Re: [Talk-us] U.S. Local Chapters
Thanks to Bill for his previous post. I was going to also point out what he mentions here and was in the other article he linked to - lawyers I have talked to (albeit a small sample) seem to recommend Delaware for incorporating (non-profit or otherwise - my startup Spatial Networking is incorporated in Delaware, even though I live in Colorado). In regard to having a physical location etc, there are lots of companies that will act as your registered agent and fulfill the needs of having an office in the state etc. I think this generally costs in the order of a couple of hundred dollars a year. Some example services here: http://www.google.com/search?q=incorporate+non-profit+in+delaware For example, this one charges $118 all in: http://www.amerilawyer.com/de_non_profit_corporations.htm It seems far better to me to do the incorporation through an independent agent like this, rather than associating OSM with the physical address of any individual member, who might move, lose interest in OSM, etc etc. So personally I think there is a pretty strong case for just incorporating through an agent in Delaware, unless there are others who know of reasons not to do this (IANAL). Cheers, Peter. On Thu, Oct 1, 2009 at 9:48 PM, Bill Ricker bill.n1...@gmail.com wrote: On Thu, Oct 1, 2009 at 2:19 PM, Anthony o...@inbox.org wrote: I'd recommend setting up the draft bylaws prior to making the decision of where to incorporate. How we want to run the organization will help determine where (and whether) to incorporate. Right, as otherwise the locality dictates what sort of bylaws you can have. Anthony's point on the bylaws talk page that a discussion of principles and alternatives should come before legally drafting seems wise -- and drafting thzlegalese to match our principles and the law of the chose state should be left to a professional. Massachusetts has several oddities in recommended not-for-profit bylaws and THREE separate annual reporting requirements. It's the only jurisdiction I have board / officer / bylaws-committee expertise in, and I would have to recommend incorporating a national entity elsewhere. There's probably a state with worse paperwork for a small board, but I don't know. The only safe early choice is probably Delaware ... provided you don't make replacement of provisional bylaws difficult, which error any good Delaware attorney should help a provisional board from making. Per expert I cited in previous post, it may be the only sane choice anyway. Having been a Director and Officer of a 501(c)(3) corporation subject to Discovery in Litigation, I can not recommend serving on a Board that does not have adequate Directors' Liability Insurance. -- Bill n1...@arrl.net bill.n1...@gmail.com I am not a lawyer, and Justice Scalia agrees it's better that way http://url.ie/2k04 ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us -- Peter Batty - President, Spatial Networking W: +1 303 339 0957 M: +1 720 346 3954 Blog: http://geothought.blogspot.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Yes, that was helpful, thanks Bill. So, as mentioned before, we should probably set a time to plan a conference call so we can start to make some decisions. Does anyone have access to a conference call service? I do not. I would say a tentative agenda is: 1. decide where we plan to incorporate (I think we can request proposals to be listed on the wiki prior and establish a way to vote on it). 2. allocating legal assistance 3. est. a timeline for ratifying draft rules 4. closer look at OSMF local chapter agreement 5. finances-- begin discussing membership types/fees/accounting 6. board selection - begin discussing process for electing board members, and early nominations 7. and Also, if anyone has connections at wikimedia ( I have some I can try to work on), it would probably be helpful to have someone from there who has already gone through a similar process to be on our call or for one of us to report back to the group with their suggestions/advice. Best, Sarah On Wed, Sep 30, 2009 at 9:48 AM, SteveC st...@asklater.com wrote: Really interesting post, thanks On 29 Sep 2009, at 20:10, Bill Ricker wrote: If your are going to incorporate at a national level, please look at examples of good and bad examples in the FOSS community. GrokLaw linked to this discussion, which has relevance outside its own niche. http://www.consortiuminfo.org/standardsblog/article.php?story=20090914102959510 Bill n1...@arrl.net bill.n1...@gmail.com Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
