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Robert A. Johnson

Robert A. Johnson

Of Counsel

Pittsburgh, PA

How Bob Helps Clients

Robert A. Johnson advises a variety of tax-exempt nonprofit organizations, e.g., charitable (including, among others, health care organizations, private foundations, churches and religious organizations, scientific research organizations, and economic development organizations (IRC § 501(c)(3)); social welfare organizations (IRC § 501(c)(4)); business leagues and trade associations (IRC § 501(c)(6)); social clubs (IRC § 501(c)(7)); fraternal beneficiary societies (IRC § 501(c)(8)); and voluntary employees’ beneficiary associations (IRC § 501(c)(9)).

Bob’s advice has encompassed a broad range of issues, including, among others, corporate organization and operation, corporate transactions, obtaining and maintaining federal tax-exempt status, IRS audits, for-profit and nonprofit subsidiaries and affiliated entities, governance and conflicts of interest, joint ventures, unrelated business income, lobbying restrictions and prohibited political activities, the rules prohibiting private inurement and provision of more than incidental private benefits, intermediate sanctions and excess benefit transactions, preparation of IRS Form 990, FIN 48 (accounting standards for disclosure of uncertain tax positions), and special issues regarding compensation and employee benefits for nonprofits. He has also provided assistance on tax-exemption issues related to tax-exempt bond financings.

What are you really trying to achieve? Let’s see if we can get you there (or close to it).

Bob has also practiced employee benefits law since 1971. His employee benefits practice has included pension plans, “rabbi” trusts, 401(k) plans, 403(b) plans and 457 plans for tax-exempt organizations, nonqualified deferred compensation, employee stock ownership plans (ESOPs), executive employment and change-of-control agreements, welfare plans, ERISA, and related tax problems. In addition, he has decades of experience in dealing with employee benefit plan issues in business acquisitions, divestitures, and major financing transactions.

Bob has been selected for inclusion in The Best Lawyers in America® consistently since 1989.  He is currently listed under the Employee Benefits (ERISA) Law, Nonprofit / Charities Law, and Tax Law categories.

Outside the Office

A crazed fan of the NHL Pittsburgh Penguins, Bob has held season tickets since 1972. He is an avid reader of political opinion journals and books on history and philosophy. When not reading, Bob listens to classical music (especially music of the Renaissance, Baroque, and early “Classical” periods, aka “early music”) or university lectures on his daily five-mile walk. Mostly, he enjoys spending time with his wife Selina, a constant nonprofit volunteer, their two grown children and their children's spouses. During the summer, Bob frequents the Chautauqua Institution in Western NY.

Proof Points

  • Obtained IRC § 501(c)(3) exemption for a “green” scientific research organization, including status as a “supporting organization” to a similar Canadian nonprofit organization (not classified as a “charity” under Canadian law). The application required us to demonstrate that the Canadian organization would qualify as a 501(c)(3) scientific research organization, and a public charity” if it were organized and operated in the U.S.
  • Obtained IRC § 501(c)(3) exemption, including recognition as a “public charity”, for a hospital. The application required documentation of almost 500 pages.
  • Prepared five lump sum “window” (limited-election-period) distribution offers to terminated-vested participants in defined benefit pension plans. Clients included one large public company, one mid-size public company (two window offers), a 501(c)(3) exempt charitable organization, and a 501(c)(7) exempt social club.
  • Obtained favorable IRS determination letter on the tax-qualification of a defined benefit pension plan which included a “Qualified Reduction in Force Benefit”, the functional equivalent of a usually-forbidden “severance” benefit for laid-off employees.
  • Assisted in the successful defense of an IRC § 501(c)(3) against an IRS audit examining executive compensation.