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Author: James Schroeder

Author: James Schroeder

Quick Summary: Starting a 501(c)(3) nonprofit in Ohio involves recruiting at least three directors, filing Articles of Incorporation with the IRS-required dissolution clause, applying for federal tax-exempt status through Form 1023 or the streamlined Form 1023-EZ, and registering with the Ohio Attorney General’s Charitable Law Section before soliciting donations. Below, Schroeder Law Group walks Brown County, Highland County, and Adams County founders through each requirement, in order.

Why Start a Nonprofit in Southern Ohio?

Every year, residents of Hillsboro, Georgetown, West Union, Mount Orab, Ripley, Winchester, and the surrounding townships in Brown County, Highland County, and Adams County step forward to solve a problem in their own community — a food pantry that needs a stable board, a youth sports league that wants to accept tax-deductible donations, a historical society trying to preserve a local landmark, or a church ministry expanding into community services. Turning that mission into a legally recognized 501(c)(3) nonprofit corporation protects the founders personally, builds donor trust, and opens the door to grants that require tax-exempt status.

Ohio has its own procedural rules for nonprofit corporations, and the IRS layers additional requirements on top of the state filing. Missing a required clause in your Articles of Incorporation, or filing the wrong IRS form, can delay your exemption determination by months. This guide walks founders in Southwest Ohio through the process step by step.

Step 1: Choose a Name and Define Your Charitable Purpose

Before filing anything, confirm your proposed name is available through the Ohio Secretary of State’s business name search, and draft a purpose clause. For 501(c)(3) eligibility, your purpose must fall within the IRS’s recognized categories — charitable, religious, educational, scientific, literary, testing for public safety, fostering amateur sports, or preventing cruelty to children or animals. A vague or overly broad purpose clause is one of the most common reasons the IRS sends a follow-up letter asking for more information, which slows down organizations serving Adams County or Highland County communities that need funding quickly.

Step 2: Recruit at Least Three Directors

Ohio’s Nonprofit Corporation Law sets the baseline governance structure for every domestic nonprofit corporation. Under Ohio Revised Code Section 1702.27, the number of directors “shall be not less than three” unless the corporation has only one or two members, in which case the number of directors may equal the number of members but no fewer. Directors do not need to reside in Ohio and there is no membership requirement, but each director must be a natural person.

Practically, this means a founder cannot run a 501(c)(3) as a one-person show. Before filing, line up at least three committed directors — ideally with a mix of financial, legal, and community-connections experience — because the IRS will also ask about your governing body on Form 1023 or 1023-EZ.

Step 3: File Articles of Incorporation With the Required Dissolution Language

To legally exist, your nonprofit must file Initial Articles of Incorporation (Ohio Secretary of State Form 532B) with the Business Services Division. Ohio Revised Code Section 1702.04 requires the articles to state the corporation’s name, its principal Ohio office location, and its purpose, signed by an incorporator. The filing fee is $99, payable to the Ohio Secretary of State, and the form is filed by mail or through the state’s online business filing portal.

The Ohio form itself does not include a dissolution or asset-distribution section — but if you intend to apply for federal 501(c)(3) status, you must add that language yourself, because the IRS requires an acceptable dissolution provision in the organizing document (or reliance on state law that independently satisfies the requirement). The IRS’s model language reads:

“Upon the dissolution of this organization, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.”

Ohio law reinforces this: a “public benefit corporation” under Ohio Revised Code Chapter 1702 is defined by reference to 501(c)(3) status, and dissolution of any nonprofit corporation is governed by Ohio Revised Code Section 1702.47, which requires a resolution stating that the corporation elects to dissolve. Building the IRS dissolution clause directly into your Articles avoids having to amend them later — a step many first-time founders in Ripley, Georgetown, and Hillsboro discover only after their federal application is rejected for missing language.

Step 4: Adopt Bylaws and Hold Your Organizational Meeting

Once your Articles are filed and accepted, your directors should adopt bylaws governing board meetings, officer roles, committee structure, quorum requirements, and voting procedures, then hold an organizational meeting to formally elect officers (a president, secretary, and treasurer, at minimum) and approve the bylaws. This is also the right time to adopt written conflict-of-interest and document-retention policies — the IRS asks about both on Form 1023.

Step 5: Obtain an Employer Identification Number (EIN)

Every nonprofit corporation needs an EIN from the IRS, even if it has no employees, because the EIN is required to open a bank account and to file for federal tax-exempt recognition. This is a free, same-day process directly through the IRS website.

Step 6: Apply for Federal Tax-Exempt Status — Form 1023 or Form 1023-EZ

This is where many local founders get stuck choosing between two very different applications:

  • Form 1023-EZ is a streamlined, three-page online application filed exclusively through Pay.gov, carrying a $275 user fee. To qualify, an organization must complete the IRS Form 1023-EZ Eligibility Worksheet and answer “no” to every disqualifying question. The core financial tests require projected annual gross receipts of $50,000 or less for the current year and each of the next two years, actual gross receipts of $50,000 or less for each of the past three years the organization has existed, and total assets with a fair market value of $250,000 or less. Churches, schools, hospitals, supporting organizations, and a handful of other complex entity types are categorically excluded from using the EZ form, per IRS guidance on required financial information.

  • Form 1023 is the full, narrative application required for any organization that does not meet the EZ criteria, or that simply wants the more thorough determination letter that some grantmakers prefer to see on file. The current IRS user fee for Form 1023 is $600.

Most small community organizations forming in Brown, Highland, or Adams County — a youth mentoring program, a small food pantry, a local historical preservation group — will qualify for the streamlined 1023-EZ. Larger initiatives with paid staff, planned capital campaigns, or anticipated grant revenue above $50,000 annually should plan on the full Form 1023 and the more detailed narrative it requires.

Step 7: Register With the Ohio Attorney General’s Charitable Law Section

Federal tax-exempt status does not authorize your organization to solicit donations in Ohio — that requires a separate state registration. Under Ohio Revised Code Section 1716.02, any charitable organization that intends to solicit contributions in Ohio must file a registration statement with the Ohio Attorney General before soliciting, and refile annually by the fifteenth day of the fifth month after the close of its fiscal year. Registration is completed through the Ohio Attorney General’s Charitable Ohio online portal, which requires your creating documents (Articles and bylaws) and your IRS determination letter — or, if you have not yet received one, the Attorney General’s Affirmation of IRS Status form.

Separately, any nonprofit incorporated in Ohio, holding Ohio assets, or conducting program services here generally must also register as a charitable trust under Ohio Revised Code Chapter 109, within six months of formation. A handful of narrow exemptions exist — religious organizations, accredited schools, and, under Ohio Revised Code Section 1716.03, small charities with gross revenue of $25,000 or less that do not pay anyone primarily to solicit. Most new community nonprofits in Southwest Ohio, however, should plan on registering, since the small-organization exemption disappears the moment the charity crosses the $25,000 threshold or hires a paid fundraiser.

