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Nonprofit Organizations 2018: Governance, Reporting, and Compensation Issues

Speaker(s): Dahlia Doumar, Dana Brakman Reiser, David G. Samuels, Dennis J. Morrone, CPA, Jennifer I. Reynoso, Karen I. Wu, Seth Perlman
Recorded on: Oct. 16, 2018
PLI Program #: 221999

Dahlia Doumar concentrates her practice in tax law. Her practice is broad and sophisticated including both domestic and foreign for-profit companies, exempt organizations and high net worth individuals.

Ms. Doumar works extensively in the exempt organizations area counseling clients on unrelated business income tax issues, investment structuring, rules governing the maintenance of donor advised funds, reporting regarding foreign investments and grants, self dealing, intermediate sanctions and excise tax issues generally.

In the corporate area, Ms. Doumar has advised clients on numerous matters, including corporate reorganizations and recapitalizations, restructuring of distressed companies, business acquisitions and dispositions, partnership and limited liability company investments.

Ms. Doumar also works with members of the employee benefit and executive compensation group on tax aspects of employee benefits. Further, Ms. Doumar has represented clients, both for-profit and not-for-profit, before the Internal Revenue Service, New York State and New York City involving audits and private letter ruling requests.

In addition, working with lawyers in the trusts and estates group, Mrs. Doumar has advised on the domestication of foreign trusts.

Dana Brakman Reiser is Professor of Law and former Vice Dean at Brooklyn Law School, where she teaches courses in Corporations, Nonprofit Law, Social Enterprise, Property, and Trusts and Estates.  Her recent scholarship focuses on law and finance for nonprofit organizations and social enterprises – businesses that pursue a social mission.  In 2017, she published SOCIAL ENTERPRISE LAW: TRUST, PUBLIC BENEFIT, AND CAPITAL MARKETS (Oxford University Press) (with Professor Steven A. Dean).  Her scholarship also has appeared in Boston College Law Review, Emory Law Journal, Notre Dame Law Review, and the Stanford Social Innovation Review, among others. 

Professor Brakman Reiser is a member of the American Law Institute and was an Associate Reporter for its project on the Principles of the Law of Nonprofit Organizations.  She is also a member of the American Association of Law Schools, a member of the executive committee of its Section on Business Associations and past-Chair of the Section on Nonprofit and Philanthropy Law. She is a graduate of the University of Pennsylvania and Harvard Law School.

David G. Samuels joined Duval & Stachenfeld LLP as a partner in 2006.  He is Chair of the Firm’s Tax Exempt Organizations Practice Group and a member of the Firm’s Litigation Department and its Employment Practice Group.  Mr. Samuels has, since 2007, been named annually as one of the Best Lawyers and Super Lawyers in the New York metropolitan area in the category of Non-Profit/Charities Law.  He was named by Best Lawyers as its New York City Non-Profit/Charities Law Lawyer of the Year for 2016 and again in 2018.

Mr. Samuels has extensive experience representing numerous public charities and private foundations, including social service agencies, grant-making foundations, mental health facilities, educational organizations, and religious institutions.  His clients include New York University, Jewish Association for Services for the Aged, Atran Foundation, Amherst College, Case Western Reserve, Hebrew Academy for Special Children, Social Science Research Council, the Workmen’s Circle/Arbeter Ring, and the YWCA of the City of New York. 

Mr. Samuels is a recognized expert on a wide range of issues involving charitable organizations, including compensation, governance, fiduciary duty, self-dealing and conflict of interest, prudent investments, and endowments and restricted funds.  He teaches the course on Charitable Organizations as an adjunct professor at New York Law School.  Mr. Samuels is former chair and a member of the Nonprofit Organizations Committee of the New York City Bar Association.  He has chaired and participated in numerous continuing legal education and accounting education programs on nonprofit issues.  Mr. Samuels is the lead editor and co-author of a treatise, Nonprofit Compensation, Benefits, and Employment Law, and has written extensively on nonprofit issues with numerous articles published in the New York Law Journal and elsewhere.  He is also an experienced civil and appellate litigator and employment lawyer.

Mr. Samuels received an A.B. degree (cum laude) from Harvard College in 1974, a J.D. degree from Harvard Law School in 1978, and an LL.M. from NYU School of Law in 1985.  Mr. Samuels was Deputy Chief of the New York AG’s Charities Bureau from 1987 to 1995.  He was previously a partner at Perlman & Perlman and at Butler, Fitzgerald & Potter. Mr. Samuels is admitted to practice in the state and federal courts in New York.

Dennis is the Partner-in-Charge of Grant Thornton’s National Not-for-Profit & Higher Education Audit Practices.  Prior to joining Grant Thornton LLP in May of 2002, Dennis was previously part of Andersen LLP's Metro New York Not-For-Profit Practice.

Dennis has served a variety of not-for-profit and higher education clients.

Dennis received his B.S. degree, cum laude, in Accounting from Villanova University.  Dennis has been a frequent speaker at various not-for-profit and higher education industry forums, including the AICPA, NJCPA, NACUBO, and EACUBO, amongst many others. He has led and created numerous training sessions on a full range of not-for-profit accounting and auditing topics as well as OMB Circular A-133 (now Uniform Guidance) for firm staff as well as for the not-for-profit industry.

