Foundations & Nonprofits

Overview

The foundation and nonprofit industry is one of the most diverse in the United States. Stoll Keenon Ogden recognizes the vital importance foundations and nonprofits have within our communities, and we provide a variety of services to help these entities carry out their missions.

Foundations, 501 (c) (3) organizations, professional associations, hospitals, trade organizations, advocacy groups and schools are among the set of organizations to which SKO offers legal services.

We offer counsel on matters that include:

organization of nonprofit entities
tax-exempt status and laws
IRS audits
labor, employment and employee benefits
business transactions
nonprofit corporate governance
board of directors and fiduciary matters
form 990 preparation
form 1023 preparation
legislative policies
charitable giving
budgets and fiscal forecasting
regulatory compliance
record retention policies

Some of the foundations and nonprofit clients SKO serves are:

Girl Scouts of Kentuckiana
Louisville Public Media
YouthBuild Louisville
Harbor House of Louisville, Inc.
St. Matthews Area Ministries
St. Joseph Children’s Home
Louisville Bar Association
One Southern Indiana
Prodigal Ministries
Restorative Justice Louisville
Interfaith Paths to Peace

Work Highlights

Trademark Registration

SKO prepares, files and prosecutes trademark applications for clients in a variety of industries including distilled spirits, manufacturing, healthcare, equine, restaurants, and nonprofit organizations.

Rights of Nonprofit Members to Inspect Corporate Records

SKO represented certain members of a Kentucky nonprofit equine corporation in litigation against the nonprofit. When “significant deficiencies” were identified in the nonprofit’s $2 million annual budget, the organization refused to produce accounting records to the members who requested them. SKO obtained a summary judgment on behalf of its clients and defeated nonprofit’s motion for a stay of the judgment pending appeal. SKO also established that the nonprofit destroyed records, computer hard drives and backup servers during the pendency of the litigation. The Fayette Circuit Court held the nonprofit in contempt and ordered it to pay SKO’s fees. The nonprofit sought relief in the Kentucky Court of Appeals. Following the conclusion of the briefing by both parties, the nonprofit agreed to dismiss its appeals and to comply with the judgments entered in the Fayette Circuit Court action. This was a case of first impression in Kentucky. The Court held that, under Kentucky law, all Kentucky nonprofit corporations must allow their members to inspect and copy all of the corporation’s books and records.

Defense of Nonprofit as Beneficiary

Represented a charitable organization in defending a will contest in a multimillion dollar estate where the charitable organization was the primary beneficiary. After aggressively defending the action, SKO obtained a favorable settlement that involved dozens of contesting family members.

Related Practices: Trust & Estate Litigation, Business Litigation

Sexual Orientation Discrimination Claim

SKO represented a nonprofit in a suit brought by two women who claimed that they were victims of discrimination on the basis of sexual orientation. The individuals sued under Title VII of the Civil Rights Act of 1964 and the Kentucky Civil Rights Act. The nonprofit moved to dismiss the case for failure to state a claim upon which relief could be granted. The gravamen of the motion to dismiss was that the plaintiffs could not state a claim for religious discrimination without at least contending that their own religious views or practices were adversely effected in some way. The motion was vigorously opposed by plaintiffs and their advocates. The United States District Court granted the nonprofit’s motion to dismiss in a published opinion that adopted SKO’s argument. A panel of the United States Court of Appeals for the Sixth Circuit unanimously affirmed the dismissal on the same rationale in another published opinion. Petitions for en banc review by the full Sixth Circuit and for writ of certiorari in the United States Supreme Court were later denied.

Related Practices: Labor, Employment & Employee Benefits

Constitutional Law

Latter-Day Saints v. Lexington-Fayette Urban County Government, Civil Action No. 98-CI-1888 19 (Fayette Circuit Court). Obtained ruling that Board of Adjustment violated Equal Protection, Free Exercise and Due Process rights of church and violated 42 U.S.C. 1983 by denying conditional use permit; case settled.

Related Practices: Business Litigation, Business Torts

Industry Involvement

The Partnership for a Compassionate Louisville

Louisville Society for Human Resources Management

Leadership Louisville

News

May 2015

Are Your “Volunteers” Actually “Employees” Under Title VII?

Jan. 2015

Kentucky Supreme Court’s Landmark Decision Gives SKO a Rare Double Win in Religious Organization’s Trustee Dispute

Publications

June 2015

Kentucky Enacts the Unincorporated Nonprofit Association Act