Step 8: Keep Up With Ongoing Compliance

Formation is only the beginning. Ohio nonprofits, and the people who run them, generally need to keep track of:

  • Annual charitable registration renewals with the Ohio Attorney General

  • Annual IRS Form 990, 990-EZ, or 990-N filings (missing three consecutive years triggers automatic revocation of tax-exempt status)

  • Board meeting minutes and any bylaw amendments

  • Ohio statutory agent updates if your registered agent or address changes

Serving Nonprofit Founders in Brown, Highland, and Adams Counties

Ohio Legacy Law is based in Hillsboro and regularly guides new nonprofit boards through formation, from drafting Ohio-compliant Articles of Incorporation with the correct 501(c)(3) dissolution language, to preparing Form 1023 or 1023-EZ applications, to completing Ohio Attorney General charitable registration. We work with founders throughout Highland County (Hillsboro, Greenfield, Leesburg), Brown County (Georgetown, Ripley, Mount Orab, Fayetteville), and Adams County (West Union, Winchester, Peebles, Manchester) who want their nonprofit built on a solid legal foundation from day one — not patched together after the IRS or the Attorney General’s office sends back a rejection letter.

Book Your Strategy Session Today

If you are ready to start a 501(c)(3) nonprofit in Brown County, Highland County, Adams County, or anywhere in Southern Ohio, our office can help you choose the right structure, draft compliant Articles of Incorporation, and prepare your federal exemption application. Call us at (937) 402-2348 or email jim@southwestohiolaw.com to schedule a consultation.

 

This article is provided for general informational purposes and does not constitute legal advice. Nonprofit formation requirements can change, and individual circumstances vary — consult an attorney before relying on this guide for your own filing.

Author: James Schroeder

Quick Summary: When a parent’s memory starts slipping or a health crisis hits, families in Hillsboro, Georgetown, West Union, and across Highland, Brown, and Adams Counties often assume court-supervised guardianship is the only way to step in and help. It isn’t. Under Ohio law, a properly executed power of attorney is a less restrictive alternative that a probate court must consider — and, when it’s already in place, it usually lets a family avoid guardianship altogether. Pursuant to Sup.R. 66 and R.C. 2111.02, an Ohio probate court is required to weigh less restrictive alternatives, like a valid power of attorney, before it will appoint a guardian. Ohio Legacy Law helps families throughout Southern Ohio put the right documents in place now, so a judge — not a stranger — isn’t the one deciding who cares for Mom or Dad later.

 

Frequently a son or daughter calls our Hillsboro office with some version of the same story: Dad’s doctor mentioned dementia, the bank froze an account after a suspicious withdrawal, or a sibling in another state wants to know “who’s in charge” now that Mom can’t manage her own affairs. The instinct is almost always the same — “I guess we need to get guardianship.”

Sometimes that’s true. But in a surprising number of cases, it isn’t necessary, and it isn’t even the first option Ohio law allows a probate court to consider. Understanding the real difference between a power of attorney and a guardianship — and knowing which one actually fits your family’s situation — can save months of court proceedings, thousands of dollars, and a painful loss of independence for the parent you’re trying to protect.

What a Power of Attorney Actually Does

A power of attorney (POA) is a document your parent signs, while still legally competent, naming someone — usually a spouse, adult child, or trusted relative — to act on their behalf. Ohio recognizes two main types under the Ohio Uniform Power of Attorney Act, R.C. Chapter 1337:

  • Financial (durable) power of attorney — Authorizes an agent to pay bills, manage bank and investment accounts, handle real estate, and deal with Social Security, pensions, and Medicaid applications.

  • Healthcare power of attorney — Authorizes an agent to make medical decisions and speak with doctors and hospitals when the principal cannot, governed by R.C. 1337.11 through 1337.17.

A POA is private, inexpensive, and effective almost immediately once it’s signed and notarized. There is no lawsuit, no court hearing, and — critically — your parent doesn’t lose any of their own legal rights. They simply give someone else the authority to act alongside them. For families in Mount Orab, Ripley, Greenfield, Peebles, and Manchester who are watching a parent’s independence slip gradually rather than all at once, a POA is often the entire solution.

What Guardianship Actually Involves

Guardianship is a different animal entirely. It is a court proceeding filed in the probate division of common pleas court — in Highland County, that’s the Highland County Probate Court in Hillsboro; in Brown County, the Brown County Probate Court in Georgetown; in Adams County, the Adams County Probate Court in West Union. A guardianship case requires:

  • A formal application and filing fees

  • A statement of expert evaluation (medical or psychological) documenting incapacity

  • Notice to the proposed ward and next of kin

  • A court hearing, often with a court-appointed attorney representing the proposed ward

  • Ongoing court supervision, including annual accountings and reports for as long as the guardianship lasts

  • In many cases, a bond and background check for the guardian

Guardianship strips the ward of significant legal rights — the right to manage money, make medical decisions, choose where to live, even in some cases the right to vote or marry — and hands that authority to a court-supervised guardian instead. It is sometimes the only realistic option, particularly when a parent never signed a POA and has since lost the capacity to sign one, or when family members are in open conflict over who should be in charge. But it is slower, far more expensive, and far more restrictive than most families expect.

Ohio Law Requires the Less Restrictive Option to Be Considered First

This is the part most families never hear until they’re already sitting in a probate courtroom: Ohio does not let a court reach for guardianship as a first resort. Under R.C. 2111.02, evidence of a less restrictive alternative to guardianship — such as an existing power of attorney — must be introduced and considered by the court, and a judge may deny the guardianship application entirely if a less restrictive alternative already exists (Ohio Revised Code § 2111.02). The Ohio Rules of Superintendence, Sup.R. 66, reinforce the same principle for guardians who are already appointed, directing that decisions must impose “the least limitations on the ward’s rights, freedom, or ability to control the ward’s environment” (Rules of Superintendence for the Courts of Ohio, Rule 66).

The Supreme Court of Ohio’s own guardianship resources are direct about it: “Pursuant to Sup.R. 66 and R.C. 2111.02, a probate court must explore the least restrictive alternatives before appointing a guardian,” and a properly executed power of attorney is specifically identified as one of those alternatives (Supreme Court of Ohio, Alternatives to Adult Guardianship).

Ohio Law Alert: If your family already has a valid, signed financial and healthcare power of attorney for your parent, a probate judge in Highland, Brown, or Adams County may not even grant a guardianship application over that parent’s objection — the existing POA has to be weighed first and may be enough to allow you to assist your loved one and protect their best interests.

Power of Attorney vs. Guardianship: Side by Side

Power of Attorney Guardianship
Who decides Your parent, while competent, chooses their own agent A probate judge chooses and supervises the guardian
Court involvement None to set up; no ongoing court oversight Full court process, plus ongoing annual reporting
Cost Typically a flat drafting fee Filing fees, evaluation costs, attorney fees, bond premiums, and recurring accounting costs
Timeline Can be signed and effective within days Can take weeks to months, longer if contested
Parent’s rights Retained in full; agent acts alongside the parent Significantly reduced or removed, depending on scope
Flexibility Can be revised or revoked while the parent has capacity Requires a court motion to modify or terminate
Best suited for Planning ahead, or early-to-moderate decline No POA in place, disputed capacity, family conflict, or suspected exploitation

When a Power of Attorney Isn’t Enough

A POA is not a substitute for guardianship in every case. Guardianship becomes necessary — and the “less restrictive alternative” argument falls away — when:

  • Your parent never signed a POA and has already lost the legal capacity to sign one now

  • The named agent under an existing POA is unwilling, unavailable, incapacitated themselves, or is suspected of financial exploitation

  • Family members disagree sharply about care decisions and someone needs a court order to resolve the conflict

  • A bank, hospital, or care facility refuses to honor a POA due to a technical defect in how it was executed

  • There is an urgent safety issue and no one currently holds legal authority to act

In these situations, a limited guardianship — one tailored narrowly to just the powers actually needed, leaving your parent’s other rights intact — is often preferable to a full guardianship, and R.C. 2111.02 specifically allows for that middle ground.