I'd recommend setting up the draft bylaws prior to making the decision of where to incorporate. How we want to run the organization will help determine where (and whether) to incorporate. And I'd recommend deciding upon membership types/fees prior to writing the draft bylaws, since that will be a major part of the bylaws. Apart from that, I pretty much agree. Is too much to ask for to have everyone interested in the conference call set up Skype? On Thu, Oct 1, 2009 at 2:02 PM, Sarah Manley sarah.m.man...@gmail.comwrote: Yes, that was helpful, thanks Bill. So, as mentioned before, we should probably set a time to plan a conference call so we can start to make some decisions. Does anyone have access to a conference call service? I do not. I would say a tentative agenda is: 1. decide where we plan to incorporate (I think we can request proposals to be listed on the wiki prior and establish a way to vote on it). 2. allocating legal assistance 3. est. a timeline for ratifying draft rules 4. closer look at OSMF local chapter agreement 5. finances-- begin discussing membership types/fees/accounting 6. board selection - begin discussing process for electing board members, and early nominations 7. and Also, if anyone has connections at wikimedia ( I have some I can try to work on), it would probably be helpful to have someone from there who has already gone through a similar process to be on our call or for one of us to report back to the group with their suggestions/advice. Best, Sarah On Wed, Sep 30, 2009 at 9:48 AM, SteveC st...@asklater.com wrote: Really interesting post, thanks On 29 Sep 2009, at 20:10, Bill Ricker wrote: If your are going to incorporate at a national level, please look at examples of good and bad examples in the FOSS community. GrokLaw linked to this discussion, which has relevance outside its own niche. http://www.consortiuminfo.org/standardsblog/article.php?story=20090914102959510 Bill n1...@arrl.net bill.n1...@gmail.com Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
On Thu, Oct 1, 2009 at 2:19 PM, Anthony o...@inbox.org wrote: Is too much to ask for to have everyone interested in the conference call set up Skype? I would much, much prefer a standard conference call service. Those services are generally more reliable, easier to get working, have consistency in terms of audio quality, and don't rely on proprietary software. I won't harp on that last point too much (the others are fairly good), but I know it can be an issue for some people and it'd be good to avoid it if possible. What's the conference call system that OSM uses for other call-ins, like the data import working group one? - Serge ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
It was pointed out to me that there are draft bylaws at http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States/Draft_Rules I responded to them at http://wiki.openstreetmap.org/wiki/Talk:Foundation/Local_Chapters/United_States/Draft_Rules On Thu, Oct 1, 2009 at 2:19 PM, Anthony o...@inbox.org wrote: I'd recommend setting up the draft bylaws prior to making the decision of where to incorporate. How we want to run the organization will help determine where (and whether) to incorporate. And I'd recommend deciding upon membership types/fees prior to writing the draft bylaws, since that will be a major part of the bylaws. Apart from that, I pretty much agree. Is too much to ask for to have everyone interested in the conference call set up Skype? ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
yeah I can set up a call, just gimme the word On 1 Oct 2009, at 12:06, Serge Wroclawski wrote: On Thu, Oct 1, 2009 at 2:19 PM, Anthony o...@inbox.org wrote: Is too much to ask for to have everyone interested in the conference call set up Skype? I would much, much prefer a standard conference call service. Those services are generally more reliable, easier to get working, have consistency in terms of audio quality, and don't rely on proprietary software. I won't harp on that last point too much (the others are fairly good), but I know it can be an issue for some people and it'd be good to avoid it if possible. What's the conference call system that OSM uses for other call-ins, like the data import working group one? - Serge ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
On Thu, Oct 1, 2009 at 2:19 PM, Anthony o...@inbox.org wrote: I'd recommend setting up the draft bylaws prior to making the decision of where to incorporate. How we want to run the organization will help determine where (and whether) to incorporate. Right, as otherwise the locality dictates what sort of bylaws you can have. Anthony's point on the bylaws talk page that a discussion of principles and alternatives should come before legally drafting seems wise -- and drafting thzlegalese to match our principles and the law of the chose state should be left to a professional. Massachusetts has several oddities in recommended not-for-profit bylaws and THREE separate annual reporting requirements. It's the only jurisdiction I have board / officer / bylaws-committee expertise in, and I would have to recommend incorporating a national entity elsewhere. There's probably a state with worse paperwork for a small board, but I don't know. The only safe early choice is probably Delaware ... provided you don't make replacement of provisional bylaws difficult, which error any good Delaware attorney should help a provisional board from making. Per expert I cited in previous post, it may be the only sane choice anyway. Having been a Director and Officer of a 501(c)(3) corporation subject to Discovery in Litigation, I can not recommend serving on a Board that does not have adequate Directors' Liability Insurance. -- Bill n1...