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Molly S. Unterseher represents tax-exempt nonprofit organizations in organizational, compliance, and operational matters. She works with corporate, independent, and family private foundations; public charities; donor-advised funds; philanthropic high-net-worth individuals; and charitable affiliates of for-profit companies. Molly assists clients with establishing charitable organizations, maintaining tax-exempt status, and complying with governance and tax requirements.

Molly serves as general counsel to many clients, providing advice on governance structures, board composition, federal and state tax filings, domestic and foreign grant making, charitable activities and investments, and philanthropic giving vehicles. She guides organizations through strategic implementation and expansion of charitable activities, programming, and operations, including nonprofit mergers and acquisitions, affiliations with nonprofit and for-profit entities, formation of taxable subsidiaries, and family dynamics in board governance and succession planning.

Molly focuses on helping clients navigate restrictions applicable to private foundations, including analysis of potential self-dealing transactions, conflicts of interest, termination taxes, excess business holdings, and program-related investments. She also works with nonprofit and for-profit sports teams and organizations in affiliations and re-organizations, as well as with professional and amateur athletes establishing charitable entities or scholarship programs.

업무 분야]

주요 경력

  • Served as general counsel for a $400 million family foundation resulting from the division of a $800 million family foundation, including negotiating grant restriction agreement and distribution of assets with Minnesota Attorney General, forming and implementing governance structure for new entity, and building grantmaking program.°
  • Served as general counsel for a social services organization providing services to children and families, including interfacing with child care providers and social service and government agencies and advising on investment and management of $100 million endowment.°
  • Served as general counsel for a family foundation resulting from the split of a $300 million family foundation, including negotiating a charitable asset distribution agreement, designing succession planning for the next generation, analyzing reasonable compensation and administrative expenses, and fulfilling ongoing reporting obligations.°
  • Served as general counsel for public charity supporting innovative infrastructure systems that reconnect ecosystems disrupted by roadways, including negotiating transfer of wildlife crossing campaign assets from charitable partner.°
  • Drafted and negotiated $65 million gift for Los Angeles museum, including naming rights and construction milestones.°
  • Assisted in spin off of for-profit assets into new charitable entity, including preparation of Asset Purchase Agreement and structuring new entity to qualify for Section 501(c)(3) tax-exempt status.°
  • Advised on California private operating foundation substantial sale of artworks, including obtaining approval of California Attorney General for sale of charitable assets.°
  • Obtained Section 501(c)(3) tax-exempt status for research institute and formed related for-profit medical clinic to treat female athletes, including advising on permissible relationship and overlap between entities.°
  • Advised general counsel for a $1.5 billion grantmaking family foundation, including providing advice regarding grantees, internal governance, audit and investment committee activities, for-profit subsidiaries, acts of self-dealing, excess business holdings, and succession planning.°
  • Served as general counsel for multibillion-dollar private foundation funded by residuary estate, including negotiating estate distribution agreement with multiple beneficiaries and navigating ownership and display of gifted art collection.°
  • Represented spouse in divorce negotiation proceedings regarding division of the family foundation, including notice and correspondence with California Attorney General and establishment of a new governance structure.°
  • Petitioned the Superior Court of the State of California and obtained an order to modify the distributive provisions of a trust fund.°
  • Coordinated California estate administration for a trust, including negotiating distributions to charitable beneficiaries.°
  • Advised on the $30 million sale of a substantial portion of a public charity’s assets, including collaborating with the California Attorney General to obtain approval of the transaction.°
  • Prepared application for tax-exempt status for a donor-advised fund formed by a software company, including addressing charitable solicitation and registration issues for an online giving platform.°
  • Obtained tax-exempt status for a faculty-based clinical health care provider formed for the benefit of a large university medical school and related health system, and for a medical practice formed as a professional corporation to be governed and operated consistently with “Corporate Practice of Medicine” laws.°
  • Formed a policy and innovation center in partnership with a California community foundation and a nonprofit public policy organization, including planning for related Section 501(c)(4) and for-profit subsidiaries.°
  • Coordinated charitable donations and efforts between a public charity and family office to distribute $5 million of COVID-19 testing and medical supplies to Fiji.°
  • Assisted with all operational and grant activities for a global sports private operating foundation, including documentary film production through various subsidiaries.°
  • Served as general counsel for a large tax-exempt supporting organization of an international charity, including drafting equivalency determination legal opinions regarding the public charity status of foreign grantees; performing due diligence on proposed investments in domestic and foreign corporations, partnerships, and private equity funds; and forming related charitable and for-profit entities.°
  • Served as general counsel for a subsidiary public benefit corporation of a large grantmaking foundation, including drafting a program-related investment legal opinion and a reasonable compensation legal opinion; preparing charitable contribution agreements, intellectual property license agreements, and management services agreements; coordinating and documenting the transfer of assets such as employees and intellectual property; and reviewing government child welfare services contracts.°
  • Served as general counsel to a national donor-advised fund, including vetting gifts of illiquid assets, performing due diligence and review of formation documents and partnership agreements, researching onshore and offshore blocker corporation options, and drafting Illiquid Asset Donation Agreements.°
  • Participated in an Internal Revenue Service audit of a large tax-exempt supporting organization and corresponded and negotiated with the Internal Revenue Service regarding excess benefit transactions between the organization and a disqualified person reported on Form 4720.°
  • Petitioned the Pennsylvania Attorney General regarding the termination of a charitable trust and distribution of assets to named beneficiaries, including obtaining approval to alter the provisions of the trust agreement pursuant to the cy pres doctrine.°

°The above representations were handled by Ms. Unterseher prior to her joining Greenberg Traurig, LLP.

  • Tax Associate, PricewaterhouseCoopers LLP, 2011-2013
  • Adjunct Professor, Villanova University, Charles Widger School of Law, Graduate Tax Program, 2025

수상 및 주요 활동

  • Listed, The Legal 500 United States, Tax: Not-for-profit, 2023
  • Listed, Super Lawyers magazine, New York Metro Super Lawyers, “Rising Stars,” 2017-2022
  • Member, American Bar Association, 2011-Present
    • Member, Exempt Organizations Committee, 2011-Present
  • Member, Pennsylvania Bar Association, 2011-2017
    • Member, Charitable Organizations Committee, 2011-2017
  • Member, Allegheny County Bar Association, 2014-2015
    • Founding Member, Exempt Organizations Committee, 2014
      • Chair, 2014-2015
  • Member, American Health Lawyers Association, 2014-Present
  • Pro Bono Attorney, Female Athlete Conference, 2022-Present
  • Pro Bono Attorney, Women’s Sports, Health & Performance Institute, 2024-Present

학력 및 자격사항

학력
  • J.D., Georgetown University Law Center
  • B.A., Georgetown University
자격
  • Pennsylvania
  • New York

Related Capabilities

Tax-Exempt Organizations & Philanthropy Tax Charitable Planning & Foundations Private Wealth Services Family Office Services