Janice M. Ryan

Partner
Ryan Janice

As co-chair of Venable’s Nonprofit Organizations Group, Janice Ryan advises charities, advocacy organizations, associations, political organizations, family offices, and high-net-worth individuals on legal issues that arise when pursuing charitable, civic, and public-policy objectives. Janice provides sophisticated and practical advice at the intersection of nonprofit tax law, nonprofit corporate law, political law, and philanthropy. She helps structure charitable and non-charitable vehicles, evaluate complex funding arrangements, and navigate the legal distinctions among charitable, lobbying, and political activities. Her experience advising donors, tax-exempt organizations, and businesses allows her to provide a holistic perspective on achieving impact while managing legal and regulatory risk.

Janice serves both as outside general counsel to smaller and growing organizations and as subject-matter counsel to larger organizations and in-house legal teams. Known for her collaborative and approachable style, she helps clients assess risk, build effective compliance systems, respond to audits and enforcement matters, and find legally sound paths forward so they can advance their missions and achieve their objectives with confidence.

Janice’s specific areas of focus include:

  • Tax-exempt Organizations
    • Formation and ongoing representation of 501(c)(3), 501(c)(4), 501(c)(6), and 527 organizations
    • Corporate governance
    • Conflicts of interest
    • IRS restrictions on lobbying and political activities
    • IRS audits and tax controversy
    • Unrelated business income tax (UBIT)
    • Form 990 reporting
    • Private benefit and private inurement
    • Executive compensation
    • Charitable deductions
    • State and local tax-exemption and reporting
    • Affiliate and subsidiary relationships
      • Related 501(c)(3) and 501(c)(4) organizations
      • For-profit and not-for-profit subsidiaries
      • National and state/local chapters
    • Mergers and acquisitions, asset transfers, dissolutions
    • Fundraising regulation
    • Volunteers
  • Political Law
    • Lobbying disclosure (federal, state, local)
      • Registration and reporting
      • Audits and enforcement
      • Compliance systems
    • Campaign finance (federal, state, local)
      • PACs and super PACs
      • Candidates and campaigns
      • Ballot committees
      • Political contributions
      • Audits and enforcement
    • Political advertising
    • Government ethics and gift rules (federal, state, local)
    • Pay-to-play regulation
    • State voter file and voter registration regulations
    • Internal compliance systems and training
  • General Counseling
    • Start-up counseling
    • Contract drafting and negotiation
    • Intellectual property (trademark and copyright)
    • Insurance coverage
    • Employee/independent contractor classification
    • Privacy and data security counseling

 

Experience

Government Experience

  • Legislative aid, United States Senate, Office of Senator Patrick Leahy (D-VT)

Representative Matters

  • Represents a major gun safety advocacy organization, providing ongoing general counseling, including advising on lobbying and political activities compliance, tax-exempt status matters, contracts, branding, fundraising, governance, and volunteer and affiliate relationships
  • Represents the fiscal sponsor of innovative nonprofit advocacy projects engaged in fast-paced, high-profile grassroots campaigns to influence public policy and elections ($30+ million in 2017-2018)
  • Formed and advised super PACs that collectively spent over $50 million in 2018 U.S. House races
  • Advises one of nation’s 50 largest law firms on partnership contributions and lobbying disclosures
  • Successfully represented top-50 law firm in a Federal Election Commission (FEC) investigation involving allegations of illegal, in-kind contributions
  • Serves as general counsel to candidates for U.S. Congress and potential presidential candidates, advising on the FEC’s “testing-the-waters” regulations, personal financial disclosure statements, coordination with outside parties, and other complex rules
  • Counseled a social welfare organization operating ballot committees in multiple states on committee formation, reporting, advertising review, and ongoing state campaign finance compliance
  • Assisted a nonprofit social welfare organization with mission-related investments, managing legal team to form for-profit subsidiary entities and acquire for-profit companies

Insights

Credentials
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Education

  • J.D. summa cum laude Catholic University of America, Columbus School of Law 2008
    • Associate Editor, The Catholic University Law Review
    • Recipient, The John L. Garvey Faculty Award
  • A.B. Dartmouth College 2000

Bar Admissions

  • District of Columbia
  • Maryland

Court Admissions

  • U.S. Tax Court

Professional Memberships and Activities

  • Member, American Bar Association
  • Member, Maryland State Bar Association

Recognition
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  • Chambers USA, Up and Coming, Political Law, Nationwide, 2022 – 2023
  • Legal 500, Tax – Not-for-Profit (nonprofit and tax-exempt organizations), 2020, 2023 – 2024, 2026