Scope of Work (SOW): Structuring For-Profit & Non-Profit Entities for Mega Real Estate Project Project Title: Corporate Structuring for Project – Dual Entity Formation (For-Profit + Non-Profit) Project Background: The Project is a visionary megastructure designed to attract global tourism and investment while promoting cultural and community development. To achieve this, the Client seeks to raise funds through two channels: • Equity investments via a for-profit entity. • Philanthropic grants and donations via a nonprofit entity. ________________________________________Objective: To engage a qualified consultant or firm to: • Legally structure and establish a U.S.-based for-profit company. • Legally structure and establish a U.S.-based 501(c)(3) nonprofit organization. • Design an operational and legal framework that enables seamless but compliant collaboration between the two entities. • Ensure global fundraising compliance for both for-profit equity capital and nonprofit donations. ________________________________________Scope of Services: 1. Entity Formation & Structuring o Advise on the best U.S. state of incorporation for the for-profit and nonprofit entities. o File formation documents for both entities (C-Corp or LLC + 501(c)(3) Nonprofit). o Obtain EINs, state registrations, and tax-exempt status (IRS Form 1023 or 1023-EZ). o Assist with drafting bylaws, articles of incorporation, and operating agreements. 2. Governance & Compliance o Set up corporate governance structures for both entities. o Draft board resolutions, conflict of interest policies, and corporate policies. o Create inter-entity agreements defining relationships, shared resources, or grants. 3. Fundraising Legal Strategy o Advise on Regulation D, Regulation S, or other private placement exemptions. o Provide guidance on offering documents for equity capital raises. o Ensure nonprofit fundraising strategy complies with U.S. charitable solicitation laws. 4. Banking & Financial Structure o Assist with opening separate U.S. bank accounts for each entity. o Develop financial governance structures (treasurer roles, reporting systems). o Advise on international funds movement (e.g., for Nigeria and Dubai subsidiaries). 5. Global Operations Readiness o Provide recommendations for establishing foreign branches or subsidiaries in Nigeria and Dubai. o Ensure appropriate tax treatment and international compliance. 6. Grant & Foundation Readiness o Ensure nonprofit is structured to receive international grants. o Assist with grant eligibility strategy, donor development, and compliance with funder requirements. ________________________________________Timeline: Phase 1: Discovery & Planning – 1–2 weeks Phase 2: Entity Formation & Compliance Setup – 3–4 weeks Phase 3: Documentation & Fundraising Strategy Setup – 2–3 weeks Phase 4: Ongoing Consulting (Optional Retainer) – As needed ________________________________________Deliverables: • Fully registered U.S. for-profit company and nonprofit 501(c)(3). • Complete set of governance and operational documents. • Inter-entity agreement and compliance framework. • Legal roadmap for equity fundraising and grant acquisition. • Written fundraising compliance memo (U.S. and international). • Recommendations for additional professionals (CPAs, securities attorneys, grant writers) if needed. ________________________________________Ideal Consultant Profile: • U.S.-licensed attorney or business consultant with experience in: o Nonprofit formation (501(c)(3)) o International fundraising compliance o Dual-entity or hybrid social enterprise structures o Real estate development projects or global fundraising campaigns • Strong knowledge of U.S. securities laws and philanthropic grant systems • Experience with international project structuring (Africa/Middle East preferred) ________________________________________Submission Instructions: Please provide: • A detailed proposal including approach, deliverables, and timeline. • Professional bio/resume or company profile. • References or similar projects. • Fee structure and retainer options.
Keyword: Business Consultant
Price: $125.0
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