@arrl.net bill.n1...@gmail.com I am not a lawyer, and Justice Scalia agrees it's better that way http://url.ie/2k04 ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Really interesting post, thanks On 29 Sep 2009, at 20:10, Bill Ricker wrote: If your are going to incorporate at a national level, please look at examples of good and bad examples in the FOSS community. GrokLaw linked to this discussion, which has relevance outside its own niche. http://www.consortiuminfo.org/standardsblog/article.php?story=20090914102959510 Bill n1...@arrl.net bill.n1...@gmail.com Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
If your are going to incorporate at a national level, please look at examples of good and bad examples in the FOSS community. GrokLaw linked to this discussion, which has relevance outside its own niche. http://www.consortiuminfo.org/standardsblog/article.php?story=20090914102959510 Bill n1...@arrl.net bill.n1...@gmail.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Agreed. Steve-- can you set up a conference call? Also, would be good if more folks sign up on committees. I think going forward calls may work best on a committee level, with notes sent out here. I am now volunteering at the wikimedia foundation, so I can probably ask for a help from one of their contacts (per Kate's suggestion). On Wed, Sep 23, 2009 at 5:36 PM, SteveC st...@asklater.com wrote: On 16 Sep 2009, at 13:56, Sarah Manley wrote: As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States) A local chapter will do more advocacy within their own nation. OK That's a lot more filled out, added my name. Suggest moving to a weekly phone call to get it moving. Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
On 16 Sep 2009, at 13:56, Sarah Manley wrote: As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States ) A local chapter will do more advocacy within their own nation. OK That's a lot more filled out, added my name. Suggest moving to a weekly phone call to get it moving. Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
On Sat, Sep 19, 2009 at 9:14 AM, Kate Chapman k...@maploser.com wrote: I took a first stab at the draft rules. http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States/Draft_Rules It is essentially taken from the New York Wikimedia bylaws: http://meta.wikimedia.org/wiki/Wikimedia_New_York_City/Bylaws There are specific legal text we need in the bylaws and I figured it made sense to start from somewhere that probably already had it. That is a good start. I need to take time to look it over in detail, and at some point, we can get some people involved with organizing Wikimedia chapters to review and give feedback. Does anyone have any legal contacts? I have a friend who could probably at least read the bylaws and give that sort of advice. When we incorporated in D.C. for another non-profit we just needed a couple hours of legal advice to make sure we hadn't missed anything. I have some friends here in DC that are almost finished with law school. I think they can take a look and refer us to additional help we may need. I suppose that is another important question, where should we incorporate. Someone has to leave where we incorporate at least in my D.C. experience so that we have a registered agent. Essentially a contact who lives in the jurisdiction. I am between jobs, but if I stay in D.C., then I would be willing to be a contact for this. -Kate -Kate Chapman ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Hello All, Looks like we are getting off to a good start. We have 15 folks on the wiki, and need 20 to start our the chapter. So please spread the word. I think it might be helpful for us to break into committees, so to handle different aspects of forming, managing and advocating for the chapter. Thoughts? It may be best for us to self identify on the wiki with what committee we would like to be on, as well as if we have services that could be of help (ie lawyer, accountant, experience in forming a non-profit etc). If we plan to have an advisory board, we may also want to create a section where people can make proposals. From there we can work on drafting and adopting the draft rules, as well as decide on when and where to incorporate. If its helpful, we may want to set a time for a conference call to iron out some of the details. Best, Sarah On Wed, Sep 16, 2009 at 1:56 PM, Sarah Manley sarah.m.man...