Course | Columbia Law School

Nonprofits are an increasingly important sector of our economy and are growing in significance in countries throughout the world. Micro-enterprises are key players in grassroots economic development here and elsewhere. The goal of this clinic is to help students to become effective and ethical lawyers by providing high quality transactional representation to both kinds of organizations. This is a two-semester course (students cannot enter in the spring semester).

Our nonprofit clients include a wide range of community groups and arts organizations, both start-ups and mature organizations. Recent clients include an organization formed to improve the health of Afghan children, a Harlem community development organization, an organization formed to provide job training for the homeless, a new chamber music ensemble and a group that provides housing for the homeless mentally ill.

The work for start-up nonprofits generally involves counseling the client as to whether nonprofit status is appropriate; helping the client to choose and create an appropriate entity for the conduct of the organization's programs; developing a governance structure and drafting by-laws; applying for federal and local income tax exemptions; advising the organization on prospective corporate and tax obligations; drafting conflict of interest policies, and taking other legal steps necessary to the implementation of the organization's programs.

Recent projects for mature nonprofits include: simplifying a multi-corporation enterprise, helping an organization choose a corporate and tax structure for the conduct of business activities, helping a successful local organization create a national structure, drafting leases and contracts and advising on trademark and copyright issues Through a collaboration with a consulting group for nonprofits, interested students work with organizations on issues like board development and strategic planning.

Our small business clients have run the gamut from family day-care providers and chefs to jewelry designers, music teachers and inventors, many from low-income communities and all unable to afford market rates for legal services. Typical projects include helping entrepreneurs to choose and form appropriate business structures, enter into leases and other contracts and comply with regulatory requirements.

In some semesters, students undertake law reform projects related to our client work. They also offer seminars and workshops for nonprofits and entrepreneurs on corporate, tax and regulatory issues.

The early weeks in the clinic are designed to prepare students to see clients. Classes, out of class exercises, videotaped simulations and individual meetings with the professor are used to build students' substantive knowledge, skills, judgment and sensitivity to ethical issues. Once casework begins, simulations taper off and the actual cases become the subject of weekly supervision meetings and the "text" for some of the classes. Throughout the semester, we focus on the lawyer's role, especially the unique issues in representing groups rather than individuals, and on helping students to develop a workable personal conception of that role.

You should plan on spending at least 21 hours per week on your clinic work. You can expect to come out of the clinic with a good grounding in the corporate and tax law relevant to our clients, with a sense of how the law functions in practice, with skills in interviewing, counseling, case planning and drafting, with sensitivity to ethical issues and with some good work habits involving careful planning and the ability to reflect on your work so that you are always able to learn from your own experience.

An additional aspect of the clinic involves helping students to achieve personal goals related to becoming professionals, e.g., becoming more assertive, learning to collaborate with a partner, improving time-management, improving ability to work with people of different age, sex, race or economic status.