Pro Tip: Don’t wait for a crisis to find out whether your parent’s POA is still valid. Banks and hospitals in Hillsboro, Georgetown, and West Union increasingly reject older POA forms that don’t meet current statutory requirements. Have it reviewed before you need to use it.

 

What Families in Highland, Brown, and Adams Counties Should Do Now

If your parent is still able to understand and sign legal documents, the highest-leverage move you can make today is putting a durable financial power of attorney and a healthcare power of attorney in place — before a fall, a stroke, or a dementia diagnosis takes that option off the table. If your parent has already lost capacity and no POA exists, a guardianship filing in the Highland, Brown, or Adams County Probate Court may genuinely be the right and necessary path, and moving quickly matters.

Either way, this is not a decision to make from a downloaded form. Ohio Legacy Law works with families throughout Hillsboro, Greenfield, Leesburg, Georgetown, Ripley, Mount Orab, Aberdeen, West Union, Manchester, Peebles, and Winchester to determine which path actually fits your parent’s situation, draft documents that local banks and hospitals will honor, and — when guardianship truly is necessary — guide you through the probate court process from filing to final appointment.

 

Frequently Asked Questions

Q: If my parent already has a guardian, can we switch to a power of attorney instead?
A: Once a guardianship is established, ending it requires a motion to the probate court, not simply signing a new POA. The court will look at whether the ward’s capacity has improved or a less restrictive alternative — including a POA — is now appropriate under Sup.R. 66.

Q: Does a power of attorney expire if my parent becomes incapacitated?
A: No — a durable power of attorney is specifically designed to remain effective even after incapacity, which is exactly why it functions as an alternative to guardianship. A non-durable POA, by contrast, terminates on incapacity and would leave your family needing guardianship instead.

Q: Can more than one sibling be named on a power of attorney?
A: Yes, and it can be structured to require siblings to act jointly or to act independently, depending on your family’s dynamics. This is worth discussing carefully, since disagreements between co-agents are one of the more common reasons families end up in guardianship court anyway.

Q: Will the probate court in Highland, Brown, or Adams County automatically deny a guardianship if a POA exists?
A: Not automatically — the court still evaluates whether the POA adequately addresses your parent’s needs. But under R.C. 2111.02(C)(6), the court has the authority to deny guardianship where it finds a less restrictive alternative exists, so a well-drafted POA gives your family real leverage to avoid an unnecessary guardianship.

Protect Your Aging Parent the Right Way — Before a Crisis Forces the Issue

Whether your family needs a power of attorney, a healthcare directive, or guidance through a guardianship filing in Highland, Brown, or Adams County, Ohio Legacy Law can help you choose the path that actually protects your parent — and your family.

Call (937) 402-2348 to schedule a strategy session, or stop by our office at 338 West Main Street, Hillsboro, Ohio 45133 (Monday–Friday, 10 AM–5 PM; summer and holiday hours vary, please call ahead).

This article is provided for general informational purposes only and does not constitute legal advice. Every estate plan is different, and you should consult with an attorney regarding your specific circumstances.

 

Author: James Schroeder

James Schroeder • August 30, 2026

Quick Summary: When a 501(c)(3) pays an insider more than fair value  through excessive compensation, a favorable vendor contract, or an undisclosed loan.  Federal law imposes personal excise taxes of up to 200% of the excess benefit under Internal Revenue Code Section 4958, and can penalize the board members who approved it. Ohio Legacy Law helps Southwest Ohio nonprofits put simple safeguards in place so an ordinary insider transaction never becomes a costly federal enforcement problem.

The Risk Small Nonprofits Don’t See Coming

Most conversations about nonprofit compliance focus on filings and deadlines. Fewer focus on a risk that is arguably more dangerous for small organizations: the founder who is also the paid executive director, the board member whose company happens to do the printing or the landscaping, or the treasurer who approves a modest loan to a trusted volunteer without much documentation. None of these situations are automatically illegal. But each one sits close enough to a legal line, the prohibition on private inurement, it a line that a small nonprofit can cross without anyone intending harm.

Private Inurement vs. Private Benefit

Federal tax law distinguishes between two related but different concepts. Private inurement means an insider, a founder, officer, director, or someone with substantial influence over the organization, receives more than fair value from the organization, and it is an absolute prohibition with no exceptions for a 501(c)(3): any amount of inurement can jeopardize exempt status entirely. Private benefit is broader and more forgiving, covering incidental advantages to outsiders (not organizational insiders) that arise from otherwise legitimate charitable activity; small or incidental private benefit does not automatically threaten exemption. The insider transactions discussed below fall squarely under the stricter private inurement rule.

Intermediate Sanctions Under Section 4958

Rather than immediately revoking an organization’s tax-exempt status for every improper insider transaction — a penalty so severe that the IRS rarely used it.  Congress created a middle path in 1996: intermediate sanctions. Under Internal Revenue Code Section 4958, a “disqualified person” who receives an excess benefit from an applicable tax-exempt organization faces a first-tier excise tax equal to 25% of the excess benefit. If the transaction is not corrected within the IRS’s specified correction period, a second-tier tax of 200% of the excess benefit applies. An “excess benefit transaction” is any transaction where the economic value the organization provides to an insider exceeds the value of what the organization receives in return, most commonly seen in unreasonable compensation, favorable leases, or below-market service contracts with a related party. Organization managers who knowingly approved the transaction can also face a separate, smaller excise tax personally.

Who Counts as a “Disqualified Person”

The rule reaches further than most boards expect. A disqualified person includes anyone who, within the five years before the transaction, was in a position to exercise substantial influence over the organization’s affairs — not just the executive director, but often board officers, and in some cases their family members and businesses they control. A board member’s landscaping company mowing the nonprofit’s lawn for an above-market fee, or a founder’s spouse receiving a consulting contract without competitive bidding, both fall within the kind of relationship Section 4958 is designed to scrutinize.

The Most Common Triggers for Small Nonprofits

In our experience advising Southwest Ohio nonprofits, excess benefit exposure tends to come from a short, predictable list: executive compensation set without any comparability data; rent, printing, or consulting contracts with a business owned by a board member, awarded without competitive bids; loans to insiders lacking written terms or a market rate; and reimbursed expenses that drift into personal territory without contemporaneous documentation. None of these arrangements are automatically prohibited (a board member’s business can legitimately do work for the nonprofit) but each needs independent review and documentation to survive scrutiny.

The Rebuttable Presumption of Reasonableness

The IRS gives boards a clear roadmap for protecting themselves and their executive director: the rebuttable presumption of reasonableness. A compensation or contract decision is presumed reasonable if it was (1) approved in advance by a board or committee composed entirely of individuals with no conflict of interest in the transaction, (2) based on appropriate comparability data — salary surveys, market rent studies, or competitive bids — and (3) documented concurrently, in the meeting minutes, including who participated, what data was reviewed, and how the decision was reached. Meeting these three conditions shifts the burden to the IRS to prove the arrangement was unreasonable, rather than leaving the organization to prove it was reasonable after the fact.

