Dana M. Reid

Dana Reid is a partner in the firm's Tax-Exempt Organizations (TEO) and Trusts & Estates groups. With 25 years' experience in the field of tax-exempt organizations, Dana assists clients with the creation of—and provides ongoing operational advice for—private foundations, public charitable organizations, and other tax-exempt organizations, as well as for charitable remainder and lead trusts. She serves as lead and secondary tax partner for tax-exempt bond financing and refinancing transactions.

Practice Highlights

• Lead and secondary partner for tax-exempt opinion letters for tax-exempt borrowers in tax-exempt bond financing and refinancing transactions
• Formation of public charitable organizations, private foundations, supporting organizations, and other tax-exempt organizations, as well as charitable remainder, and lead trusts
• Application for Recognition of Exemption (IRS Forms 1023 and 1023) and applicable state application for tax exemption
• Representation with respect to general operational and governance matters, including establishing and revising policies, bylaws, and articles of formation, as well as planned giving and gift acceptance, and issue-spotting formational and operational issues such as commerciality doctrine, excess benefit transactions, self-dealing and other excise tax issues, private benefit, private inurement, unrelated business taxable income, and state and local compliance for charitable registration and solicitation
• Negotiation of substantial endowment and naming gifts to hospital foundations, charitable organizations, and universities and/or their foundations
• Advice and implementation of plans of merger and dissolution for tax-exempt organizations
• Tax-exempt bond financing charitable organization compliance matters
• Commercial co-venture agreements, applicable state registration, and federal and state compliance matters

Representative Experience

• Review and revise bylaws and review governance matters for music festival organization, symphony orchestra, an arts education organization, and a 501(c)(7) social club, among other tax-exempt organizations
• Review and advice regarding governance matters and policies for museum
• Review operational matters, including charitable gift annuity and charitable contribution acknowledgment matters for higher education institution
• Lead tax partner assisting fast-paced, growing technology company with regard to its charitable giving, including commercial co-ventures
• Lead and secondary tax partner on tax opinion letters for borrowers in tax-exempt bond financing and refinancing transactions
• Formation of supporting organization to support a state university
• Formation of a supporting organization organized to support a 501(c)(4) social welfare organization*
• Formation of private operating foundations, including one which provides education and activities to combat childhood obesity in Washington and Arizona*
• Formation of a regional public charity spinout from another existing national public charity – review of issues such as contract assignments, public charity status/public support tests, reasonable compensation, unrelated business taxable income, and assignment of intellectual property rights
• Merger of two large Washington nonprofit community development financial institutions, including a successful private letter ruling concerning unrelated business taxable income and continuation of tax-exempt status, among other issues
• Negotiation of a major gift on behalf of private foundation with higher education institution in Colorado
• Negotiation of receipt of a major gift on behalf of college foundation in Washington*
• Negotiation of gift agreement on behalf of private foundation with the United States Geological Survey
• Preparation of corporate sponsorship agreement on behalf of educational organization
• Creation of many supporting organizations and for one, negotiation of major naming gift agreements with universities in California and Arizona both of which addressed intellectual property rights arising out of research funded by gifts*
• Review of potential joint venture for national education and research organization, including charitable purpose, unrelated business taxable income, and commerciality issues
• Counsel on scholarship issues for a large regional health care organization in California
• Review of supporting organization merger with California educational institution
• Preparation of planned giving policies for an internationally renowned art school, including gift acceptance policies, recognition policies, and donor privacy policies, as well as negotiation of several filming and licensing agreements between the school and others which involve intellectual property rights issues*
• Termination and reorganization of tax-exempt organizations*

* Denotes experience completed at a prior firm