SEMINAR IN NONPROFIT LAW
Fall 2008
Cathryn Deal
651-523-2352
COURSE DESCRIPTION
Nonprofit organizations can range in size and complexity from a neighborhood youth sports league to a multinational treaty-based health care operation. Although not for profit, in a profit-distribution sense, nonprofits collectively generate millions of dollars in revenue and wield sizable influence. Correspondingly, the legal questions raised in connection with nonprofits cover a wide range of topics, many of which we will explore in this seminar.
Some of our conversations will involve issues in the news. What should the Red Cross have done with those excess donations earmarked for victims of 911? Did the First Amendment protect the Church of Scientology from loss of tax exemption? Could New York University Law School operate a macaroni factory to fund its scholarships? How did trustees of the estate of the last princess of Hawaii find themselves in prison? Can the Girl Scouts national organization sue its local affiliates over cookie money? How did Dartmouth College’s hospital jeopardize its property tax exemption? Whose money went overseas to reputed terrorist operations? Most conversations will cover preventive action you can take with clients, such as appropriate entity formation steps, ethical requirements of directors and trustees, limits on fund raising and lobbying, and permissible joint venture affiliations with for-profit businesses. We will cover both the theory behind and the practical steps involved in nonprofit law.
COURSE REQUIREMENTS
Class attendance for the full fifty minutes of class is required by the American Bar Association, with enforcement delegated to the law school. Students are required to arrive on time (subject to declared snow emergencies) and to remain in class throughout the session. Determination of full class attendance is in the discretion of Professor Deal. Students who must arrive late or must leave during class must notify Professor Deal prior to class of the reason. If a students leaves the classroom during a session and then returns during the session, the student may be counted as absent.
Absence from more than three class sessions is excessive and may require the student to meet with the Associate Dean and Professor Deal to determine whether to require remedial work of the student or to drop the student from this course. There are no “excused” absences; do not inquire about special exceptions.
Cellphones and pagers must be turned off during class; emergency calls will be taken by the Registrar's Office for delivery to the student.
The first part of the course will consist of class discussion of assigned readings and materials in the textbook and posted on TWEN. The textbook is Nonprofit Organizations: Cases and Materials by Fishman and Schwarz (3rd Ed Foundation Press).
Each student will write an in-depth research paper on a topic approved by Professor Deal. There will be no final examination in the course. An initial version of the paper will be distributed by each student to class members for discussion in class during the later weeks of the semester. A final version of the paper will be submitted by each student at the end of the semester. Papers must be posted on TWEN no later than December 8, 2007. This final version must include endnotes in proper citation form. The paper will be graded for quality of content as well as quality of presentation (including coherence, grammar, and clarity).
Each student will lead a fifty minute class session on that student’s paper topic. Papers must be posted on TWEN on the Friday before the presentation in the following week's class. Each student is expected to present clearly their thesis, their research and their conclusions, as well as both pose and answer questions to and from classmates.
COURSE GRADE
The course grade for each student will be determined as follows:
30% class presentation of paper topic, class participation, and critiques of other papers
25% initial version of paper
45% final version of paper
FIRST CLASS ASSIGNMENT
Read in textbook: p.2 to 11; 13 to Part B p.17; p.29 “The Rise of the Nonprofit Sector” to Notes p.32; p.66 to 71; Part 3 p.74 to Part C p.78. In these readings omit references after the section heading to statutes and sample documents; we will include these elsewhere in our discussions.
Read on line: MN. STAT. 317A (skim) This statute is the foundation for nonprofits in Minnesota and we will make reference to it throughout the course.
Read on line: IRS Form 1023 and Instructions for Form 1023. Both are accessible at irs.gov. You should become familiar with navigating this website since it is increasingly used by the IRS for announcements and relevant postings.
Beginning in our first class, we will walk through Form 1023, step by step, for a number of reasons. First, it is likely to be one of the first (and most frequent) encounters you have with nonprofit law as a practicing attorney, so learning to handle it gives you an immediate practical skill. Second, the form is a one-size-fits-all-nonprofits statement of critical legal concerns with nonprofit formation and operation, and so serves as a useful springboard to preview issues which we will address in more depth throughout this course.
A heads-up: begin thinking of a paper topic which you would like to pursue. Since class presentations will begin in October, you will need to have topic approval shortly after school begins.