Assisting nonprofit organizations is a major focus of our corporate and transactional pro bono practice. We recently worked with the Bay Area Furniture Bank, a California nonprofit that provides donated furniture and other goods to previously unhoused individuals and others who find shelter through local social service agencies. Most of its clients, without means to furnish their new spaces, sleep on the floor or don’t have a table to eat at before receiving donations. The Furniture Bank says its mission is “furnishing futures” – our team was honored to help the group secure its own. Learn more from Harshil Shukla, Pro Bono Attorney for Corporate & Transactional Matters, and Henry Hawkins, a second-year Litigation associate in our Northern California office.

How did our lawyers get involved with the Furniture Bank?

Harshil: Nancy Marchand, our Head of Corporate & Transactional Pro Bono, learned through her connections in the pro bono counsel community that the Furniture Bank was looking for assistance on a potential strategic alliance. We first connected with the Furniture Bank’s founder and executive director, Ray Piontek, in April of 2022. After a long and successful business career, Ray, in his retirement years, created the Furniture Bank and made it his personal mission to supply people in need with furnishings to turn their new houses into homes. Ray, at age 79, was still doing much of the day-to-day work himself. He and his board were looking to partner with another organization that could help sustain the Furniture Bank and its mission as Ray sought to transition away from the grind of running daily operations.

What did our work for the Furniture Bank entail?

Harshil: Ray and the Furniture Bank’s board had decided to expand and formalize the group’s existing relationship with Abode Services, a larger nonprofit fighting homelessness and providing homes for the unhoused. As on a billable M&A matter, we first did diligence work to understand the two organizations. We were involved in meetings with both boards and conversations in which the leaders of both groups talked about their goals for the partnership. After drafting and securing agreement on a preliminary term sheet, we moved on to drafting the strategic alliance agreement and other ancillary agreements. We got to be not only legal counsel but strategic advisers that the Furniture Bank board really relied on.

Henry, what specifically did you work on for the Furniture Bank?

Henry: I helped a lot with drafting the strategic alliance agreement. Arrangements of this nature are not formed very often, so I did a lot of it from scratch and by adapting elements of other agreements. I also helped revise the Furniture Bank’s governing documents. In meetings with the Furniture Bank’s board, I helped explain complex legal language and structures to nonlawyers.

What has been most meaningful to you about our work for the Furniture Bank?

Harshil: A couple of months into our work, we learned that Ray was very sick and realized that this was driving the need to solidify the Furniture Bank’s future. He continued to be very involved in the project and, thankfully, got to see that we were almost at the finish line before he died in October 2022.

The work became quite personal for our team because we knew how much this meant to Ray. There was so much on the line for Ray’s legacy, as well as for individuals and families in need.

Henry: In addition, the homelessness crisis in the Bay Area is catastrophic – it’s among the worst in the country. Against this dire backdrop, the impact of the Furniture Bank’s work is so tangible. It was rewarding to help ensure this life-changing aid will continue to be available to people who need it for years to come. And hearing from the board how much they appreciated our help was really satisfying.

Were there other Davis Polk lawyers who worked on this project?

Harshil: In addition to Nancy, Henry and me, the team included partners Stephen Salmon (Corporate, Northern California), Mario Verdolini (Tax, New York) and Kyoko Takahashi Lin (Executive Compensation, New York), associate Sheryl Bohan (Executive Compensation, New York), and 2022 summer associates Jared Madnick and Michael Allen Nakamura.

What should law students and other associates know about pro bono work at Davis Polk?

Henry: Pro bono work is a really fantastic way to hone your legal skills and develop new ones. As an associate in my first and second years, I got to do bespoke drafting, which was a confidence builder. And you can get a lot of client contact on a pro bono matter. As we were finalizing the strategic alliance, the Furniture Bank’s board chair, Richard Gross, called me directly on multiple occasions to talk through issues and provisions. It was really nice to have that rapport.

Learn more about Davis Polk’s Pro Bono program.

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