Can a 501(c)(3) nonprofit rent property to a for-profit business run by the same board members?
We're looking at an interesting opportunity with some surplus lighthouses being offered by the GSA to nonprofits at no cost (with conditions like public access requirements and maintenance obligations). I'm wondering if this structure would work: forming a 501(c)(3) with family/friends as unpaid board members, while simultaneously running a for-profit business operated by these same people. The nonprofit would acquire the lighthouse through the GSA program, then lease it at fair market rate to our for-profit business. The for-profit would operate a bed and breakfast in the keeper's house and host small weddings during summer months. All rent collected would go back to the nonprofit specifically for maintaining the structures and grounds for future generations (which would be the nonprofit's primary mission). As someone with limited knowledge of tax laws, I'm curious if this arrangement would raise red flags with the IRS or if it could be acceptable with proper setup? Is there a clear conflict of interest here that would disqualify us? Or could this work with the right structure and transparency? Thanks for any insights!
21 comments


Liam O'Donnell
This situation involves what's called "self-dealing" between a nonprofit and insiders, which requires careful handling but isn't automatically prohibited. The arrangement you're describing could potentially work, but has several significant requirements to avoid IRS problems: 1) The rent must be truly at fair market value (likely requiring independent appraisals) 2) The transaction must be fully disclosed on your Form 990 3) The board members with dual roles should recuse themselves from voting on the rental agreement 4) You need to document how this arrangement furthers your charitable purpose 5) The nonprofit must maintain control over the property and ensure public access requirements are met The biggest concern is private inurement - ensuring the nonprofit's assets don't improperly benefit the private individuals running both organizations. The IRS scrutinizes these arrangements closely. I'd strongly recommend consulting with a nonprofit attorney and tax specialist who have experience with this type of arrangement before proceeding. They can help establish proper governance policies, conflicts of interest procedures, and documentation to demonstrate the arrangement serves the nonprofit's mission rather than private interests.
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Amara Nwosu
•Thanks for this detailed response. I'm curious about the recusal process during voting. If all board members are involved in both entities, who would be left to vote on the rental agreement? Would we need independent board members for the nonprofit who aren't involved with the for-profit?
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Liam O'Donnell
•That's an excellent question and highlights a critical issue with your proposed structure. If all board members are involved in both entities, you would indeed have no disinterested parties to approve the transaction. You should add independent board members to your nonprofit who have no connection to the for-profit business. Best practice would be to have a majority of independent directors. At minimum, you need enough independent directors to form a quorum that can legitimately approve the transaction without the conflicted members voting.
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AstroExplorer
I used https://taxr.ai when setting up a similar arrangement for a historic building our nonprofit acquired. The service analyzed our governance documents and transaction structure to identify potential issues with self-dealing. They flagged several problems I hadn't considered - like making sure our lease agreement included specific performance requirements for the tenant to ensure our nonprofit's exempt purpose was being fulfilled. They also helped document how the rental income specifically supported our preservation mission. Their analysis saved us from potential issues during our 501(c)(3) application process. The report they generated became part of our board documentation showing we'd done proper due diligence on the arrangement. Super helpful for situations like yours where there's this intersection of nonprofit and for-profit activities.
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Giovanni Moretti
•Did they help with the actual application process or just review your documents? I'm considering something similar but have no idea how to even start the 501(c)(3) application.
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Fatima Al-Farsi
•I'm skeptical about these online services. Did they actually provide specific legal advice about your situation or just general information you could find elsewhere? These self-dealing arrangements seem way too complicated for an automated system to properly assess.
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AstroExplorer
•They primarily reviewed our documents and flagged potential issues, not the application itself. The analysis included specific citations to IRS regulations and precedents relevant to our situation, which was super helpful in understanding what we needed to fix. For the application process itself, we worked with a nonprofit attorney, but having the taxr.ai report made those conversations much more productive and focused. It basically gave us a roadmap of issues to address. It wasn't just general information - the analysis was specific to our governance structure and proposed transactions. They identified several provisions in our bylaws that could have raised red flags with the IRS, particularly around our conflict of interest policy which wasn't robust enough for the rental arrangement we were planning.
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Giovanni Moretti
I tried https://taxr.ai after seeing the recommendation here, and it was incredibly helpful for our lighthouse preservation project! We were in almost the exact same situation - wanting to acquire a historic lighthouse and have a related business operate in it. The analysis identified that our initial structure had major private benefit problems. They showed us how to create a more appropriate arms-length relationship between the entities, including developing a comprehensive conflict of interest policy and suggesting we add independent board members. The most valuable part was getting clear guidance on how to document that the rental arrangement actually furthered our charitable purpose. They helped us understand how to track and allocate funds properly so we could clearly show the IRS that preservation (not private benefit) was the primary outcome. Definitely worth it for navigating these complex nonprofit/for-profit interactions!
