On Fri, Oct 02, 2020 at 09:10:53AM +0100, Michael Meeks wrote: > On 30/09/2020 09:40, Andreas Mantke wrote:
>>> c) form sub-group to work out and publish business entity proposals >>> URL: https://redmine.documentfoundation.org/issues/3294 >>> Status: Criteria list (Lothar) Draft proposal for Luxemburg entity >>> (Paolo), next meeting orga(Thorsten) ->> >>> https://nextcloud.documentfoundation.org/s/NeBWm25cd2LHyoq I took a look at the above document. My general impression is that any CIC / SIS / ... like structure will have to be carefully considered to see whether the inherent limitations thereof are something that can be lived with, or whether they will lead to similar/same problems as with TDF money, which is what we try to avoid! The Luxembourg SIS has the clear advantage over (my understanding of) the previous UK CIC proposal that it would be clearly owned by TDF, the management has to present its report (at least once per year) to the shareholder (TDF), and the shareholder (TDF) approves... or not! of the management's past actions. Just like in any company. In a Luxembourg SIS, that report is not only on the general management of the company and its accounts, but also specifically on the "social purpose" of the SIS, and must measurably demonstrate whether the goals (which must be quantifiable) have been met, or not, and "how much" they have been met. Another approach, which was my first thought before reading the above linked document, is to make a straight commercial company, fully owned by TDF. This will clearly allow "any" commercial activity, while ensuring that any profits, if not tendered out, are ploughed back into the community by way of TDF. I'm a big believer in the "theory" of incentives. A taxable structure also comes with an incentive to spend the money (tender it out), since the tenders will count as expenses, and reduce the income tax owed. I'm not saying that is in itself a reason to choose a taxable structure. In all cases (CIC/SIS-like structure or straight commercial company), we have to delineate clearly the functioning of the company, and its governance. In order to allow the company to be focused, and so that it is not just an echo chamber of TDF processes, we could consider that, while economically fully owned by TDF, the governance is such that a group of "well-chosen" people (initially formally chosen/approved by the TDF as incorporator of the company; in practice can be chosen by the TDF BoD, by "the community at large" according to some process, ...) will be able to run the company (or choose the people that will). If we choose for that, there are company types that allow it. I understand that "the TDF BoD runs the company" is emphatically not a governance model we want for the company. So the question is: what governance model do we want? Once that question is answered, we can start to think technically to choose a structure type that will match that. Just to give me an impression of scale, what would be the order of magnitude of the expected cashflow (turnover) in the "expected average success" scenario? What would be the order of magnitude of the turnover in the "sky high, we never thought we would be so successful financially" scenario? -- Lionel -- To unsubscribe e-mail to: board-discuss+unsubscr...@documentfoundation.org Problems? https://www.libreoffice.org/get-help/mailing-lists/how-to-unsubscribe/ Posting guidelines + more: https://wiki.documentfoundation.org/Netiquette List archive: https://listarchives.documentfoundation.org/www/board-discuss/ Privacy Policy: https://www.documentfoundation.org/privacy
