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Product ID: 408944EAU
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Dissolving a Nonprofit Organization

OnDemand Webinar (88 minutes)

Gain insight into common issues that may arise during dissolution and how to guide an organization through the process from start to finish.Boards of nonprofit organizations may reach a point where they recognize it is no longer feasible to continue operations. But the directors may not be familiar with the dissolution process or understand that there may be alternatives to that process that may be simpler and sometimes quicker, such as merger, depending on the dissolution processes in their state. The Board members may also not realize that, at least in some states, the organization will have to be in compliance with annual regulatory filings, satisfy all of their debts and obligations (or file for bankruptcy), and ensure that the intended beneficiaries of assets upon dissolution have similar purposes or are willing to restrict the received assets to purposes similar to the dissolving organizations and to even narrower purposes if restricted by the dissolving nonprofit's donors. The topic will describe the general dissolution process and timeline, which varies among the states, explain alternatives and provide tips on ensuring that necessary steps are taken in advance to facilitate a smooth dissolution process. This information is critical to ensure that board members comply with their fiduciary duties to further the purposes of the organization and wind down its operations in compliance with legal requirements.


Anita S. Lichtblau, Casner & Edwards, LLP


Why Dissolution?

• Mission Accomplished or No Longer Relevant or Needed

• Organization Has Become Dormant or Members or Board Have Lost Interest

• Financial Issues

• Alternative to Merger

• Means of Moving to Another State

Range of Dissolution Processes Among States

• Court Approval

• Ag Approval Only

• Neither Ag nor Court Approval Needed

• Timeline of Process

The Dissolution Plan

• Identifying the Beneficiaries; Similarity of Purpose

• Donor-Restricted Assets

• Complying With the Dissolution Clause in Organizational Documents

Regulatory Compliance

• Up to Date on All Annual Filings With State

• Completion of State Dissolution Filings

• Drafting Judicial Complaint Where Needed

• Final Form 990 After Dissolution Completed

Thorny Issues

• No Self-Help Pre-Dissolution Transfer of Assets

• Satisfying All Outstanding Debts and Liabilities

• Bankruptcy?

• If Assets' Purposes Needed to Be Modified; Cy Pres Requests