One Policy That Prevents Most Problems

A written conflict-of-interest policy, signed annually by every director and officer, is the single most effective preventive step a small nonprofit can take. The policy should require advance written disclosure of any financial interest in a proposed transaction, require the interested person to leave the room during discussion and voting, and require the board to document how it determined the transaction was fair to the organization.

Serving Nonprofits Across Highland, Brown, and Adams Counties

Ohio Legacy Law helps nonprofit boards throughout Hillsboro, Greenfield, Leesburg, Georgetown, Ripley, Mount Orab, Fayetteville, West Union, Winchester, Peebles, and Manchester review executive compensation, related-party contracts, and conflict-of-interest policies before those arrangements draw regulatory attention.

Schedule Your Compliance Review Today

If your organization has an executive director who is also a founder or board member, or contracts with a business connected to a director or officer, call us at (937) 402-2348 or email jim@southwestohiolaw.com to schedule a review before your next audit or Form 990 filing.

This article is provided for general informational purposes and does not constitute legal advice. Whether a specific transaction creates excess benefit exposure depends on the organization’s facts and documentation — consult an attorney or tax advisor before finalizing compensation or related-party arrangements.

Author: James Schroeder

Quick Summary: Passing down a family farm in Brown County, Highland County, or Adams County, Ohio takes more than a will. Farm families need to understand the difference between “farm estate planning” (who inherits the land, equipment, and other assets) and “farm transition planning” (keeping the farming operation itself running for the next generation). This article explains that distinction, introduced by Ohio State University Extension, and how trusts, LLCs, and deeds work together to protect the farm from taxes and family conflict. Attorney James Schroeder is a Member Professional of the Ohio Farm Transition Network and has represented farm families in Southwest Ohio since 2019.

 

Southwest Ohio is farm country. Drive the back roads of Brown County, Highland County, and Adams County and you will pass corn and soybean fields, cattle operations, and family farms that have been worked by the same last name for three, four, or five generations. When I moved to Brown County in 1995 one of my favorite things was to drive the backroads on Saturday mornings and listen to Cowboy Corner on C103 checking out these family legacy operations.  For these families, the farm is not just an investment. It is a livelihood, a home, and often the largest asset in the estate.

That combination — high value, hard-to-divide property, and deep emotional attachment — is exactly why farm succession is one of the most difficult planning challenges a Southwest Ohio family will face. Done poorly, it can trigger an estate tax bill the farm cannot afford to pay, force the sale of land that has been in the family for a century, or split brothers and sisters into opposing camps over who gets what. Done well, it protects both the assets and the relationships.

Two Kinds of Planning, One Family Farm

Most farm families think they only need one document: a will, or maybe a trust. In reality, Ohio State University Extension draws an important distinction between two related but different processes — farm estate planning and farm transition planning — and understanding both is the first step toward protecting the operation.

Farm estate planning is the process of deciding how the farm’s assets — land, buildings, livestock, crops, machinery, savings, and debts — will be distributed after the death of the principal operator, or operators, of the farm (Ohio State University Extension, Ohioline factsheet ANR-47). This is the “who gets what” question, and it is answered through tools like wills, trusts, deeds, and beneficiary designations.

Farm transition planning, on the other hand, is the process by which ownership and management of the farm business are transferred to the next generation while the operation keeps running (Ohio State University Extension, Ohioline factsheet ANR-47). Transition planning asks a harder question: does the family want to pass the farm down as a working business, or simply as a collection of assets to be divided? If the goal is to keep the operation intact and viable, a transition plan has to address not just asset transfer, but leadership, decision-making authority, retirement income for the senior generation, and fairness to any heirs who do not work the farm (Ohio State University Farm Office, Estate & Transition Planning library).

Put simply: an estate plan decides who inherits the farm. A transition plan decides whether there is still a farm left to inherit — and whether it can keep operating without the family falling apart in the process.

Most lawyers only talk about the first half of that equation. The strongest plans address both.

Where to Start: The Ohio Farm Transition Network

For Southwest Ohio farm families who are not sure where to begin, a great starting point is the Ohio Farm Transition Network (OFTN), a collaborative program housed within Ohio State University Extension’s Farm Office. OFTN was founded by a coalition that includes AgCredit, Farm Credit Mid-America, Nationwide, the Ohio Department of Agriculture, the Ohio Farm Bureau Federation, the Ohio Soybean Association, OSU Extension, and the USDA Farm Service Agency, with the goal of training attorneys, accountants, lenders, and other professionals in consistent, high-quality farm transition planning practices statewide (Ohio Farm Transition Network).

Attorney James Schroeder is a Member Professional listed with the Ohio Farm Transition Network, with a profile identifying his specialization in agricultural law and farm succession planning and his service area covering Adams, Brown, Clinton, Fayette, Highland, Pike, Ross, and Scioto Counties (James Schroeder, Ohio State University Farm Office directory). Since returning to Brown County in 2019, James has focused much of his practice on advising and representing farm families through exactly the kind of estate and transition planning discussed here.

The Legal Tools That Bring It Together

Once a family understands the difference between estate planning and transition planning, the next step is choosing the right combination of legal tools. In most Southwest Ohio farm plans, three tools do the heavy lifting:

  • A properly drafted trust can hold farm real estate and equipment, keep the farm out of probate, and set rules for how and when the next generation gains full control — which is especially useful when some heirs work the farm and others do not.
  • LLCs and other business entities. Placing the farming operation into an LLC or family limited partnership separates management of the business from ownership of the underlying land, allowing the senior generation to gradually transfer ownership interests (and reduce potential estate tax exposure) while retaining operational control until they are ready to step back.
  • How title to farmland is held — individually, jointly, through a trust, or through an entity — determines how smoothly (or how painfully) that land passes to the next generation, and whether it avoids probate court altogether.

Used together, a trust, an LLC, and a properly recorded deed can accomplish both goals at once: they answer the estate-planning question of who ultimately owns the farm, and the transition-planning question of who runs it and how the business keeps functioning along the way.

Avoiding the Two Biggest Pitfalls: Taxes and Family Disputes

Farm families who skip formal succession planning tend to run into the same two problems.

Taxes. Farmland and equipment can push an estate’s value well past what a family expects, especially once appreciated land values are factored in. Without lifetime gifting strategies, properly structured trusts, or business entities that allow for valuation discounts, a farm estate can face a tax bill large enough to force the sale of land or equipment just to pay it.

Family disputes. Perhaps even more common than the tax problem is the family problem. When one child has worked the farm for twenty years and another has not, an estate plan that simply splits everything “equally” can feel deeply unfair to the child who stayed — and can leave the farming heir without enough ownership or cash flow to keep the operation running. Transition planning exists specifically to work through those hard conversations in advance, rather than leaving siblings to fight it out after a parent’s death.

Serving Farm Families in Brown, Highland, and Adams County, Ohio

Ohio Legacy Law works with farm families throughout Southwest Ohio, including Brown County, Highland County, and Adams County, to build estate and transition plans that protect both the land and the relationships that go with it. Whether the goal is minimizing estate taxes on farmland, structuring an LLC for the family farming operation, drafting or updating deeds, or simply starting the conversation about who takes over the farm, our office can help you get started the right way — before a crisis forces the issue.

