Nonprofits are subject to continuing state and federal oversight of their fundraising activities, even after securing the desired status letter. Antheil Maslow & MacMinn attorneys counsel clients in the Greater Philadelphia area including Bucks County and Montgomery County on all aspects on nonprofit governance and policies, identifying the best structure for proposed nonprofit organizations and guiding clients through the steps to secure continued enjoyment of that tax-exempt status.

Our Nonprofit Practice Group provides guidance to public and private nonprofit organizations with respect to applicable Pennsylvania, federal and other state fundraising laws (as an internet site will often include solicitation), offering detailed instructions to assure that all activities are in compliance with applicable law and regulations, including:

• Governance and board structure, composition, roles, and responsibilities
• Best practices and risk management audits
• Policy manual review
• Board/staff relationships, responsibilities and delegation of authority
• Conflicts of interest
• Insurance review
• Regulatory compliance and annual reporting
• Mergers and affiliations
• Corporate practices and recordkeeping
• Corporate dissolutions

To become and remain tax-exempt organizations, an entity must be organized and operated exclusively for exempt (religious, charitable, scientific, or educational purposes).  Antheil Maslow & MacMinn attorneys assist with the formation, registration and administration of nonprofit and tax-exempt organizations. This includes filing for tax-exempt status with the IRS, individual state filings, ongoing compliance, joint ventures, distribution and termination issues.

Our Nonprofit Practice Group will identify the best structure for the proposed nonprofit, guide through the steps required to qualify for tax-exempt status, and implement the processes that will secure the continued enjoyment of that status. Federal and StateTax Exempt Status counsel may include:

• Advocacy, lobbying and political activities
• Formation and incorporation
• Obtaining and maintaining tax-exempt status
• IRS applications/determination of tax-exempt status
• Executive compensation
• Public charity support tests and qualification
• Operating foundation and supporting organization qualification and operating standards
• Disqualified person and self-dealing rules
• Unrelated business income
• Form 990/990ez annual reporting
• Multi-State Charitable Solicitation Registrations, initial and renewals, offered at a flat rate fee of $150 for each state registration.

While lawsuits against nonprofit board members are uncommon, it behooves all nonprofit directors to be informed about their legal duties and how they can minimize the risk of personal liability. Antheil Maslow & MacMinn attorneys assist the board members of tax-exempt clients in appropriate preventive action and, if necessary, provide sound legal counsel, strong representation and advocacy against claims of conflict of interest, negligent conduct and “breach” or failure to live up to legal duties.

Our Nonprofit Practice Group is devoted to providing the highest quality legal services with a focus on meeting the individual needs of our nonprofit clients. Our primary goal is to listen to you and understand your needs. Personal liability and nonprofit liability counsel and services includes:

• Compensation
• Conflict of Interest Policies and Procedures
• Corporate sponsorships
• Directors’ and officers’ (“D & O”) liability insurance
• Fraud and abuse matters
• Indemnification agreements
• Private Inurement and Sanctions

From the representation of large business clients in complex contract disputes, to the defense of small, privately-held companies against claims of wrongful discharge, to serving individuals involved in estate litigation, Antheil Maslow & MacMinn attorneys are aggressive advocates for our clients.  Our litigators practice both in the federal and state courts.  Where appropriate to our client's goals, we pursue alternative means of dispute resolution, including arbitration and mediation.