@gmail.comwrote: As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States) A local chapter will do more advocacy within their own nation. In the US, if incorporated as a non-profit, the chapter would be able to accept donations without having to pay taxes on them (and provide a tax write off to those who donate to us), be eligible for public and private grants, act as a separate legal entity that owns all data/material donated (which often makes government bodies more willing to share). I know that the OSMF can to that in the UK now, but I have the feeling the US companies/governments would be more comfortable in supporting the project if it had US legal status. (esp if its map data collected with US tax payer money). I think if we want to the US mapper community to grow, this is a way to help as well as formalize the presence here. The cons- more paperwork, money and time. On Wed, Sep 16, 2009 at 1:03 PM, SteveC st...@asklater.com wrote: Playing devils advocate a bit - what will the chapter do that we can't or aren't already? Does the aura of having an incorporated body somehow change everything? It certainly didn't with the OSMF, it was more that we needed a body to hold independent control of things like the domain names. On 15 Sep 2009, at 19:32, Kate Chapman wrote: Hi all, I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. Let me preface the rest of my email with the statement that I'm not a lawyer, but a geonerd. I have helped establish a non-profit in the U.S. that obtained tax-exempt status and I can speak with regards to that experience though. For the group I worked with we already were operating as an L.L.C. at the time and moved to incorporate in D.C. In order to incorporate we had to pay a small fee (roughly 100 dollars), have a registered agent in the District and have articles of incorporation. The tax-exempt status was far more work and involved proof of events we had (in this particular case it was flyers), tax records as well as filling out a 27 page IRS form. If I understand things correctly a U.S. Local Chapter could do the same thing, but we might need to file paperwork with each state we are active in (not totally sure about this, does anyone else have a better idea?). What are people's thoughts about local chapters or having 1 large U.S. chapter? I can see benefits to both sides. Advantages: - I think easily enough possible members - Pooling of resources, one set of paper work Disadvantages: -Spread out, most work would be remote (maybe not a disadvantage) -Where would we be incorporated? Thoughts? I've seen in various places such as the wiki a well as talking to people that there is interest in some sort of U.S. based chapter, but exactly how has to be worked out. Thanks, Kate Chapman ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Sounds good, I think that we have to have a board in order to incorporate. That will need to be done when we file we register the non-profit corporation. Also we should probably look into where we want to register. Kate Chapman (via GPS...I mean iPhone) On Sep 18, 2009, at 6:56 PM, Sarah Manley sarah.m.man...@gmail.com wrote: Hello All, Looks like we are getting off to a good start. We have 15 folks on the wiki, and need 20 to start our the chapter. So please spread the word. I think it might be helpful for us to break into committees, so to handle different aspects of forming, managing and advocating for the chapter. Thoughts? It may be best for us to self identify on the wiki with what committee we would like to be on, as well as if we have services that could be of help (ie lawyer, accountant, experience in forming a non-profit etc). If we plan to have an advisory board, we may also want to create a section where people can make proposals. From there we can work on drafting and adopting the draft rules, as well as decide on when and where to incorporate. If its helpful, we may want to set a time for a conference call to iron out some of the details. Best, Sarah On Wed, Sep 16, 2009 at 1:56 PM, Sarah Manley sarah.m.man...@gmail.com wrote: As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States ) A local chapter will do more advocacy within their own nation. In the US, if incorporated as a non-profit, the chapter would be able to accept donations without having to pay taxes on them (and provide a tax write off to those who donate to us), be eligible for public and private grants, act as a separate legal entity that owns all data/material donated (which often makes government bodies more willing to share). I know that the OSMF can to that in the UK now, but I have the feeling the US companies/governments would be more comfortable in supporting the project if it had US legal status. (esp if its map data collected with US tax payer money). I think if we want to the US mapper community to grow, this is a way to help as well as formalize the presence here. The cons- more paperwork, money and time. On Wed, Sep 16, 2009 at 1:03 PM, SteveC st...