Protect the Family Farm Before It’s Too Late

Farm succession is not a conversation to put off. Land values, family circumstances, and health can all change quickly, and the families who plan early are the ones who keep both their farms and their relationships intact.

Call (937) 402-2348 to schedule a strategy session, or visit us at 338 West Main Street, Hillsboro, Ohio. Our office is open Monday to Friday from 10 AM to 5 PM (Summer and Holiday Hours Vary, please call ahead), with ample parking and ramp access.

 

This article is provided for general informational purposes only and does not constitute legal advice. Every estate plan is different, and you should consult with an attorney regarding your specific circumstances.

Author: James Schroeder

Quick Summary: When a nonprofit’s board decides to close, merge with another organization, or otherwise wind down, Ohio law requires a formal dissolution process under Ohio Revised Code Section 1702.47, and any remaining charitable assets must go to another tax-exempt organization or government entity, never to directors, officers, or members personally. Ohio Legacy Law guides Southwest Ohio boards through mergers and dissolutions with a process that protects the organization’s legacy, its donors’ trust, and the people it serves.

Closing a Nonprofit Is Not the Same as Closing a Business

When a small business closes, its owners can generally divide whatever assets remain. A nonprofit cannot do this, and many board members are surprised to learn it. Because a 501(c)(3)’s assets were built with tax-deductible donations, grants, and tax-exempt operations, those assets are permanently dedicated to charitable purposes, even at the end of the organization’s life. That single rule shapes almost every decision a board makes once it starts thinking seriously about winding down, merging, or restructuring.

When Dissolution Is the Right Call

Declining donations, an aging board with no succession plan, or a mission that has simply been accomplished are all legitimate reasons to consider dissolution rather than limping along for another few years.  Over the past few years I have had the privilege to help several organizations and churches end their mission and ministry with grace and not only make room but give a real boost to a new organization serving the same community.

Ohio Revised Code Section 1702.47 governs the process: the board (and members, if the organization has a voting membership) must adopt a resolution to dissolve, wind up the corporation’s affairs — paying debts, resolving contracts, and distributing remaining assets — and then file a certificate of dissolution with the Ohio Secretary of State. The organization continues to exist only for the limited purpose of winding up its affairs during this period; it should not take on new programs or long-term obligations once the board has voted to dissolve.

Where the Assets Go

The federal rule that shapes every Ohio 501(c)(3) dissolution is the IRS’s required dissolution clause: upon dissolution, remaining assets must be distributed for exempt purposes to another organization described in Section 501(c)(3), or to a federal, state, or local government for a public purpose. In practice, this usually means transferring remaining funds, equipment, and even program files to another local charity with a closely related mission: a food pantry that is closing might transfer its remaining grant funds and freezer equipment to a neighboring food bank, for example. Boards should identify a recipient organization and document the transfer carefully, since both the IRS and the Ohio Attorney General may review how dissolution assets were distributed.

Notice to the Ohio Attorney General and the IRS

Because Ohio charities register with the Attorney General’s Charitable Law Section to solicit donations, that same office expects notice when a registered charity dissolves or merges, and it has authority to review whether charitable assets were properly distributed rather than diverted. On the federal side, the organization’s final Form 990 should clearly reflect the dissolution, the winding-up expenses, and the ultimate distribution of remaining assets. Skipping these notices does not erase the underlying legal obligations — it simply leaves loose ends that can surface later if a donor, grantmaker, or regulator asks questions.

When a Merger Beats a Closure

Dissolution is not always the best outcome for an organization facing decline. Two food pantries serving overlapping communities, or two youth programs competing for the same small pool of local donors, are sometimes stronger combined than each is separately. A merger preserves the programs, retains staff and volunteer institutional knowledge, and can actually strengthen fundraising by presenting funders with one well-run organization instead of two struggling ones. Ohio’s Nonprofit Corporation Law provides a statutory merger process in which one organization survives and absorbs the assets, liabilities, and mission of the other; a path that requires board approval from both organizations and, often, careful negotiation over governance representation, branding, and which programs continue.

Practical First Steps for a Board Considering Any of This

Boards weighing a merger or closure should start with an honest inventory, not a public announcement. That means:

  • A full accounting of assets, liabilities, grant obligations, and any restricted funds tied to a specific donor purpose.
  • A candid conversation with the organization’s largest funders about what a merger or wind-down would mean for their existing commitments.
  • A realistic timeline that allows program participants, staff, and volunteers to transition with dignity rather than abruptly.
  • Legal review of any lease, employment, or vendor contracts that will need to be terminated or transferred.

Announcing a closure or merger before this groundwork is done tends to create panic among donors and program participants that a well-managed transition would have avoided entirely.

Serving Boards Across Highland, Brown, and Adams Counties

Ohio Legacy Law has guided nonprofit boards throughout Hillsboro, Greenfield, Leesburg, Georgetown, Ripley, Mount Orab, Fayetteville, West Union, Winchester, Peebles, and Manchester through both mergers and dissolutions, always with an eye toward protecting the organization’s mission and its donors’ trust through the transition.

Schedule a Confidential Consultation

If your board is considering a merger, restructuring, or dissolution, call us at (937) 402-2348 or email jim@southwestohiolaw.com before making any public announcement, so the legal process protects your organization’s legacy from the start.

This article is provided for general informational purposes and does not constitute legal advice. Dissolution and merger requirements depend on an organization’s specific articles, bylaws, and asset structure — consult an attorney before taking formal action to close or combine your nonprofit.

Author: James Schroeder

Quick Summary: Forming a limited liability company in Ohio is faster and cheaper than most entrepreneurs expect — a $99 filing fee, a required in-state statutory agent, and, unlike almost every other state, no annual report to keep up with once you’re formed. But the paperwork that trips people up isn’t the state filing — it’s skipping the operating agreement. Here’s a step-by-step guide for entrepreneurs in Hillsboro, Brown County, Highland County, and Adams County, Ohio, on forming an LLC correctly the first time.

Why Form an LLC in Southwest Ohio?

Whether you’re opening a storefront in downtown Hillsboro, launching a farm-related business in Brown County, starting a trade or service company in Highland County, or building a small business in Adams County, the limited liability company remains the most popular entity choice for Ohio entrepreneurs. An LLC separates your personal assets — your home, your savings, your vehicle — from the debts and liabilities of your business, while giving you far more flexibility than a corporation in how you run and tax the company. For most local business owners across Brown, Highland, and Adams Counties, an LLC hits the right balance of liability protection, simplicity, and low ongoing cost.

Step 1: Choose a Name for Your Ohio LLC

Your LLC’s name must be distinguishable from other business names already on file with the Ohio Secretary of State, and it must include an LLC designator such as “Limited Liability Company,” “LLC,” or “L.L.C.” Before filing, it’s worth searching the Secretary of State’s business name database and checking whether a matching web domain and social media handle are available — most Southwest Ohio businesses will want their name to work both on Main Street and online.

Step 2: Appoint an Ohio Statutory Agent

Every Ohio LLC — with no exceptions — must continuously maintain a statutory agent with a physical Ohio street address who is available during normal business hours to accept legal papers on the company’s behalf (Ohio Revised Code § 1706.09). The Secretary of State will not even accept your Articles of Organization without a signed statutory agent appointment attached. Many entrepreneurs name themselves or a business partner, but using a P.O. box is not allowed, and if you move, travel frequently, or want an added layer of privacy and protection, retaining your attorney’s office as your statutory agent is a common and effective solution.