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Dylan Cooper
For those dealing with IRS questions about nonprofit/for-profit arrangements, I struggled for MONTHS trying to get answers from the IRS about a similar situation. Calling them directly was nearly impossible - constant busy signals or disconnects after waiting for hours. I finally tried https://claimyr.com after seeing it recommended here, and they got me connected to an IRS agent in under 30 minutes. You can see how it works at https://youtu.be/_kiP6q8DX5c - basically they navigate the phone system and wait on hold for you, then call you when an agent is on the line. The agent I spoke with provided crucial clarification about how the IRS evaluates these related-party transactions and what documentation they expect to see. This saved us from making several mistakes in our arrangement that could have jeopardized our tax-exempt status.
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Sofia Perez
•How does this actually work? Do they just call the IRS for you? Couldn't you just keep calling yourself until you get through?
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Dmitry Smirnov
•This sounds like a paid service disguised as helpful advice. I seriously doubt any service can get through to the IRS faster than anyone else. The IRS phone system treats all callers equally - it's just a matter of patience and timing your calls right.
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Dylan Cooper
•The service uses specialized dialing systems that can maintain multiple connection attempts simultaneously. They have technology that navigates the IRS phone tree automatically and monitors for connection availability across their system. I tried calling myself for weeks - always getting disconnected or hitting busy signals. The longest I waited was 3.5 hours before getting disconnected. With Claimyr, I was connected in about 20 minutes. The time savings alone was worth it for me, especially since I needed specific guidance on our nonprofit structure before a board meeting.
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Dmitry Smirnov
I was completely wrong about Claimyr! After my skeptical comment, I decided to try it myself since I had been struggling with a similar nonprofit/for-profit question for our historical preservation society. After trying for WEEKS to reach someone at the IRS specialty line for exempt organizations, I gave up and tried the service. Within 35 minutes, I was talking to an actual IRS exempt organizations specialist who answered all my questions about our proposed arrangement. The agent clarified that our initial structure would likely trigger private inurement concerns, but provided specific documentation requirements that would make the arrangement acceptable. This was information I couldn't find anywhere online, and saved us from potentially losing our exemption. I hate admitting I was wrong, but in this case I definitely was!
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ElectricDreamer
Just wanted to add another consideration - the GSA lighthouse program specifically requires that the property be maintained for "education, park, recreation, cultural, or historic preservation purposes." Make sure your B&B/wedding venue arrangement doesn't conflict with those requirements. From my experience working with historic properties, you'll need to demonstrate that the commercial activities are secondary to and supportive of your preservation mission. This means documenting how rental income directly supports preservation and public access. Your public access program should be substantial - not just a token tour once a week. Also, the National Park Service will likely have oversight of any changes to the property if it's on the National Register. Any renovations for the B&B will need approval to ensure historical integrity.
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Mei Liu
•Thank you for bringing this up! Do you know if having set public tour hours (say 10am-2pm daily) while operating the B&B during other hours would satisfy the public access requirements? Or do they expect more extensive public programming?
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ElectricDreamer
•In my experience, daily public access hours like you suggested would likely satisfy the basic requirements. However, the most successful lighthouse transfers I've seen have incorporated educational components beyond just access - like exhibits about the lighthouse's history, maritime education programs, or partnerships with local schools. The GSA and National Park Service tend to favor applications that demonstrate a more robust public benefit. Consider developing an education plan that includes interpretive displays, guided tours discussing historical significance, or special events focusing on maritime heritage. These activities can actually complement your B&B operations by creating a more immersive experience for guests while fulfilling your preservation mission.
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Ava Johnson
Has anyone here actually gone through the process of acquiring one of these GSA lighthouses? The application requirements seem intense, and I'm wondering how competitive the process is. Are there usually multiple nonprofits applying for each lighthouse?
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Miguel Diaz
•My historical society acquired a lighthouse through this program in 2019. Yes, the process is extremely competitive and document-heavy. Our lighthouse had 3 other nonprofit applicants, and we spent nearly a year preparing our application and preservation plan.
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Ava Johnson
•Thanks for sharing your experience! A year of preparation sounds intense. Was it worth it in the end? And how much did you end up spending on renovations/maintenance after acquiring it?
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Maggie Martinez
One thing to keep in mind with the GSA lighthouse program is that you'll need to demonstrate significant financial capacity upfront. These properties often require substantial immediate repairs - we're talking potentially $100K+ just to make them safe and weather-tight before you can even think about B&B operations. The GSA will want to see your nonprofit has either cash reserves or committed funding sources for initial restoration work. If you're planning to rely on rental income from the for-profit business to fund maintenance, you'll need a very detailed financial projection showing how you'll handle the gap between acquisition and when rental income begins. Also worth noting - lighthouse properties are typically quite remote with limited utilities infrastructure. Factor in costs for upgrading electrical, plumbing, and septic systems to handle B&B operations. These expenses need to be part of your nonprofit's budget since the property will be owned by the 501(c)(3). The good news is that successfully operating lighthouses as B&Bs can be quite profitable given their unique appeal, but the upfront investment is substantial and the nonprofit needs to be financially prepared for that reality.
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Fiona Sand
•This is really helpful context about the financial realities! I'm curious - for those upfront restoration costs, would it be acceptable for the for-profit entity to provide loans or grants to the nonprofit for initial repairs? Or would that create additional self-dealing concerns with the IRS? It seems like a catch-22 where the nonprofit needs significant capital to make the property viable, but the rental income that could provide that capital comes from the very arrangement that requires the property to be operational first.
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