Social Enterprise and Nonprofit Law Clinic Research Guide
This research guide is designed to serve as a starting point for staff members of the Social Enterprise & Nonprofit Law Clinic. It includes information about researching transactional resources, SEC filings, and nonprofits tax resources.
Business Organization Forms and Model Documents
General Transactional Forms
- American Jurisprudence Legal Forms 2d
- Fletcher Corporation Forms Annotated
- Nichols Cyclopedia of Legal Forms Annotated
- West's Legal Forms
- Bloomberg Law provides several helpful resources containing model documents, useful language and clauses, and drafting guides. All of these resources are available under the Transactional Law tab on Bloomberg Law:
- Drafting Guides and Overviews: easy-to-read overviews of key drafting documents, agreements, and clauses, and transaction checklists and timelines.
- Dealmaker Documents: database containing 300,000 legal documents used by "top practitioners" in real transactions. "Non profit organizations" is one of the industries available under "Search by Law Firm, Party, Industry, and More."
- Dealmaker Clauses: database permitting searching of clauses by title or phrase contained in the Dealmaker Documents database.
- Practical Law Company (PLC)
- Resources for lawyers and students in transactional law practice, including corporate and securities law, and finance. Materials include overviews of transactional practice areas, model documents, checklists, timelines and flowcharts, and news on legal and market developments. Access for students is free with registration.
- Sample Agreements on WestlawNext:
- Provides access to over a million executed business agreements with language, clauses, and provisions drafted by "leading law firms and in-house counsel."
- PLI Discover Plus
- Practicing Law Institute provides access to treatises, forms, and CLE presentation transcripts. Practice-oriented materials on real estate law, securities law, intellectual property, etc.
Treatises on Corporate Law / Transactional Practice
- William H. Clark, Jr., et al., Benefit Corporations, 92 BNA Bloomberg Corporate Practice Series
- James A. Fanto, Directors' and Officers' Liability (2d ed.)
- Arthur Norman Field & Jeffrey M. Smith, Legal Opinions in Business Transactions (2d ed.)
- WestlawNext has a directory of Corporations Texts & Treatises
- See the Georgetown Law Library's Corporate Law Research Guide for more.
There are several databases at Georgetown Law that provide access to SEC filings:
- EDGAR: The SEC's free database
- LiveEDGAR ("Westlaw Business"): Has SEC filings back to 1996 and SEC no-action letters. It also has SEC filings from foreign companies, international prospectuses, and the SEDAR (Canada's EDGAR system).
- Bloomberg Law has EDGAR under "Transactional Law" --> EDGAR
- Lexis Advance has EDGAR under "Browse Sources" --> Type "edgar" in the "search sources" box on the left side of the page
District of Columbia Materials
- Title 29 of the DC Code governs corporations, LLCs, and other business organizations
- DC Benefit Corporations are governed by DC Code §29-1301.01 et seq.
- DC Business Regulation Website (DC Government)
- DC Business Tax Website (DC Office of Tax and Revenue)
- DC Corporate Name Search
- Quick Reference Guide to District of Columbia Directors and Officers Indemnification & Insurance Laws
- The District of Columbia Practice Manual, KFD1280 .D57 (annual) (District of Columbia Bar)
- Law for Change's overview of DC employment and business organizations law (last updated July 2011)
- Georgetown Law Library Research Guides
- Title 8 of the Delaware Code governs corporations
- Delaware Division of Corporations
- Quick Reference Guide to Delaware Directors and Officers Indemnification & Insurance Laws
- Bloomberg Law guide to Delaware Legal Resources
- A. Gilchrist Sparks, III & Frederick H. Alexander, The Delaware Corporation: Legal Aspects of Organization and Operation, 1-4th (BNA Bloomberg Corporate Practice Series Portfolio)
- Describes the basic legal aspects of organizing and operating a Delaware corporation. It is designed to lead the practitioner step-by-step through the process of incorporating and organizing a Delaware corporation. Also provides worksheets and sample documents.
- Georgetown Law Library's Delaware Resources Research Guide
- The New York Business Corporation Law (Ch. 4 of the Consolidated Laws) governs corporations
- New York Department of State
- Quick Reference Guide to New York Directors and Officers Indemnification & Insurance Laws
- John R. Alexander, The New York Corporation: Legal Aspects of Organization and Operation, 2-3rd (BNA Bloomberg Corporate Practice Series Portfolio)
- Describes the basic legal aspects of organizing and operating a New York corporation. It is designed to lead the practitioner step-by-step through the process of incorporating and organizing a New York corporation. Also provides worksheets and sample documents.
- Georgetown Law Library Research Guides:
Nonprofits Law & Nonprofits Taxation Resources
- Marilyn E. Phelan, Representing Nonprofit Organizations
- Marilyn E. Phelan, Nonprofit Organizations: Law & Taxation
- 990 Deskbook. 990 Deskbook
- Michael Saltzman, IRS Practice & Procedure
Bloomberg BNA Tax Management Portfolios
Tax Management Portfolios provide detailed and thorough analysis of complex tax issues and includes working papers of sample language and applicable forms and bibliographies to additional resources. Some relevant portfolios in the Estates, Gifts, and Trusts portfolios include:
- 450: Tax-Exempt Organizations: Organizational Requirements
- 451: Tax-Exempt Organizations: Operational Requirements
- 452: Tax-Exempt Organizations: Operational Requirements
- 462: Unrelated Business Income Tax
- 478: Joint Ventures Involving Tax-Exempt Organizations
- 488: Fiduciary Duties of Nonprofit Directors and Officers
Specialized Tax Databases
IRS Publications, Guides, and Forms
The Internal Revenue Service provides many useful resources for nonprofits on their website:
- Publication 4220: Applying for 501(c)(3) Tax-Exempt Status
- Publication 4221-PC: Compliance Guide for 501(c)(3) Public Charities
- Publication 4630: The Exempt Organizations Product & Services Catalog
- Publication 557: Tax-Exempt Status for Your Organization (detailed instructions)
- Form 1023: Application for Recognition of Exemption Under Section 501(c)(3) of the Internal Revenue Code
- Inst 1023: Instructions for Form 1023
- Online Application for an Employer Identification Number (EIN)
Current Awareness / Journals
- Harvard Business Review
- Stanford Social Innovation Review
- Nonprofit Quarterly
- Chronicle of Philanthropy
- Bloomberg Law has a topic for "Charity, Philanthropy News" under "Legal Analysis & News" -> "News by Topic". "Charity" is a subtopic under the "General News" category in the topic box.
- Guidestar.org has information and data regarding charities and other nonprofit organizations. Requires creating a free account in order to obtain detailed information.
Trademark & Copyright Resources
- The United States Patent & Trademark Office (USPTO)
- Steven Bazerman & Jason Drangel, Guide to Registering Trademarks
- Georgetown Law Library Research Guides:
Sustainable Economies Law Center eResources
CALI tutorials are available for free to Georgetown Law students after registering with a free password. For information about how to obtain the password and register, please see this page on the Library's website (NetID/password required to view).
Related Georgetown Law Library Research Guides
Updated 9/14 (JZ)
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