Step 3: File Your Articles of Organization ($99)

The document that legally creates your LLC is the Articles of Organization (Ohio Form 610), filed with the Ohio Secretary of State. The filing fee is a flat $99, set by statute, regardless of how many members your LLC has or how much revenue it expects to earn (Ohio Revised Code § 111.16(F)). You can file online through the Secretary of State’s business filing portal, typically processed within about a week, or pay an additional expedite fee for faster turnaround. Once approved, your LLC legally exists — but the state filing is only the beginning of doing it right.

Step 4: Draft an Operating Agreement — Where Most Entrepreneurs Go Wrong

This is the step most Southwest Ohio entrepreneurs skip, and it’s the one that causes the most trouble later. Ohio does not legally require an LLC to adopt an operating agreement, and the document is never filed with the state — it’s a private, internal contract among the members. That said, treating an operating agreement as optional paperwork is a mistake I see regularly, whether the LLC has one member or five.

For single-member LLCs, an operating agreement is important because it:

  • Reinforces the liability shield between you and the business, giving courts and creditors clear evidence that your LLC is a genuine, separate entity rather than an informal extension of your personal finances
  • Establishes what happens to the business if you become incapacitated, pass away, or want to sell or transfer it
  • Satisfies banks, lenders, and title companies, many of which will not open a business account or fund a loan without seeing one
  • Documents your authority to sign contracts, open accounts, and bind the company in your own name

For multi-member LLCs, an operating agreement is essential because it:

  • Spells out each member’s ownership percentage, capital contributions, and share of profits and losses — without this, Ohio’s default LLC statute controls, and its defaults may not match what the members actually intended
  • Defines management structure and voting rights, including what happens when members disagree or deadlock on a major decision
  • Sets out a buyout or exit procedure if a member wants to leave, becomes disabled, divorces, dies, or is forced out — avoiding a costly and public court fight later
  • Restricts transfers of membership interests to outside parties, protecting the remaining members from an unwanted new “partner”
  • Provides a framework for admitting new members or raising additional capital as the business grows
  • Reduces the risk of disputes among family members or friends who go into business together without addressing money and control issues up front

Because the state doesn’t require it, many new businesses in Hillsboro, Mount Orab, West Union, and Winchester never get one — until a dispute, a bank, or a lawsuit forces the question. An operating agreement is inexpensive to draft compared to the cost of resolving a member dispute without one.

Step 5: Obtain an EIN and Handle Tax Elections

After formation, most LLCs need an Employer Identification Number (EIN) from the IRS to open a business bank account, hire employees, and file taxes — this is free and can typically be done online in minutes. You’ll also want to decide, with your accountant, how the LLC will be taxed: by default, a single-member LLC is treated as a disregarded entity and a multi-member LLC as a partnership, but electing S-corporation or C-corporation tax treatment may make sense depending on your income and growth plans.

Step 6: Ohio’s Standout Advantage — No Annual Report Required

Once your LLC is formed, Ohio does something almost no other state does: it currently does not require LLCs or corporations to file a recurring annual or biennial report with the Secretary of State (Ohio Secretary of State Business Filings). There’s no annual report fee, no annual report deadline to track, and no risk of administrative dissolution for missing a report that doesn’t exist. That’s a meaningful, ongoing savings in both time and money compared to states like Florida, New Jersey, California, or Kentucky, where LLCs face a recurring report and fee every year just to stay in good standing. Ohio entrepreneurs still have other ongoing obligations — commercial activity tax filings if applicable, local licenses, and keeping your statutory agent current — but the state-level “annual report” headache simply doesn’t exist here.

Common Mistakes Southwest Ohio Entrepreneurs Make

  • Filing the Articles of Organization without ever drafting an operating agreement
  • Naming themselves as statutory agent, then failing to update the address after moving
  • Mixing personal and business funds, which can undermine the very liability protection the LLC is supposed to provide
  • Assuming Ohio requires an annual report and paying a third-party service for “compliance” filings the state doesn’t actually require
  • Not documenting capital contributions or ownership percentages among co-founders in writing
  • Not securing a good accountant and insurance broker to go along with an attorney to set you up for success.

How Ohio Legacy Law Can Help

Forming an LLC correctly the first time — with a properly drafted operating agreement tailored to your business — costs far less than untangling a dispute or liability problem later. I regularly help entrepreneurs throughout Brown County, Highland County, and Adams County form LLCs, draft operating agreements, and set their businesses up for long-term success, from Hillsboro and Mount Orab to West Union and Winchester.

If you’re ready to start your Ohio LLC the right way, call (937) 402-2348 or email jim@southwestohiolaw.com to schedule a consultation.

 

This article is provided for general informational purposes and does not constitute legal advice. Consult an attorney regarding your specific business formation needs.

Author: James Schroeder

It is a Call I Get More Often Than You’d Think

A client will call me eighteen months after a wreck on Route 32 or a rural stretch of Highland County road, insurance still hasn’t paid fairly, and they finally decide to talk to a lawyer.  A friend gave them my number.  In most cases, we still have time. But every so often, someone calls me twenty-three months out, and we are racing a calendar that does not care how strong the case is. Sadly sometimes I have to tell them they waited too long to pursue the matter, those hurt.

Ohio’s personal injury statute of limitations is not flexible, and it does not wait for insurance adjusters to finish “reviewing” your file. If you were injured in a car accident anywhere in Highland, Brown, Adams, Fayette, Ross, Pike or Scioto County, the single most important date on your calendar is the date of the crash — because that date starts a clock that, in most cases, runs out in exactly two years.

The Two-Year Rule Under Ohio Revised Code Section 2305.10

Ohio’s general personal injury statute of limitations gives you two years from the date of the injury to file a lawsuit for bodily injury arising from a car accident, motorcycle crash, pedestrian collision, or similar negligence claim. This rule comes directly from Ohio Revised Code Section 2305.10 (https://codes.ohio.gov/ohio-revised-code/section-2305.10), which states that “an action for bodily injury or injuring personal property shall be brought within two years after the cause of action accrues.” For most car accident claims, the “accrual” date is simply the date of the crash — not the date you finished treatment, not the date the insurance company denied your claim, and not the date you finally decide you’re ready to hire an attorney.

If you were injured in a car accident in Hillsboro on a given date, you generally have until that same date two years later to file suit — after that, the courthouse door closes, no matter how clear the other driver’s fault was or how serious your injuries are.

Why the Deadline Matters More Than It Seems

Missing the statute of limitations does not just delay your case — it typically ends it permanently. Insurance companies know this, and some adjusters slow-walk negotiations specifically because they know the clock is running. Its a strategy to get you to grow tired, forget and move on with your trying to rebuild your life.

Waiting until the deadline is close also makes it harder to:

– Track down and interview witnesses whose memories have faded
– Preserve dashcam, traffic camera, or 911 dispatch recordings before they are deleted
– Obtain complete medical records showing the full extent of your injuries
– Negotiate from a position of strength, since a defendant who knows you’re almost out of time has little incentive to offer fair value

Exception #1: Injured Minors Get More Time

Ohio law recognizes that children cannot be expected to protect their own legal rights. Under Ohio Revised Code Section 2305.16 (https://codes.ohio.gov/ohio-revised-code/section-2305.16), the two-year clock is tolled — essentially paused — for anyone who was under 18 or of unsound mind at the time of the accident. For a minor, the two-year period does not begin until the minor turns 18. That means a 15-year-old passenger injured in a crash in Brown County generally has until their 20th birthday to file a personal injury claim, not two years from the date of the wreck. This is an important exception for families in Highland, Brown, Adams, and Clermont Counties whose children are injured in accidents while riding as passengers, walking to school, or riding bikes on rural roadways.

