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 Ross McDowell focuses her practice on nonprofit organization matters with a particular emphasis on tax and corporate governance.  Recognized in Legal 500 as a "top lawyer in the tax-exempt organization field," clients noted she is "thoughtful, analytical, and able to distill and present complex tax concepts in a way that is easy to understand."  She co-chairs Steptoe's Exempt Organizations practice, which is also consistently ranked by Legal 500 US in the Finance: Not-for-Profit category.

Ms. McDowell has broad experience with the nonprofit sector.  In addition to representation of nonprofit organizations as a private practitioner, she served in the Office of Tax Policy, US Treasury Department, where she was responsible for all legislative and regulatory issues affecting exempt organizations.  Later, she worked as Senior Vice President and Deputy General Counsel for the National Geographic Society, where she developed cost-effective practical solutions for a wide variety of complex legal and business issues.

Ms. McDowell’s clients include public charities, private foundations, social welfare organizations, trade associations, professional societies, congressionally chartered organizations, federal and state agencies and instrumentalities.  She has represented colleges and universities, environmental and historical conservation organizations, healthcare organizations; medical research organizations; churches and religious organizations; as well as veterans and other membership groups.  She also represents corporate and individual donors to charitable organizations.

Tax Practice

In her tax practice, Ms. McDowell assists clients with tax planning and represents clients before the IRS, courts, Congress and the Department of Treasury.  Her practice covers the full spectrum of issues affecting exempt organizations, including complex organizational structures using taxable subsidiaries, limited liability companies, joint ventures, and other affiliated entities; unrelated business income tax; charitable giving and related recordkeeping, corporate sponsorships, lobbying and political activities; executive compensation; and private foundation rules.  Additionally, she has worked with exempt organization clients on several tax legislative matters.

Corporate Governance Practice

In her corporate governance practice, Ms. McDowell advises nonprofit corporations on a broad array of governance matters including board and committee structures, fiduciary duties, conflicts of interest, potential director liabilities, and protection from liability.  Additionally, she conducts confidential internal investigations on behalf of boards of directors.  Ms. McDowell served as Vice Chair of the American Bar Association Coordinating Committee on Nonprofit Governance, which published a monograph in 2005 titled Guide to Nonprofit Corporate Governance in the Wake of Sarbanes-Oxley.  She also published an article in 2004 titled Should Nonprofit Organizations Adopt the Rules of Sarbanes Oxley?  Finally, she is a frequent speaker on corporate governance issues at conferences for nonprofit organizations throughout the country.


  • Washington, DC Super Lawyers, Nonprofit Organizations, 2008-2017
  • "Leading Lawyer," Legal 500 US, Finance: Not-for-Profit, 2013-2017
  • Washingtonian Magazine's "Best Lawyers" in Tax, 2013, 2015, 2017
  • 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

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Selected Publications

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Professional Affiliations

  • Adviser, Restatement of the Law of Charitable Nonprofit Organizations, American Law Institute, 2015-present
  • Board Member, The Theodore Tannenwald, Jr. Foundation for Excellence in Tax Scholarship, Inc.
  • Board Member, NYU National Center on Philanthropy and the Law
  • Nominating Committee, Tax Section, American Bar Association, 2013-2016
  • Government Relations Section Council, American Society of Association Executives, 2007-2010
  • Public Policy Committee, American Society of Association Executives, 2007-2010
  • Chair, Tax Section, District of Columbia Bar, 2005-2006