In order to improve our clients' prospects for success and to hold down the costs of litigation, we believe in forming an active partnership. Our clients have direct, frequent contact with the attorney in charge of their case, who listens to exactly what they hope to accomplish and involves them in all aspects of the litigation. Our Litigation Practice Group offers the following areas of experience:

• Bucks County Local Counsel
• Business Litigation
  • Business Divorce
  • Business Valuation Disputes
  • Buy-Sell Agreement Conflicts
  • Shareholder/Member/Partner Disputes
  • Partnership Disputes
• Collections
  • Collection of Overdue Accounts
  • Confessed Judgment
  • Mortgage Foreclosures
• Commercial
  • Commercial and Contract Disputes
  • Commercial Torts including: Trade Disparagement; Interference with Current or Potential
    Contractual Relationships; and Commercial Defamation
  • Non-Compete Agreements
  • Non-Solicitation Agreements
  • Trade Name Conflicts
  • Trade Secrets
  • Unlawful Use of Confidential Information
• Condemnation/Eminent Domain
  • Construction Contracts
  • Defective Construction
  • Mechanics’ Liens
  • Payment and Performance Bond Issues
• Employee Benefits Disputes
• Employment Litigation
  • Employment Contract Claims
  • Harassment and Discrimination Claims
  • Wrongful Discharge Claims
• Estate Litigation
  • Claims by and against Executors, Administrators, Trustees and Beneficiaries
  • Guardianships
• Insurance
  • Coverage Litigation
• Lender Liability Litigation
• Professional Liability
  • Legal, Accounting and other Professional Malpractice
• Real Estate
  • Adverse Possession, Easements and Title Issues
• Landlord-Tenant Disputes
• Seller Non-Disclosure Liability
• Broker Liability
• Tax Litigation

Your business represents a significant investment of your time and, in many instances, your personal fortune.  Beyond your financial commitment, you have also emotionally invested in the business.  All of those interests are at risk when circumstances require that you and your business partner go your separate ways. When that process cannot be resolved by agreement, Antheil Maslow & MacMinn attorneys are there to represent you.

What will be the future of the business?  How will I get my investment back?  Was my partner honest with me?  These are all questions which we have successfully helped our clients answer.
 
Turn to our Litigation Practice Group for issues of:

• Business divorce
• Business valuation disputes
• Compensation/profit distribution issues
• Shareholder/Member/Partner disputes
• Partnership disputes
• Purchase/sale litigation

Representative matters:

Disputes among business owners often involve complex issues of fact and law.  Our litigation team has represented shareholders of a 100 million dollar business entity engaged in multifaceted litigation pending in several different jurisdictions pertaining to alleged unequal distribution of profits, breaches of fiduciary duty in the usurpation of corporate opportunities and claims of ownership arising out of the application of corporate funds.  The representation requires analysis of complex issues of corporate officer and director fiduciary duties, choice of law and federal income tax implications.

Litigation pertaining to a transaction for the purchase or sale of a business or business assets involves analysis of contract, due diligence, affirmative representations and other factors.   Antheil Maslow and MacMinn represented a buyer seeking recovery for a seller’s misrepresentation of performance and submission of inaccurate financial information in due diligence.  A confidential settlement was obtained. 

Business valuation is often implicated in shareholder disputes.  The value of an ownership interest implicates complex financial analysis, assessment of voting rights and other claims which may be raised as between the owners or the entity.  The litigators at Antheil Maslow and MacMinn, with the support of the business practice group, frequently represents shareholders and businesses in valuation and dissolution matters.    

The objective of litigation is always to obtain the best possible result for the client.  Antheil Maslow & MacMinn attorneys work with our clients to define the desired result and then decide upon the budget and strategy to obtain it. 

Sometimes the desired result can be obtained without filing a lawsuit; at other times, a suit is the best or only choice. From negotiation through trial, Antheil Maslow & MacMinn attorneys tenaciously pursue our clients' objectives.

Our Commercial Litigation Group negotiates, litigates, arbitrates, and mediates a wide range of corporate, commercial and other disputes, including:

• Commercial and contract disputes
• Commercial torts including trade disparagement, interference with current or
  potential contractual relationships and commercial defamation
• Non-compete agreements
• Non-solicitation agreements
• Trade name conflicts
• Trade secrets
• Unlawful use of confidential information
• Environmental claims
• Insurance bad faith
• Lender liability
• Patent litigation