DPH Releases Nonprofit Conversion Guidance

The Department of Public Health this week released guidance that paves the way for RMDs, which prior to the new legislation adopted this summer had to be organized as not-for-profit corporations under Chapter 180, to convert to for-profit corporate entities. The green light from DPH is a blessing for RMDs who, by virtue of the nonprofit requirement, were forced to adopt complex corporate structures. The Guidance can be found here.

For many RMDs, the conversion will not be as simple as filling out paperwork with DPH and the Secretary of the Commonwealth.  In addition to choosing the right for-profit structure, there may be a number of unanticipated tax consequences depending on the chosen structure for conversion.  For instance, the issuance of shares upon becoming a for-profit entity can be a taxable event.  Much to consider.  It’s a good legal development, but not necessarily an easy one.

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