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# System prepended metadata

title: Research Nouns as a 501c3 Nonprofit

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## TLDR

$10,000 to retain [Adler & Colvin](https://www.adlercolvin.com) to research Nouns becoming a 501c3 nonprofit.

## Background

As Nouns transitions to a DUNA, it opens up the possibility of becoming a 501c3 nonprofit.

Becoming a 501c3 directly aligns with Nouns' core mission - [using web3's unique ability to pool resources and talent for real public benefit.](https://medium.com/@punk4156/funding-real-world-public-goods-with-the-nouns-dao-treasury-7939328acc12) Since [Proposal #1,](https://www.nouns.game/vote/1) Nouns has focused on funding public goods, proving that crypto can do more than generate speculative wealth. A nonprofit structure sharpens our focus and offers a proven framework for driving public benefit. This evolution could prove that DAOs can mature into powerful engines for social good. ⌐◧-◧

It also allows direct capital donations to the treasury, opens more opportunities for collaborations with major brands, and significantly reduces future tax liabilities for Nouns.

While a fiscal sponsorship - where an established 501c3 accepts tax-deductible donations on behalf of Nouns, while Nouns maintains operational independence and control over its day-to-day activities - would give us an interim fast-track to these benefits and to establish a track record of charitable activity, becoming fully independent would be the most ideal for the long-term.

Nouns' [Big 4] legal team have raised some potential challenges to becoming an independent 501c3. When applying for 501c3 status, the IRS will review all of Nouns' activity from Day 1, and in [Big 4's] view, some of it may not be considered charitable. While these proposals could be retroactively restructured, without a thorough review from nonprofit experts, it will be difficult to determine the strategy for becoming independent.

## Proposal

In order to use the DAO's resources with maximal efficiency, we propose retaining [Adler & Colvin,](https://www.adlercolvin.com) a law firm with over 40 years of experience specializing in nonprofit law and advising nonprofit organizations, to conduct a comprehensive review of Nouns' proposals and, if needed, create preliminary strategies for bringing Nouns into alignment with 501c3 requirements.

Adler & Colvin's review and recommendations would provide a scaffold for the [Big 4] team to determine the viability of Nouns as a 501c3, refine any recommendations based on their deep familiarity with the DAO, and provide significant cost savings to the DAO. 

Based on Adler & Colvin's findings, [Big 4] will assess the optimal path forward and develop a comprehensive strategy for fiscal sponsorship and/or direct 501c3 application.

## Transactions

The single transaction in this proposal sends $10,000 USDC to X to pay the comprehensive retainer for Adler & Colvin's services as described above.

Thank you!