Carly Leinheiser


  • Overview


    Carly Leinheiser is a member of the Exempt Organizations Group, where she counsels both public charities and private foundations on a broad range of corporate and tax matters. She regularly advises clients with respect to corporate formation and governance, including the adoption of key governance policies and implementation of procedures to address conflicts of interest and other governance issues under state and federal law. She also advises nonprofit clients in connection with significant corporate transactions, such as mergers, asset sales, and dissolutions.

    Ms. Leinheiser frequently represents nonprofit clients in connection with applications for tax-exempt status pending before the Internal Revenue Service. She advises clients on a variety of federal tax issues, including limitations on lobbying and political campaign activity, unrelated business income tax, self-dealing and the private foundation excise tax rules, and qualifying distributions by private foundations, including program-related investments.

    Ms. Leinheiser has significant experience with state charitable solicitation laws, and regularly advises on state registration and reporting requirements, required fundraising disclosures, and compliance issues related to cause marketing campaigns and commercial co-ventures. She regularly advises on corporate philanthropy issues and represents corporate foundations, as well as for-profit social enterprises, such as benefit corporations and certified B Corporations, that seek to use business strategies to effect positive social change.

    Ms. Leinheiser has been listed as a Rising Star in New York Super Lawyers® in the area of Nonprofit Organizations since 2015 (Super Lawyers is a registered trademark of Key Professional Media, Inc.) 

  • Experience
    • Experience


      • Incorporated and successfully obtained tax-exempt status for a number of public charities and private foundations. Examples include an environmental organization formed to conserve and protect waterways and clean water supplies, an educational organization* formed to promote innovation in education and access to high quality education for all, and a disaster relief organization* that builds technology solutions to improve coordination of disaster relief efforts.

      • Represented a community-based arts organization* in connection with its application for tax-exempt status, after the organization received a detailed request for additional information from the Internal Revenue Service. Communicated with the IRS examiner regarding the agency's concerns about the application and successfully responded to the request for information, resulting in the organization obtaining recognition of its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.

      • Represented a tax-exempt supporting organization* formed to engage in community development by investing in socially responsible and sustainable businesses as a means to promote job growth and economic opportunities. Advised on the structuring of joint ventures with for-profit investors, addressing issues pertaining to unrelated business income taxes, protection of the organization’s charitable assets from exposure to liability arising from the for-profit’s activities, and preservation of the organization’s tax-exempt status and status as a supporting organization.

        * Attorney Leinheiser was counsel in these representative matters before joining Robinson + Cole.

    • Professional Associations

      Professional Associations

      New York City Bar Association
      Non-Profit Organizations Committee (2016-2019, 2011-2014)

      American Bar Association
      Taxation Section, Exempt Organizations Committee (2016 - present)
    • Honors + Awards

      Honors + Awards

      Listed as a Rising Star in New York Super Lawyers® in the area of Nonprofit Organizations since 2015 (Super Lawyers is a registered trademark of Key Professional Media, Inc.)

    • Community Involvement

      Community Involvement

      Figment Project, Inc.
      Board Chair (2016 - present)
      Director (2015 - present)
    • News

      R+C in the News

      • June 15, 2016

        Carly Leinheiser Invited to Serve on City Bar Committee

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      R+C News Releases

      • October 8, 2015

        Robinson+Cole Welcomes 10 New Lawyers

        • » more info
        • View article