church plant legal incorporationFiling legal documents in the development of your church as a new non-profit corporation is one step of many in your church planting journey. Gateway Leadership Initiative has partnered with Wagenmaker & Oberly,  trusted legal advisors to non-profits, to provide these services to church plants at a cost-efficient flat-fee rate.

If you would like to read more about why new churches need legal counsel, read this summary to learn more.

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About Wagenmaker & Oberly

It is our law firm’s privilege and pleasure to be of service to you and your new church plant, in connection with Gateway Leadership Initiative. We look forward to serving you and co-laboring in the Kingdom!

Sally Wagenmaker provides legal counsel in corporate, tax, employment, and real estate matters for nonprofit, tax-exempt clients, including public charities, private foundations, and trade associations operating on local, national, and international levels. Her clients include churches and other religious organizations, social service providers, and schools.​

Sally’s corporate and tax work includes development of new tax-exempt entities, resolving IRS disputes, counseling clients on the responsibilities of board members, providing guidance for effective nonprofit governance within the current legal climate, and other operational legal issues. In addition, she represents clients in property tax exemption matters for charitable, religious, and educational purposes, shared occupancy arrangements, and property transfers. Sally also regularly advises and counsels the firm’s nonprofit clients on employment matters including contracts, termination, employment policies, tax, unemployment insurance, discrimination issues, and compliance with other employment laws, particularly as they relate to nonprofit issues such as volunteers and clergy.

Prior to practicing law with Wagenmaker & Oberly, Sally was a partner with the Chicago law firm of Mosher & Wagenmaker. She currently serves on the national and local chapter boards of Christian Legal Society, as secretary on both boards. Sally lives in the North Lawndale neighborhood of Chicago with her husband Dan and two children. She has long been active with community development activities, and she enjoys running and playing the oboe (but not together).

Ryan Oberly focuses his practice on nonprofit, tax-exempt organizations. Ryan represents a diverse group of tax-exempt organizations, and he advises clients on both initial formation issues and complex corporate and tax planning to protect tax-exempt status, facilitate organizational growth, and manage civil liability risks. He has successfully represented clients in IRS audits and state attorney general investigations. His practice covers nonprofit corporate governance, unrelated business income, private benefit transactions, political campaigns and lobbying, and other excise tax and federal reporting issues.

Ryan regularly advises clients through corporate mergers, joint ventures with exempt and for-profit entities, and diverse multi-state and international operations. He also helps clients with foreign-grant-making, multistate charitable solicitation and trust reporting, and commercial co-venture and cause-related marketing compliance in all fifty states. Ryan is well versed in intellectual property issues facing nonprofits and regularly works with clients to register, protect, transfer, and enforce trademark and copyright interests.

Ryan is an Adjunct Lecturer at DePaul University’s College of Law where he teaches a graduate level course on the law of nonprofit organizations.   Outside of work, Ryan can be found studying history, watching sports, or doing anything active in Chicago’s Lincoln Park community where he lives with his wife and three children. They are longtime members of The Moody Church.

Paul Winters provides legal services for Wagenmaker & Oberly’s wide array of nonprofit clients, and other entities. Religious organizations, educational institutions, public charities, and private operating foundations number among the clients Paul serves. Paul’s practice is devoted to helping nonprofits maximally achieve their exempt purposes.

At Wagenmaker & Oberly, Paul advises organizations through corporate formation and development projects and addresses diverse federal and state tax compliance matters. He also helps officers and directors understand their fiduciary duties and develop robust structures from which leaders can properly govern. Paul also provides litigation-related solutions to his clients, protecting the interests of the firm’s nonprofit corporate clients. He has defended both religious and non-religious exempt organizations and understands the nuances and requirements affecting nonprofit governance and operations in such litigation. Additionally, Paul helps clients with legal issues affecting real estate, including the conveyance of property both to and from exempt organizations, and spearheading property tax exemption appeals.

Prior to his law school education, Paul served as the senior pastor of a Chicago-area suburban church for 16 years. During that time, Paul served in varying roles as Moderator of the Chicago Metro Presbytery and Chairman of its Missions and Credentialing Committees. Paul’s combination of educational, legal, and ecclesiastical experience gives him unusual insight into the challenges and dynamics facing volunteer organizations, faith-based groups, and various non-profit entities.

Ellen Duke is an associate attorney with a strong passion to help others through Wagenmaker & Oberly’s nonprofit niche legal practice. She counsels clients on nonprofit corporate formation, applications for federal income tax exemption under Internal Revenue Code Section 501(c), multi-state charitable solicitation and registration issues, real estate transactions, intellectual property, and other corporate and tax issues affecting tax-exempt organizations.

Ellen is a 2013 honors graduate of Case Western Reserve University School of Law in Cleveland, Ohio, where she gained experience with transactional legal matters, assisted with teaching other students, and developed her leadership skills.

Ellen hails from Kentucky and graduated summa cum laude from Western Kentucky University with a B.A. in Religious Studies. Ellen and her husband live on Chicago’s north side and enjoy the variety of entertainment, food, and friendships Chicago has to offer. Ellen loves to invest time in getting to know other people and helps facilitate outreach to the community through her local church. She is an avid reader, enjoys jigsaw and logic puzzles, and is always interested in learning new things.



A Brief Summary of Services

Legal Services Provided: We will provide legal services for each of the following initial steps for church development:

  • Develop and file articles of incorporation, for formation of new nonprofit corporation:
  • Obtain federal employer identification number;
  • Develop bylaws (per client questionnaire, and generally for elder-led, independent governance structure), including attached conflict of interest and dispute resolution policies;
  • Develop “First Minutes” document that sets forth each church’s initial, official corporate steps (e.g., approval of bylaws, appointment of officers, approval of banking institution and corporate signatories therefor);
  • Provide access to electronic corporate notebook, containing key corporate documentation and general client guidance on operation of nonprofit organizations;
  • Provide initial guidance on annual reporting requirements for legal compliance;
  • Provide initial guidance on charitable fundraising, including receipting;
  • Provide initial guidance on employment-related matters, including referral to payroll service, and advice on clergy housing/parsonage allowance;
  • Provide guidance on state Attorney General charitable registration requirements (churches are typically exempt);
  • Provide initial guidance on real estate considerations (lease, purchase, qualification for state property tax exemption, shared facility usage);
  • Add each church plant’s key leaders to our law firm’s e-newsletter distribution list, so that they can receive our law firm’s periodic general guidance;
  • Prepare and file IRS Form 1023 tax-exemption application, with supporting narrative and financial information (and California tax-exemption application, for California churches).


If you would like to learn more about this service, please complete the form below and we will get you additional information.


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