Areas of Practice
Practice-Specific Experience
  • The George Washington University School of Law, J.D., with high honors, 1977
  • Smith College, B.A., American Studies, 1971, Scott Foundation Award for Leadership
Judicial Clerkships
  • Hon. Theodore Tannenwald, Jr., US Tax Court, 1977-1979
Bar & Court Admissions
  • District of Columbia

Suzanne Ross McDowell

1330 Connecticut Avenue, NW
Washington DC 20036
TEL: +1 202 429 6209
FAX: +1 202 429 3902

Suzanne McDowell counsels nonprofit organizations on best practices for corporate governance and assists them in reviewing their governance structures, determining the best structure for their boards and committees, and drafting bylaws, committee charters, and corporate policies, such as conflicts of interest and whistleblower policies, tailored to their particular needs.  In addition, Ms. McDowell conducts internal reviews and investigations in order to advise boards of directors.  She advises boards of directors and officers on the rights and obligations that their corporate positions entail.

Ms. McDowell has extensive experience with tax issues as well as matters of corporate governance, and is well-versed in the interaction between these two areas of the law.  Additionally, she served as a vice chair of the ABA Coordinating Committee on Nonprofit Governance, which published Guide to Nonprofit Corporate Governance in the Wake of Sarbanes-Oxley (2005).  

Representative Matters

  • Advised a charitable organization on unique corporate governance issues arising from its expansion from a national organization to a global organization. 
  • Counseled the board of directors of a membership organization on serious systemic corporate governance issues, proposed a reorganization to resolve issues, and drafted all legal documents to implement the reorganization.
  • Conducted comprehensive corporate governance review and presented a written and oral report to the board of directors of a nonprofit standards setting organization for the insurance industry.
  • Counseled an organization composed of nonprofit, for-profit and governmental entities that share an interest in cancer care and research on various corporate governance issues including board development, drafting of committee charters and a conflict of interest policy.
  • Advised a section 501(c)(3) healthcare organization with a complex multistate structure on a reorganizations and governance changes to better achieve its mission.
  • Counseled an ad hoc task force of the board of directors of a congressionally chartered organization in connection with a comprehensive review of its corporate structure and policies in light of the passage of the Sarbanes-Oxley Act.
  • As general counsel to a youth services organization, served on a governance task force that undertook a comprehensive review of the structure of the board and its committees, and made recommendations to overhaul the board structure and to implement the changes through a services of phases.


  • Washington, DC Super Lawyers, Nonprofit Organizations, 2013-2016
  • "Leading Lawyer," Legal 500 US, Finance: Not-for-Profit, 2013-2016
  • "Washington's Best Lawyers," Washingtonian Magazine, 2013-2016
  • Chambers USA, Tax (District of Columbia), 2006-2011
  • Best Lawyers in America, Tax Law, 2010-2011
  • Chair, Exempt Organizations Committee, ABA Tax Section, 2011-2013
  • Co-Chair, ALI-CLE, Tax Exempt Organizations: An Advanced Course, 2010-2013
  • Fellow, American College of Tax Counsel, 2007-present
  • Member, IRS Advisory Committee on Tax Exempt and Government Entities (ACT) (2004-2007)
  • Associate Tax Legislative Counsel, Office of Tax Policy, US Department of the Treasury (1984-1987)
  • Co-author, Steptoe’s Exempt Organizations Advisory