Dennis has represented Grant Thornton on the AICPA’s Center for Government Audit Quality and is a member of the FASB’s Not-for-Profit Advisory Committee (NAC). Dennis is a member of Grant Thornton’s National Not-for-Profit Leadership Team and part of Grant Thornton’s Professional Excellence and Technical Committees. He has also written several articles for Grant Thornton’s Not-for-Profit Industry letters as well as for the Not-for-Profit Times.  He is a Certified Public Accountant in New Jersey, New York, and Washington D.C. and a member of the American Institute of Certified Public Accountants, the New Jersey Society of Certified Public Accountants, and the New York State Society of Certified Public Accountants. 

Seth Perlman is Senior Partner at Perlman & Perlman, LLP, the country’s leading law firm serving nonprofits, fundraising professionals and social enterprises.  Mr. Perlman has litigated in several state and federal jurisdictions on issues relevant to the philanthropic community.  In addition, he has worked with the Hungarian Government on the initial formation of its not-for-profit sector and has been invited by Congress and State governments to advise on legal and regulatory issues relevant to philanthropy.

Mr. Perlman serves as General or Special Counsel for several nonprofit industry trade associations including the Association of Fundraising Professionals. He is a founding member of Charity Defense Council. Mr. Perlman advises a broad range of U.S. nonprofit boards and also holds international board positions with philanthropic organizations in Canada, France, and Germany. 

Mr. Perlman received the Outstanding Nonprofit Lawyer Award from the American Bar Association in 2009 for distinguished service by an attorney practicing nonprofit law.

Mr. Perlman is a frequent commentator and lecturer on charitable solicitations law, cause-marketing and nonprofit law. He is a regular speaker at several philanthropic-related conferences including the Practicing Law Institute, the Association of Fundraising Professionals, the American Institute of Certified Public Accountants, and the joint conference of the National Association of Attorneys General/National Association of State Charity Officials.

Mr. Perlman is the author of Fundraising Regulation, a two-volume handbook that explains the regulatory requirements and procedures for nonprofits soliciting contributions on a state-by-state basis. He has written several articles on fundraising regulations for publications including The Nonprofit Times and The Chronicle of Philanthropy, and has authored the fundraising chapter of The Nonprofit Handbook.

Mr. Perlman is a member of the Association of Fundraising Professionals, the American Bar Association’s Exempt Organizations Committee and Business Law Committee, and the New York City Bar Association. He was admitted to the New York State Bar in 1985. He received a J.D. degree from the University of Houston Bates College of Law in 1984 and a B.S. from Beloit College in 1977.

Jennifer Reynoso is General Counsel at Wellspring Philanthropic Fund, a private foundation that supports the realization of human rights and social and economic justice for all people.  Prior to joining Wellspring, she spent over 20 years as a member of Simpson Thacher & Bartlett LLP’s Exempt Organizations Practice. While at Simpson Thacher, she advised a variety of public charities and private foundations on structural and operating issues, including formation, governance, reorganizations, domestic and international grantmaking and internal investigations.  She also advised donors on charitable-giving techniques.

Jennifer is a frequent author and speaker on topics relevant to public charities and private foundations. She co-authored the paper “Evolution, Not Revolution: A Legislative History of the New York Prudent Management of Institutional Funds Act,” with Harvey P. Dale, Victoria B. Bjorklund and Jillian P. Diamant, published in the N.Y.U. Journal of Legislation and Public Policy.

Jennifer is currently the Chair of the Non-Profit Organizations Committee of the Association of the Bar of the City of New York and a member of the Exempt Organizations Committee of the American Bar Association Section of Taxation.

Jennifer joined Simpson Thacher after serving as a law clerk to the Honorable Wilfred Feinberg of the U.S. Court of Appeals for the Second Circuit. She also spent 1999–2000 as Associate Counsel for the New York Public Library. Jennifer earned her J.D. at New York University, where she graduated summa cum laude. She served as an articles editor of the New York University Law Review, was a fellow of the National Center on Philanthropy and the Law, and was named a member of the Order of the Coif. Jennifer earned her B.A. degree from the University of Michigan, where she graduated with high distinction.

Karen I. Wu is a partner at Perlman & Perlman, LLP, a nationally recognized law firm serving the philanthropic and social enterprise sector. Karen leads the firm’s Washington, DC office.  Karen advises nonprofit organizations on corporate governance, federal tax law compliance, fundraising regulation, contract negotiations, and intellectual property matters. She also counsels a broad range of for-profit businesses, including Fortune 500 and start-up companies, on emerging issues involving corporate philanthropy and cause marketing, including corporate sponsorships, commercial co-ventures, crowd-sourced fundraising, and social media campaigns. Karen is a frequent author, blogger, and speaker on legal issues affecting the philanthropic sector.  She received the Outstanding Young Lawyers Award from the New York State Bar Association in 2012, the Nonprofit Outstanding Young Lawyer Award from the American Bar Association in 2013, and the Best Lawyers Under 40 Award from the National Asian Pacific American Bar Association (NAPABA) in 2015. These awards honor young attorneys who have a distinguished record of service within the legal profession and the community.