CHASE COUNSEL
PLLC

Nonprofit & Tax-Exempt Organizations

Counsel for Nonprofit Organizations, Boards, Founders, and Fiduciaries

Chase Counsel PLLC advises nonprofit and tax-exempt organizations on governance, federal tax-exempt status, fiduciary responsibilities, conflicts of interest, compensation, charitable assets, advocacy, international activities, and organizational change.

Request a Consultation Call (202) 870-1977
Chase Sizemore, Attorney

Chase Sizemore, JD, LLM

Chase Sizemore has more than thirty years of legal and advisory experience. He earned a Master of Laws (LLM) in Taxation from Georgetown University Law Center, an advanced post-JD graduate degree in tax law, a JD, cum laude, from Brigham Young University Law School, and a B.B.A. in Accounting from the College of William & Mary. He is an M.S. candidate in Nonprofit Management at Columbia University.

In 2006, he founded Teach Them To Fish Foundation, an international public charity supporting primary education in rural Cambodia and Uganda. Nearly twenty years of direct experience with nonprofit governance, charitable programs, donors, boards, foreign partners, restricted resources, and international operations provides practical context for the firm's nonprofit counsel.

He is admitted in the District of Columbia, Maryland, and Virginia and before the United States Tax Court.

Organizations and Fiduciaries We Advise

  • • Public charities
  • • Private foundations
  • • Educational organizations
  • • Religious organizations
  • • Membership organizations and associations
  • • Founder-led nonprofits
  • • Organizations with affiliated entities
  • • Boards of directors and trustees
  • • Officers and executive leadership
  • • Donors and fiduciaries in selected matters
  • • Organizations operating or making grants internationally

Governance, Boards, and Fiduciary Duties

Governance problems often begin long before they become disputes. Chase Counsel advises boards, founders, officers, and nonprofit organizations on the allocation of authority, fiduciary responsibilities, conflicts, decision-making procedures, and the relationship between governing documents and actual practice.

Articles of Incorporation and Bylaws

Board Composition and Director Qualifications

Election, Appointment, Removal, and Succession

Officer Authority and Delegated Powers

Voting, Quorum, Notice, and Meeting Procedures

Committees and Board Delegation

Founder and Board Relationships

Conflicts of Interest and Related-Party Transactions

Fiduciary Duties

Board Policies and Governance Procedures

Executive Compensation Approval and Documentation

Leadership Transitions and Governance Disputes

Federal Tax-Exempt Status and Compliance

Federal tax exemption carries continuing operational restrictions. The firm advises organizations on the federal tax rules governing charitable activity, private benefit, insider transactions, unrelated business activity, advocacy, and organizational structure.

Recognition and Maintenance of Federal Tax-Exempt Status

Private Inurement

Private Benefit

Excess-Benefit Transactions

Executive Compensation

Unrelated Business Income

Commercial and Revenue-Producing Activities

Joint Ventures and Partnerships

Form 990 Governance Matters

IRS Notices and Examinations Involving Tax-Exempt Organizations

Reorganizations, Affiliations, and Related Entities

Charitable Gifts, Restricted Funds, and Donor Intent

Restricted Contributions

Donor-Imposed Conditions

Gift Acceptance

Earmarked Contributions

Donor Control

Endowments and Designated Funds

Release or Modification of Restrictions

Governance and Documentation of Charitable Assets

Lobbying, Advocacy, and Political-Activity Compliance

Nonprofit organizations may engage in advocacy, but federal tax and disclosure rules impose important limits. Chase Counsel advises organizations on structuring advocacy activity without jeopardizing tax-exempt status.

§ 501(c)(3) Lobbying Limitations

§ 501(h) Elections

Political Campaign Intervention

Coordination with § 501(c)(4) Organizations

Cost Allocation Between Affiliated Organizations

Advocacy Policies and Board Oversight

Lobbying-Registration and Related Compliance Questions

International Programs and Cross-Border Charitable Activity

Chase Counsel advises U.S. nonprofit organizations on selected legal issues arising from foreign grantmaking, overseas programs, foreign partners, and cross-border charitable operations involving United States law.

Foreign Grantmaking

Expenditure Responsibility

Equivalency Determinations

Foreign Affiliates and Implementing Partners

International Program Agreements

Governance and Oversight of Overseas Programs

Financial-Control and Anti-Diversion Procedures

Sanctions and Restricted-Party Compliance

Cross-Border Governance and Contracting

Request a Nonprofit Legal Consultation

Provide brief, nonconfidential information about the organization and the legal matter. Chase Counsel PLLC will review the submission for conflicts and matter fit before substantive legal advice is provided.

Do not submit confidential documents, government identification numbers, complete financial account information, or other sensitive information through this form. The firm will advise you if additional information or documents are needed after conflicts review.

Contacting Chase Counsel PLLC does not create an attorney-client relationship. An attorney-client relationship is established only through a written engagement agreement accepted by the firm and the client.