Overview
Nonprofit dissolutions and mergers (and other reorganizations and affiliations) have been trending upward in recent years, and that trend is not expected to fade quickly given current pressures faced by the charitable sector.
If you’re a corporate lawyer considering taking on this work for a Pennsylvania nonprofit organization, any for-profit M&A work experience you’ve had will only take you so far! Don’t miss this essential two-part advanced-beginner/intermediate-level CLE covering the unique laws that apply to nonprofit organizations that hold charitable assets. This course is also essential for lawyers serving on boards of charitable organizations considering any type of foundational change.
Join nonprofit legal experts to learn more about these transactions and how to help the nonprofits you serve as they consider strategic restructuring or “end-of-life” options. This course will cover the basics and beyond and provide clear guidance and practical tips for lawyers who play a critical role in helping Pennsylvania nonprofits plan for their futures.
Agenda
1:00 - 2:30 pm
Navigating Nonprofit Dissolutions Responsibly
Nonprofit law is such a specialized area of law that few lawyers – even corporate lawyers – are aware of the compliance steps involved in dissolving charitable organizations. A common presumption and misperception is that nonprofit dissolutions are simple, but when charitable assets are involved, there are oversight and compliance requirements not found with for-profit dissolutions. Lawyers (especially if they are fiduciaries) taking on this work should be sure to seek out proper training in order to manage it responsibly and with more ease. This primer distills the tax and legal compliance considerations involved in nonprofit dissolutions and roadmaps the dissolution process step-by-step – covering the required documents and approvals and the planning considerations you will want to explore with the organizations you serve.
2:45 – 4:15 pm
The Art of the Deal & Avoiding the Ordeal: Navigating Nonprofit Mergers & Affiliations Successfully
Join this CLE session to master the art of structuring successful nonprofit mergers—while avoiding the common pitfalls that make them so challenging. Although nonprofit boards frequently explore mergers and other affiliations, far fewer initiatives reach completion. A key reason: insufficient legal guidance during the critical exploratory and planning stages.
Without the right support, organizations risk wasting valuable time and resources, a frustrating evaluation process, and/or advancing prematurely without essential documentation, regulatory approvals, or a shared understanding of key terms. By contrast, nonprofits that approach these efforts with strong legal guidance and strategic preparation are far better positioned to achieve successful collaborations and long-term organizational strength.
In this session, experienced nonprofit advisors will examine the most common merger and affiliation models used in the nonprofit sector, outline best practices for planning and implementation, and highlight frequent missteps to avoid. Attendees will also gain insight into key legal and tax considerations that are often overlooked.
Designed to save attorneys and the organizations they serve time and unnecessary expense, this program equips legal counsel with practical tools to guide nonprofits through complex transactions — helping them avoid the ordeal while mastering the art of the deal.
Part of the Nonprofit Law Series
For lawyers who want to learn more about how to help nonprofits meet the moment: check out the rest of our CLE series covering today’s hottest issues impacting nonprofits →
CREDIT HOURS
60-Minute States
Eligible for 3 hours
50-Minute States
Eligible for 3.6 hours
Credit hours are estimated and are subject to each state’s approval and credit rounding rules.
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CONTACT US
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WEBCAST ACCESS PERIOD
Live Webcasts, including video archives and course materials, are available for 90 days following the event.
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Faculty
Lindsay Kijewski
Lindsay Kijewski is a Partner at SeaChange Capital Partners, leading SeaChange’s collaboration grantmaking program. Before joining SeaChange, she served as a Social Impact Fellow at the University of Pennsylvania Center for High Impact Philanthropy and as Assistant Director for Alumni Interest Groups at the University of Virginia Alumni Association. Lindsay is an adjunct faculty member at the University of Pennsylvania School of Social Policy and Practice, where she teaches graduate coursework in nonprofit governance and serves on the School’s Standing Committee on Building Community and Enhancing Social Good. She serves on several boards and committees, including the University of Virginia IDEA Fund (Charlottesville, VA) and the Advisory Board of the Sustained Collaboration Network (National). She holds a Master of Science in Nonprofit Leadership from the University of Pennsylvania and a Bachelor of Arts from the University of Virginia.
Martha F. Reilly, Esq.
Martha “Frannie” Reilly is an attorney at McNees Wallace & Nurick who advises nonprofits, schools, and public sector organizations throughout southeastern Pennsylvania from the firm’s Radnor office. Her practice focuses on public finance, corporate and tax matters, nonprofit governance, and environmental, social, and governance (ESG) strategies. She advises clients on a range of legal and strategic issues, including bond structuring, tax-exempt status, and municipal securities law. Her work helps mission-driven and public-serving organizations navigate financing, compliance, governance, and long-term planning with a practical, solutions-focused approach. With experience advising nonprofits, schools, and public sector entities, Frannie brings a valuable perspective to conversations about nonprofit sustainability and the development of social enterprise strategies that support both mission and financial strength. She works closely with clients to address evolving legal and operational challenges while helping them build strong foundations for future impact. Frannie is co-chair of the firm’s Public Finance and Government Services Group and chair of its Charitable and Non-Profit and ESG Groups. She is also a member of the Corporate and Tax Group.
Morgen Cheshire, Esq.
Morgen was named the 2024 Outstanding Nonprofit Lawyer of the Year by the American Bar Association and is a systemic thinker, dedicated to serving the legal needs of nonprofit organizations and revolutionizing how nonprofits access legal supports. She is the founder and managing attorney of the Cheshire Law Group, which was awarded the Pennsylvania Bar Association’s Solo and Small Firm Section Award in 2024. Cheshire Law Group was launched in July 2011 to bring legal counsel within reach for nonprofit organizations, and in her daily practice, she exclusively serves as outside general counsel for nonprofits, helping them to manage their day-to-day and strategic legal needs effectively and affordably. Morgen is also the founder and managing editor of PAnonprofitlaw.com, a digital legal library launched in 2023 that offers resources that help make sense of legal complexities and accelerate and elevate the work of Pennsylvania’s nonprofit organizations and the professionals who serve them. PAnonprofitlaw.com includes tools that range from ready-to-use templates to informative guides to an annotated version of Pennsylvania’s Nonprofit Corporation Law (a 4th edition is coming in 2026!). Morgen also currently serves on the Public Policy Committee for the Pennsylvania Association of Nonprofit Organizations (PANO) and is a member of the Pennsylvania Department of State Corporation Bureau Advisory Committee. Morgen earned her bachelor’s degree from Grinnell College, and her law degree from Temple University School of Law, cum laude, and spent her third year of law school at Columbia School of Law studying art law. She is admitted to practice law in Pennsylvania and New York.
Beth Dougherty, Esq.
Beth Dougherty is the Director of Legal Education Initiatives at Cheshire Law Group in Philadelphia. Beth has advised a wide range of nonprofit organizations on all aspects of their activities, including formation and tax-exempt status, board governance, federal and state laws and regulatory compliance, mergers, affiliations, and fundraising compliance. She has also served on the boards of grassroots nonprofit organizations and worked directly in the nonprofit sector, supporting public education initiatives through the City of Philadelphia’s Community Schools Program and child health as a Project Coordinator at Children First. An active volunteer in her community, Beth has been involved with the East Passyunk Crossing Civic Association since 2008. She is a graduate of Temple University Beasley School of Law, J.D., and New York University, B.A.
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