. Multiple Representation Issues: Who is the Client?
   2. Attorney-Client Confidentiality Within the Different Levels of an Organization
   3. Confidentiality vs. Disclosure to the IRS
   4. Self-Dealing Situations
   5. Excessive Compensation
   6. Direct Referrals From Board
   7. When the Attorney Must Resign

WILLARD L. BOYD III is an attorney and shareholder in the business, banking and corporate department of the law firm of Nyemaster, Goode, West, Hansell & O'Brien, P.C. He has written and lectured on corporate law issues to various professional groups. Mr. Boyd is a member of the Iowa State (Business Law Section), Minnesota State and American bar associations, as well as The Missouri and District of Columbia bars. He earned his B.A. degree, with high honors and distinction, from the University of Michigan and his J.D. degree, with distinction, from the University of Iowa.

WILLIAM R. GUSTOFF is an executive vice president of Thompson & Associates, where his main areas of practice are estate planning and non profit organizations. Mr. Gustoff is a member of the Illinois State, Iowa State and Nebraska State bar associations. He currently serves on the non-profit corporation committee of the Business Law Section for the Iowa State Bar Association. Mr. Gustoff earned his B.A. degree from the University of Iowa and his J.D. degree from the University of Iowa College of Law.

CHRISTOPHER E. JAMES is an attorney at Davis Brown Law Firm. Mr. James joined the business division in May 2009. He maintains a general tax practice including, but not limited to, tax controversy, state and local taxation, corporate and individual taxation, and estate and gift tax. He specializes in tax controversy matters with the Internal Revenue Service and state and local governments. Prior to joining Davis Brown Law Firm, Mr. James was an assistant attorney general with the Iowa Department of Justice where he represented the Iowa Department of Revenue. He earned his B.S. degree, cum laude, from the University of North Carolina-Greensboro; his J.D. degree, with honors, from Drake University Law School; and his LL.M. degree, with honors, from Northwestern University Law School. Mr. James is a member of the Polk County, Iowa State (member, Tax Section) and American (member, Tax Section) bar associations.

STEVEN J. ROY is a member of Nyemaster, Goode, West, Hansell & O'Brien, P.C.'s Tax, Estate Planning, and Employee Benefits Department and practices in the areas of non-profit organizations, business planning and taxation, charitable giving, real estate taxation and wealth transfer, trusts and estates. Mr. Roy is a frequent speaker on the taxation of non-profit organizations, certified public accountant. He is a member of the American, Iowa State and Polk County bar associations. Mr. Roy also is a member of the Iowa Society of CPAs and the American Institute of CPAs. He also was named as one of The Best Lawyers in America (2001 - 2010).

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