Exception #2: Accidents Involving Government Vehicles or Government Property

This is the exception that catches the most people off guard — and it’s one every driver in our  area should understand before assuming they have the full two years.

If your accident involved a county-, township-, municipal-, or state-owned vehicle (a sheriff’s cruiser, a county engineer’s truck, a school bus, a snowplow, a transit vehicle), or if a defective or poorly maintained government road, bridge, or intersection contributed to the crash, you may be dealing with a political subdivision or the State of Ohio itself — and different, much shorter procedural rules apply.

– Claims against counties, townships, municipalities, and school districts fall under Ohio’s Political Subdivision Tort Liability Act. While Ohio Revised Code Section 2744.04 (https://codes.ohio.gov/ohio-revised-code/section-2744.04) preserves the general two-year filing window, political subdivisions are broadly immune from liability except in specific, narrow circumstances (such as negligent operation of a motor vehicle by an employee), and many practitioners advise sending written notice of a claim well within six months of the incident to protect the record and satisfy the entity’s own claim procedures.
– Claims against the State of Ohio — for example, involving an ODOT vehicle, a state trooper, or a defect on a state highway — must be filed with the Ohio Court of Claims, a separate forum from the county common pleas courts, and are subject to their own procedural rules under Ohio Revised Code Section 2743.16 (https://codes.ohio.gov/ohio-revised-code/section-2743.16/1-13-1991).
– Depending on the entity and the circumstances, written notice deadlines as short as 180 days from the date of the accident can apply. Miss that shorter notice window, and you may permanently lose the ability to pursue that particular government defendant — even though your broader two-year statute of limitations under Section 2305.10 has not yet expired.

Because so many of the roads in Highland, Brown, Adams, and Clermont Counties are township- or county-maintained, and because school buses, county EMS units, and township plow trucks are common sights on our rural roadways, this exception comes up more often here than many drivers expect. If a government vehicle or a government-maintained road was involved in any way, don’t wait to talk to an attorney — the notice clock may already be much shorter than two years.

Why This Matters for Drivers in Highland, Brown, Adams, and Clermont Counties

Southwest Ohio’s rural roads present their own accident risks: unmarked township intersections, hills and blind curves on state routes through Highland and Adams Counties, seasonal farm equipment sharing the road in Brown County, and increasing commuter traffic between Clermont County and the Cincinnati metro area. Whether your crash happened on SR-32, SR-73, US-62, or a county road outside Hillsboro, Mount Orab, West Union, Winchester, or Georgetown, the same Ohio statute of limitations rules apply — but the practical stakes are often higher in rural counties, where:

– Local hospitals may transfer serious trauma cases to Cincinnati or Columbus, complicating medical record collection across county lines
– Volunteer fire and EMS reports may take longer to obtain than in larger jurisdictions
– Witnesses at rural accident scenes are often fewer and harder to locate later

What to Do After a Car Accident in Southwest Ohio

1. Seek medical care immediately, even if injuries seem minor — this creates a medical record tied to the accident date and protects your health.
2. Report the accident to law enforcement and obtain a copy of the crash report.
3. Photograph the scene, vehicle damage, road conditions, and any visible injuries.
4. Identify whether a government vehicle or government-maintained road was involved — if so, contact an attorney promptly given the shorter notice deadlines discussed above.
5. Avoid giving a recorded statement to the other driver’s insurance company before speaking with an attorney.
6. Talk to a personal injury attorney well before the two-year mark — not after it.

How Ohio Legacy Law Can Help

Personal injury claims move fast, and Ohio’s statute of limitations does not leave room for delay. Ohio Legacy Law represents injured drivers, passengers, and pedestrians throughout Hillsboro, Mount Orab, West Union, Winchester, Washington Court House, and the surrounding Highland County, Brown County, Adams County, and Clermont County communities. We evaluate your accident, identify whether any government entity may be involved, calculate your filing deadlines, and pursue fair compensation for medical expenses, lost wages, and pain and suffering — all while you focus on recovery.

If you or a family member was injured in a car accident in Highland, Brown, Adams, or Clermont County, don’t wait to find out how much time you actually have. Ohio Legacy Law has experienced attorneys that can help you determine your best strategy.  Call (937) 402-2348 to schedule a consultation with Ohio Legacy Law, or reach us at jim@southwestohiolaw.com.

 

This article is provided for general informational purposes only and does not constitute legal advice. Every accident and claim is different, and the exceptions described above are examples, not an exhaustive list. Contact Ohio Legacy Law directly to discuss the specific facts and deadlines that apply to your case.

Author: James Schroeder

Quick Summary: Adams County, Brown County, and Highland County are each home to an active, well-run Chamber of Commerce, and every business owner in Southern Ohio should strongly consider joining. Chamber membership builds visibility, referrals, and community credibility that no amount of advertising can buy on its own. It also opens the door to cross-county events like the upcoming Coffee & Connections networking event on September 3, 2026, co-hosted by the Brown County Chamber of Commerce and the Adams County Chamber of Commerce, with coffee and donuts provided by Schroeder Law Group. This article explains why chamber involvement matters and how to get connected.

Three Counties, Three Strong Chambers

I have had the privilege of practicing law across Adams, Brown, and Highland Counties for years, and one thing has become clear to me: this part of Southern Ohio punches above its weight when it comes to business advocacy. The Adams County Chamber of Commerce, the Brown County Chamber of Commerce, and the Highland County Chamber of Commerce are each led by people who genuinely care about the businesses in their communities. In my time here I have been part of an gladly volunteered my time to each.  I do it gladly because I know that the businesses these Chambers represent are the backbone of our community.

These volunteers through their Chamber service are not simply attending ribbon-cutting ceremonies. They are organizing legislative advocacy, hosting educational programs, promoting local businesses, and — increasingly — working together across county lines to give members access to a larger network than any single chamber could offer alone.

If you own a business in Hillsboro, Georgetown, West Union, Mount Orab, Winchester, Sardinia, or anywhere in between, you already have a serious asset sitting right in front of you. The question is whether you are using it.

What Chamber Membership Actually Does for a Business

A chamber gives you a seat at the table when county commissioners, township trustees, or state legislators are shaping policy that affects local business — zoning, taxation, workforce development, infrastructure. It gives you a referral network that is built on trust rather than cold outreach. It gives your business a presence at community events, in chamber directories, and in the kind of word-of-mouth conversations that no marketing budget can manufacture. And for many members, it becomes a source of genuine friendship and mutual support during hard seasons, not just business seasons.

There seems to be a trend in the community to tear down elected officials, business people and local leaders for some reason.  It can get tiring.  Connecting with those who are trying to build businesses and improve their communities gives us wings.  I notice that I have never seen these antagonists names on little league uniforms, 4H sponsorships or adding value to our nonprofit organizations and churches.