@asklater.com wrote: Playing devils advocate a bit - what will the chapter do that we can't or aren't already? Does the aura of having an incorporated body somehow change everything? It certainly didn't with the OSMF, it was more that we needed a body to hold independent control of things like the domain names. On 15 Sep 2009, at 19:32, Kate Chapman wrote: Hi all, I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. Let me preface the rest of my email with the statement that I'm not a lawyer, but a geonerd. I have helped establish a non-profit in the U.S. that obtained tax-exempt status and I can speak with regards to that experience though. For the group I worked with we already were operating as an L.L.C. at the time and moved to incorporate in D.C. In order to incorporate we had to pay a small fee (roughly 100 dollars), have a registered agent in the District and have articles of incorporation. The tax-exempt status was far more work and involved proof of events we had (in this particular case it was flyers), tax records as well as filling out a 27 page IRS form. If I understand things correctly a U.S. Local Chapter could do the same thing, but we might need to file paperwork with each state we are active in (not totally sure about this, does anyone else have a better idea?). What are people's thoughts about local chapters or having 1 large U.S. chapter? I can see benefits to both sides. Advantages: - I think easily enough possible members - Pooling of resources, one set of paper work Disadvantages: -Spread out, most work would be remote (maybe not a disadvantage) -Where would we be incorporated? Thoughts? I've seen in various places such as the wiki a well as talking to people that there is interest in some sort of U.S. based chapter, but exactly how has to be worked out. Thanks, Kate Chapman ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org
Re: [Talk-us] U.S. Local Chapters
One of the first steps is to draft bylaws or what OSM appears to call Draft Rules http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States/Draft_Rules http://meta.wikimedia.org/wiki/Step-by-step_chapter_creation_guide The next step would be to get agreement for the rules, with the OSM Foundation and our members, as well as some legal advice. Establishing a board would probably come after that, and then incorporation. -Kate On Fri, Sep 18, 2009 at 7:54 PM, Kate Chapman k...@maploser.com wrote: Sounds good, I think that we have to have a board in order to incorporate. That will need to be done when we file we register the non-profit corporation. Also we should probably look into where we want to register. Kate Chapman (via GPS...I mean iPhone) On Sep 18, 2009, at 6:56 PM, Sarah Manley sarah.m.man...@gmail.com wrote: Hello All, Looks like we are getting off to a good start. We have 15 folks on the wiki, and need 20 to start our the chapter. So please spread the word. I think it might be helpful for us to break into committees, so to handle different aspects of forming, managing and advocating for the chapter. Thoughts? It may be best for us to self identify on the wiki with what committee we would like to be on, as well as if we have services that could be of help (ie lawyer, accountant, experience in forming a non-profit etc). If we plan to have an advisory board, we may also want to create a section where people can make proposals. From there we can work on drafting and adopting the draft rules, as well as decide on when and where to incorporate. If its helpful, we may want to set a time for a conference call to iron out some of the details. Best, Sarah On Wed, Sep 16, 2009 at 1:56 PM, Sarah Manley sarah.m.man...@gmail.com wrote: As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States) A local chapter will do more advocacy within their own nation. In the US, if incorporated as a non-profit, the chapter would be able to accept donations without having to pay taxes on them (and provide a tax write off to those who donate to us), be eligible for public and private grants, act as a separate legal entity that owns all data/material donated (which often makes government bodies more willing to share). I know that the OSMF can to that in the UK now, but I have the feeling the US companies/governments would be more comfortable in supporting the project if it had US legal status. (esp if its map data collected with US tax payer money). I think if we want to the US mapper community to grow, this is a way to help as well as formalize the presence here. The cons- more paperwork, money and time. On Wed, Sep 16, 2009 at 1:03 PM, SteveC st...