Senior Counsel

Description:

About the role:

The Senior Counsel, Philanthropy, is a senior individual contributor on the Legal, Risk and Compliance (LRC) team, exercising principal-level authority over charitable and exempt-organization sector law as applied across Tides' entities and activities. Operating with general executive direction, the Senior Counsel serves as an authoritative internal legal resource within an assigned practice portfolio spanning charitable philanthropic services including donor advised funds (DAFs), mission- and program-related investments, and the laws and regulations governing charitable exempt organizations — including charitability, partner due diligence and risk mitigation practices and policies, nonprofit tax, and election and advocacy activity for 501(c)(3) organizations.

The individual portfolio assigned is based on organizational need and will emphasize Tides Foundation's philanthropic, grantmaking and investment-related activities, with shared coverage of Tides Network and other separate entities as needed.

The Senior Counsel translates nonprofit legal and regulatory frameworks into robust, well-calibrated compliance and risk mitigation advice, practices and policies; leads legal projects and initiatives with cross-departmental scope; and provides technical direction to LRC staff and cross-functional partners through subject-matter leadership rather than supervision.

As a Senior Leader the Senior Counsel, Philanthropy is responsible for modeling and demonstrating Tides' core competencies of Leading Self, Leading People and Leading Results.

What you will do:

Senior Legal Counsel

• Serves as an authoritative internal resource on the laws and regulations governing charitable exempt organizations within the assigned portfolio, including grantmaking practices, partner due diligence, tax-exempt and charitable compliance, and compliant investment portfolios and programs.
• Advises executive leadership and Tides staff on complex legal grantmaking (including grants from DAFs, international grantmaking, and grants to non-501(c)(3) entities) and investment questions, recommending solutions and risk mitigations and determining appropriate escalation.
• Leads legal vetting of new and existing service offerings and programs for Tides Foundation, including Tides-led initiatives, DAFs, and other philanthropic giving and investment vehicles, identifying, investigating, and resolving legal issues while supporting Tides' mission.
• Reviews and negotiates day to day contracts, primarily those entered by Tides Foundation, complex contracts, grant agreements, and investment and fund offerings and terms & conditions; leads development and revision of Tides' legal documents, template libraries, and legal and operational policies.
• Responds to subpoenas, legal inquiries and investigations, directing work with outside counsel as needed; tracks and reports on ongoing matters and prepares privileged memoranda on significant issues.

Philanthropic Activity and Fiscal Sponsor Advising

• Provides authoritative counsel on the appropriateness of political activities for 501(c)(3) entities, including as relates to grantmaking, investments, election-related work and partisan activity, and associated communications and messaging.
• Forms organizational guidance on relevant state and federal regulation, donor disclosure, and advisory committee roles and responsibilities.
• Advises on the permissible scope of joint 501(c)(3) / 501(c)(4) activity, including agreements, grant proposals from (c)(4) entities, and grants from Tides to (c)(4) entities.
• Supports and provides guidance on Model A and Model C fiscal sponsorship requirements.
• Supports compliant messaging of election and advocacy activity in partnership with marketing and communications.

Risk Management and Compliance

• Translates legal and regulatory frameworks into practical compliance tools, policies, and procedures; provides technical direction to LRC compliance staff in developing and operating the compliance program.
• Issue spots, investigates, and evaluates the legal implications of compliance matters and directs recommended operational changes or alternative policies and procedures.
• Advises on legal due diligence and policy compliance for mission-related and program-related investments in collaboration with the investments team.
• As needed, advises on legal matters relating to Tides entities that own, lease, and sub-lease property, including property tax exemptions, tax-exempt bonds and covenants, and tenant leases.

Functional Leadership and Enablement

• Leads legal projects and initiatives with cross-departmental scope, including the design and delivery of staff training on relevant legal topics.
• Monitors legislative, regulatory, and enforcement developments affecting the charitable sector; translates developments into strategic advice protecting Tides' charitable mission, partners, and staff.
• Mentors and shares advanced technical knowledge with LRC team members; supports legal team education and management of resources.
• Maintains individual continuing education to ensure Tides remains compliant with evolving laws.

What you will bring:

• Leads by example and stewards commitment to Tides' mission, impact goals, and JEDI principles.
• Principal-level expertise in charitable and exempt-organization sector law, including 501(c)(3) charitability, nonprofit tax including expenditure responsibility rules, fiscal sponsorship structures, and election and advocacy regulation.
• Experience advising charitable organizations including public foundations, both in-house and in private practice.
• Holds self and others accountable for high-quality, timely, and effective results.
• Adapts easily to working with a variety of stakeholders and to the varying needs of the organization, while maintaining a strong voice for legal compliance.
• Sound, well-calibrated risk judgment — able to distinguish material risk from theoretical risk and advise accordingly.
• Exercises excellent judgment in handling confidential information and other potentially sensitive matters.
• Strong written and verbal communication skills, with ability to counsel executives and make legal concepts accessible to non-lawyers across fields of expertise.

Ideal Experience:

• Juris Doctor and California law license or registered in-house counsel required.
• 8 years of direct experience in charitable sector law (nonprofit tax, fiscal sponsorship, exempt organization compliance, and/or election and advocacy law).
• Experience and knowledge of mission-related and program-related investment programs, including application regulations. Experience with registered investment advisor services a plus.
• Experience advising nonprofit organizations on compliance program structure and policy is essential.
• Experience with fiscal sponsorship, intermediary, or multi-entity nonprofit structures strongly preferred.