None of that happens automatically. I realize you are buringin the candle at both ends most days.  But good things happen when a business owner shows up — to the ribbon cuttings, the legislative briefings, the mixers, and yes, the early morning coffee meetings that can feel like one more thing on a full calendar.

The Value of Thinking Beyond Your Own County

One of the most encouraging trends I have watched develop in Southern Ohio is chambers choosing to collaborate across county lines instead of staying in their own lanes. Adams and Brown Counties, in particular, have leaned into this. Businesses in one county regularly serve customers, employees, and vendors from the county next door, so it only makes sense that the organizations representing those businesses would start working together.

Cross-county events widen the pool of potential referral partners, clients, and collaborators well beyond what any single chamber roster can offer. They also send a quiet but important message to the region: Adams, Brown, and Highland Counties are not competing against each other for a shrinking piece of the pie. We are building a regional business community that is stronger together than any one county could be alone.

Coffee & Connections: A Chance to See This in Action

That collaborative spirit is exactly what is behind the upcoming Coffee & Connections event on Thursday, September 3, 2026, from 8:00 to 9:30 a.m., at Sardinia Church of Christ, 7130 Bachman Drive, Sardinia, Ohio. The event is co-hosted by the Brown County Chamber of Commerce and the Adams County Chamber of Commerce, and it is open to members of either chamber or to any business with an established history in Brown or Adams County.

The format is refreshingly simple: connections, not sales pitches. There are no vendor tables and no product pitches — just coffee, donuts, and real conversation among business owners who want to know their neighbors a little better. Coffee and donuts for the morning are being provided by Ohio Legacy Law, as our small way of supporting the kind of community-building this event represents. If you attend, bring a colleague and plan to make at least one new connection worth following up on.

An Invitation, Not Just Advice

If you own a business in Adams, Brown, or Highland County and are not yet a chamber member, I would encourage you to reach out to your local chamber this week. If you are already a member but have not made it to an event in a while, consider Coffee & Connections your reason to change that. Community is built in rooms like this one — over coffee, before the workday even starts — and the businesses that show up consistently are, in my experience, the ones that end up thriving the longest.

Author: James Schroeder

When clients sit down with me to plan a trust, the conversation almost always comes back to one core question: “How do I make sure this money actually helps the people I love, instead of hurting them?” It is a question born of love, not distrust. You want your gift to be a blessing — not a burden, not a target, and not a source of conflict.

Most people have a story of someone who inherited something and squandered it.  One of the most well known and loved parables of Jesus is of the Prodigal Son, the classic example.

One of the most powerful, and most underused, tools for accomplishing that goal is the spendthrift clause.

The Basic Idea

A spendthrift clause (sometimes called a spendthrift provision) is language written into a trust that does two things at once. First, it prevents a beneficiary from voluntarily selling, assigning, or pledging their future interest in the trust before they actually receive a distribution. Second, and just as importantly, it prevents a beneficiary’s creditors from reaching into the trust to seize that interest before the money is paid out. Ohio law is explicit on this point: a spendthrift provision is only valid if it restrains both the voluntary and involuntary transfer of a beneficiary’s interest, or restrains involuntary transfer while allowing voluntary transfer only with a trustee’s consent (Ohio Revised Code § 5805.01).

In plain terms, until the trustee actually cuts a check or hands over property to the beneficiary, that money legally belongs to the trust — not to the beneficiary, and not to anyone the beneficiary owes money to.

Why This Matters for Your Goals as the Grantor

As the person creating the trust (the “grantor” or “settlor”), you are not just moving assets from one column to another. You are trying to accomplish something deeply personal: you want your children, grandchildren, or other loved ones to actually benefit from what you worked a lifetime to build. A spendthrift clause protects that vision in several concrete ways.

It shields the gift from creditors. Life happens. A beneficiary might face a lawsuit, a business failure, or unexpected debt years after you are gone. Under Ohio’s Trust Code, a creditor or assignee of a beneficiary generally cannot reach the beneficiary’s trust interest, or a distribution before the beneficiary actually receives it, so long as a valid spendthrift provision is in place (Ohio Revised Code § 5805.01(C)). Without that language, a creditor could potentially attach future distributions and take the inheritance you intended for your family before your loved one ever sees a dime of it.

It protects against poor decision-making and undue influence. Not every beneficiary is a sophisticated money manager, and not every beneficiary is immune to pressure from a persuasive friend, a struggling business partner, or a manipulative spouse. Addiction issues can cloud a beneficiaries decision making until they get clean.  Because a spendthrift clause prevents the beneficiary from assigning or borrowing against their future interest, it removes the temptation — and the legal mechanism — for someone to talk your beneficiary into signing away their inheritance for a quick loan or a bad investment.

It preserves your intent through a divorce. One of the most common reasons I recommend a spendthrift clause is divorce protection. Ohio courts have generally recognized that a spendthrift provision is enforceable against a beneficiary’s former spouse (Ohio Revised Code § 5805.02(C)), which helps keep inherited assets separate from marital property disputes rather than becoming a bargaining chip in a settlement.  Spendthrift provisions along with prenuptial agreements are important tools.  No one begins with the idea that a divorce will happen, but life happens and an inheritance can be another stumbling block in the relationship.

It gives the trustee room to act in the beneficiary’s true best interest. Because the assets stay inside the trust structure rather than becoming immediately reachable, the trustee can distribute funds according to the schedule and purposes you set — for education, for a first home, for health needs — rather than the assets being scooped up all at once by a claim you never anticipated.

The Limits You Should Know

A spendthrift clause is strong, but it is not absolute, and I always tell clients the truth about its boundaries rather than overselling it. Ohio law carves out specific exceptions. A spendthrift provision generally cannot be used to defeat a claim brought by a beneficiary’s child or spouse for court-ordered support, at least where distributions could be made for the beneficiary’s support, nor can it be used to defeat certain claims by the State of Ohio or the federal government (Ohio Revised Code § 5805.02(B)). If the trust is set up as a wholly discretionary trust, Ohio law provides an additional layer of protection — creditors generally cannot compel distributions or reach the beneficiary’s interest at all, spendthrift language or not (Ohio Revised Code § 5805.03).

For clients with heightened creditor-protection concerns — business owners, professionals in high-liability fields, or those simply wanting the strongest asset protection available under Ohio law — we can also discuss Ohio’s legacy trust statute, which offers additional statutory protections for self-settled trusts (Ohio Revised Code § 5816.03).

Making Your Gift a Blessing, Not a Liability

At the end of the day, estate planning is about more than paperwork — it is about making sure the people you love actually receive the benefit of what you leave them, on the terms and timeline that reflect your values. A well-drafted spendthrift clause is one of the simplest, most effective tools we have to keep your gift protected, keep your intent intact, and keep your family’s inheritance a source of security rather than stress.  Let’s talk about it.

If you are considering a trust, or want to review whether your existing trust includes strong spendthrift protection, I welcome the conversation. You can reach my office at (937) 402-2348 or jim@southwestohiolaw.com.

This article is provided for general informational purposes only and does not constitute legal advice. Every estate plan is different, and you should consult with an attorney regarding your specific circumstances.

— James E. Schroeder, Attorney at Law

STITAR, CROATIA - Return of the prodigal son, Relief on main altar in the church of Saint Matthew in Stitar, Croatia

 

Return of the prodigal son, Relief on main altar in the church of Saint Matthew in Stitar, Croatia

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