@asklater.com wrote: Playing devils advocate a bit - what will the chapter do that we can't or aren't already? Does the aura of having an incorporated body somehow change everything? It certainly didn't with the OSMF, it was more that we needed a body to hold independent control of things like the domain names. On 15 Sep 2009, at 19:32, Kate Chapman wrote: Hi all, I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. Let me preface the rest of my email with the statement that I'm not a lawyer, but a geonerd. I have helped establish a non-profit in the U.S. that obtained tax-exempt status and I can speak with regards to that experience though. For the group I worked with we already were operating as an L.L.C. at the time and moved to incorporate in D.C. In order to incorporate we had to pay a small fee (roughly 100 dollars), have a registered agent in the District and have articles of incorporation. The tax-exempt status was far more work and involved proof of events we had (in this particular case it was flyers), tax records as well as filling out a 27 page IRS form. If I understand things correctly a U.S. Local Chapter could do the same thing, but we might need to file paperwork with each state we are active in (not totally sure about this, does anyone else have a better idea?). What are people's thoughts about local chapters or having 1 large U.S. chapter? I can see benefits to both sides. Advantages: - I think easily enough possible members - Pooling of resources, one set of paper work Disadvantages: -Spread out, most work would be remote (maybe not a disadvantage) -Where would we be incorporated? Thoughts? I've seen in various places such as the wiki a well as talking to people that there is interest in some sort of U.S. based chapter, but exactly how has to be worked out. Thanks, Kate Chapman
Re: [Talk-us] U.S. Local Chapters
All, I was planning to send a similar email this week, so Kate, thanks for beating me to it. I agree that it is important to get the US chapter up and running, and that local groups can then use the national non-profit status for their efforts. One place we may want to look to as an example is the Wiki Media Foundations Chapter agreement and processes ( http://meta.wikimedia.org/wiki/Step-by-step_chapter_creation_guide ). I know that folks at OSMF are working on the agreement with the foundation, and I think we can start a team to look into gaining non-profit status. The best bet is probably to form into committees to carry out the needed steps. So far, some folks who want to be involved have signed up here: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/Proposed_Chapters I can create a new page that is Foundation/Local_Chapters/United_States where we can form into the committees and start to delegate tasks. We will most definitely need a lawyer, accountant and some start up funds.There may also be organizations that exist that can help us in the process ( If anyone is in NYC, i know the foundation center helps with this: http://www.foundationcenter.org/getstarted/faqs/html/starting_nonprofit.html). Since there is a strong DC team and its the capital, it may be good to incorporate there. I can also volunteer to be a lead contact in California. I know the state of CA is already using OSM, and is interested in becoming more involved( http://recovery.ca.gov/HTML/RecoveryImpact/map.shtml). I also have a contacts at WikiMedia Foundation if we would like to ask them any advice. Best, Sarah On Tue, Sep 15, 2009 at 8:50 PM, Peter Batty pe...@ebatty.com wrote: Based on some of the other discussion I've seen about local chapters, it seems as though it may well be useful for us to have an OSM legal entity in the US for various reasons. So if it's not too much hassle to set up I think it's probably worth doing. I would vote for doing just one at the US level though, I think that more local groups (state level etc) can just be informal organizations as they are now, and can use the US local chapter if and when they need a legal entity. So I'd be supportive of setting something up, and happy to help out. Cheers, Peter. On Tue, Sep 15, 2009 at 9:39 PM, Kate Chapman k...@maploser.com wrote: I currently do work with my local group that organizes around a wiki page: http://wiki.openstreetmap.org/wiki/MappingDC I think there potentially can be some cash flow. We have been approaching local governments to get permissions to import their data. In the case of the District of Columbia we can just download it off their website. Some our municipalities there is a fee for them to make a DVD of their data. There are individuals willing to pay in order to obtain the data, but it does amount to cash-flow. There may be other situations where organizations would like to donate equipment such as GPS units as well. Also when dealing with NGOs and governments having legal standing can also potentially give us more weight as well. Also since OSMF is U.K. based they can't necessarily handle legal issues within the United States depending on the scope of them. I'm not saying it is necessary to form a legal entity, but I don't think it is totally black and white either. -Kate Chapman On Tue, Sep 15, 2009 at 11:19 PM, Bill Ricker bill.n1...@gmail.comwrote: At least some US local cadre organize around the state and city wiki.osm.org pages, with just an event announcement on the list. eg http://wiki.osm.org/wiki/Boston I've been around 501(c)(3) and related state incorporation and charitable regs more often than I'd like. I'd rather spend my mapping time mapping and leave any corporate governance to the OSMF and CloudMade. Incorporation is useful if there are assets or liabilities. I don't see a cash flow in a OSM chapter. If there isn't enough cash flow to pay for Directors' Liability Insurance, incorporating just focuses Liability on the Officers and Directors. The asset is the Map date, rights for which are held by OSMF. CloudMade and the OSMF should handle the legal issues. Let's map. -- Bill n1...@arrl.net bill.n1...@gmail.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us -- Peter Batty - President, Spatial Networking W: +1 303 339 0957 M: +1 720 346 3954 Blog: http://geothought.blogspot.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters (Christian O. Petersen)
