Nonprofit Corporations Form and Sample Documents

This website contains a collection of forms and precedent legal documents relating to nonprofit organizations. Several notes about the materials:

• The documents relate to a variety of matters, including corporate governance; programs; earned income activities; and fiscal sponsorship, fundraising, and other relationships unique to nonprofits.
• The materials include governance documents, program documents, contracts, practical tools such as checklists and calendars, and several examples of advice communications.
• The governance materials include bylaws, board committee charters, conflicts and other policies, and documents for use in board orientation and agenda planning.
• The earned income materials include a variety of program delivery, service, consulting, licensing, facility rental, and other contracts.
• The nonprofit relationship materials include affiliation, fiscal sponsorship, resource sharing, commercial co-venture, corporate sponsorship, commercial fundraiser, coalition, collaboration, chapter, merger, and asset transfer agreements.
• The programmatic materials relate to food and agriculture, visual and performing arts (especially dance), artist support, small business incubation, and other areas.
• The contracts include “everyday” documents such as independent contractor and subcontractor agreements, volunteer agreements, liability waivers, and website and trademark license terms.
• All of the documents are either forms or redacted versions of actual work-products.
• What’s not here : documents relating to planned giving, donor-advised funds, supporting organizations, lobbying and political activity, international activity, program-related investments, private foundations and other tax-heavy, highly-technical subject matters, and documents relating to labor, employment, or benefit matters. Those areas are out of scope for the clinic.

The website also contains brief discussions of our approach to the design and execution of legal documents and client communications.

Who this is for

Our target audiences for the site are lawyers and law clinics who work with nonprofits, whether on a for-pay or pro bono basis; lawyers who otherwise are looking for precedents; legal educators; and individuals who are interested in legal document design.

Who created these materials

Students and instructors in the Organizations and Transactions Clinic, part of the Mills Legal Clinic at Stanford Law School, prepared all of the documents and commentary on the site.

Why we put this together

We created this site for two reasons.

First, model legal documents for nonprofits are often hard to find. Several organizations, such as Public Counsel, make available excellent corporate governance models, and it’s possible to find fiscal sponsorship and other documents through internet searches. But it can be difficult to find examples of other documents, especially materials relating to charitable programs and other activities specific to nonprofits. We wanted to start addressing that gap in the resource base.

Second, we try to recognize that people actually have to read and use these things. We think it’s instructive to view legal work-products as products, and to try to learn from the design community in how we approach, design, and execute legal documents. We thought this site was a way to share that point of view in a practical and concrete manner.

What this isn’t

As set out in the Terms of Use, we are not giving legal or tax advice, offering self-help guidance, or providing substantive legal information on this site. Site users should also understand that we practice in California and created the documents for use by California nonprofits who are our clients. We do not guarantee that they reflect current law or are otherwise complete, much less that they are appropriate for use in any specific situation.

Users should also understand that review and use of these models does not create an attorney-client relationship between you and the Clinic or any of its lawyers or students. We encourage nonprofits and other non-lawyers to consult with counsel before using any of the materials found on the site.

We welcome feedback about the site, but please understand that we don’t have capacity to field questions about any of the documents. We also won’t be providing Word versions of any documents in line with capacity limitations and with the principle that these materials are samples and sources of ideas for lawyers, not ready-to-use forms.

NO LEGAL ADVICE OR ATTORNEY-CLIENT RELATIONSHIP

We are not giving legal or tax advice on this site. We are making sample materials available for public service and educational purposes on the basis set out on the site including its Terms of Use. The site is targeted to lawyers and legal educators. Your review or use of a document made available on the site does not create an attorney-client relationship with the Clinic or any of its lawyers or students. You should not use any such materials without first seeking the advice of a lawyer.