Cynthia (Cindy) M. Lewin

Lewin Cynthia

Cindy Lewin is co-chair of Venable's Nonprofit Organizations practice. Cindy brings extensive experience using risk assessment and analysis, negotiation skills, and practical problem-solving to move mission-driven nonprofit organizations toward their goals. Prior to joining Venable, Cindy served as executive vice president and general counsel for AARP, where she led the organization's legal, ethics and compliance, and enterprise risk management teams.   

During her tenure with AARP, she represented the organization in connection with a number of congressional investigations, streamlined governance functions, introduced a new code of conduct, provided creative legal solutions for new initiatives, and managed a variety of litigation matters, including class actions. 

Cindy also served as senior vice president and general counsel of the National Wildlife Federation, where she led the legal, information technology, human resources, and office services teams, and served as secretary. Prior to that, she was the executive vice president and general counsel of Volunteers of America, one of the country's 20 largest charities. 

At all three nonprofit organizations, Cindy handled acquisitions and other corporate restructurings, corporate sponsorships, cause-related marketing, licensing, fundraising, joint ventures, and a variety of revenue-generating ideas.

Before her in-house work, Cindy was in private practice. As a partner at a boutique nonprofit law firm in Washington, DC, she represented numerous nonprofit organizations, including charities, advocacy organizations, labor unions, and trade associations in matters involving tax, contract negotiation and review, fundraising, and other issues.



Representative Matters

  • Handled numerous mergers, consolidations, and collaborations of multiple organizations, including combining a 501(c)(3) organization into a 501(c)(6) organization, and helping clients navigate the emotional and cultural aspects of combining organizations
  • Advised a large national nonprofit regarding splitting into two entities and restructuring operations, finances, and governance accordingly, including counsel regarding control of the well-known brand name
  • Designed a detailed plan for a nonprofit to relinquish its tax exemption and to organize its structure and operations accordingly in order to minimize the payment of taxes while utilizing the increased flexibility of for-profit status
  • Advised a large organization focused on a particular disease on a range of issues, including background checks for volunteers, the use of social media influencers, receiving donations of intellectual property, and engaging in corporate sponsorships and charitable promotions with corporations
  • Advised a national charity on a conflict of interest affecting its CEO, and appropriate disciplinary measures.  Handled numerous code of conduct violations of members, directors, officers, and meeting attendees
  • Advised a complex trade association with 22 subsidiaries on streamlining its organizational structures while establishing firmer control over remaining subsidiaries; updated governance structures and provided revised articles and bylaws for numerous organizations




  • J.D. Yale Law School 1984
  • B.A. Wellesley College 1978

Bar Admissions

  • District of Columbia
  • Colorado

Professional Memberships and Activities

  • Former chair, Exempt Organizations Committee, Taxation Section, District of Columbia Bar
  • Former chair, Nonprofit Organizations Committee, Association of Corporate Counsel
  • Former member, Ethics and Accountability Advisory Group for Independent Sector, which revised Principles for Good Governance and Ethical Practice for charities nationwide (the current version was released in 2015)
  • Former chair, National Adjudicatory Council for the Financial Industry Regulatory Authority (FINRA)
  • Malcolm Baldrige Executive Fellow, National Institute of Standards and Technology, 2017 – 2018
  • Member, American Bar Association Exempt Organizations Committee


  • Association of Corporate Counsel – National Capital Region, Career Achievement Award, 2018
  • Association of Corporate Counsel – National Capital Region and Legal Bisnow, DC’s Top Corporate Counsel
  • Legal 500
    • Leading Lawyer, 2019 – 2020
    • Tax – Not-for-Profit (nonprofit and tax-exempt organizations), 2018 – 2020
  • Legal Times, Washington’s Most Influential In-House Counsels
  • First Chair, Top General Counsel, 2017



  • Vice chair, board of directors, Friends of the National Zoo
  • Former chair, CEO search committee and governance committee, board of directors, National Human Services Assembly (nonprofit)