Hi All I think there are quite a few advantages to a local chapter for the US - the ones I think are the most important are the ones that help us all map the US. - As a local chapter we can do a drive focused on getting the US OSM community and map to catch up with Europe - we could use both PR and social networks for this - As a local chapter we can better coordinate data imports and make sure they fit the specific US needs - It makes it easier to deal with government and local agencies, large companies, other non-profits and NGOs - A legal entity is able to receive/own donated goods and services from companies that can help build the map While it may be possible to work under the OSM-F to achieve the same benefits, a local entity will have a stronger focus on mapping every one of the United States I do see a few cons to creating a local chapter: - We should only do it if there is enough local support for it to start with - We need to ensure enough cash flow to pay for incorporation, Directors' Liability Insurance, etc. I am certainly willing to put in some work helping with the creation of a local chapter for the US, and have already posted some initial thoughts to the wiki page started by Sarah today: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States Looking forward to hearing more on what everyone thinks. - Christian c...@cloudmade.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Playing devils advocate a bit - what will the chapter do that we can't or aren't already? Does the aura of having an incorporated body somehow change everything? It certainly didn't with the OSMF, it was more that we needed a body to hold independent control of things like the domain names. On 15 Sep 2009, at 19:32, Kate Chapman wrote: Hi all, I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. Let me preface the rest of my email with the statement that I'm not a lawyer, but a geonerd. I have helped establish a non-profit in the U.S. that obtained tax-exempt status and I can speak with regards to that experience though. For the group I worked with we already were operating as an L.L.C. at the time and moved to incorporate in D.C. In order to incorporate we had to pay a small fee (roughly 100 dollars), have a registered agent in the District and have articles of incorporation. The tax-exempt status was far more work and involved proof of events we had (in this particular case it was flyers), tax records as well as filling out a 27 page IRS form. If I understand things correctly a U.S. Local Chapter could do the same thing, but we might need to file paperwork with each state we are active in (not totally sure about this, does anyone else have a better idea?). What are people's thoughts about local chapters or having 1 large U.S. chapter? I can see benefits to both sides. Advantages: - I think easily enough possible members - Pooling of resources, one set of paper work Disadvantages: -Spread out, most work would be remote (maybe not a disadvantage) -Where would we be incorporated? Thoughts? I've seen in various places such as the wiki a well as talking to people that there is interest in some sort of U.S. based chapter, but exactly how has to be worked out. Thanks, Kate Chapman ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
As listed by Kate in her second email (and being built out on the wiki: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States) A local chapter will do more advocacy within their own nation. In the US, if incorporated as a non-profit, the chapter would be able to accept donations without having to pay taxes on them (and provide a tax write off to those who donate to us), be eligible for public and private grants, act as a separate legal entity that owns all data/material donated (which often makes government bodies more willing to share). I know that the OSMF can to that in the UK now, but I have the feeling the US companies/governments would be more comfortable in supporting the project if it had US legal status. (esp if its map data collected with US tax payer money). I think if we want to the US mapper community to grow, this is a way to help as well as formalize the presence here. The cons- more paperwork, money and time. On Wed, Sep 16, 2009 at 1:03 PM, SteveC st...@asklater.com wrote: Playing devils advocate a bit - what will the chapter do that we can't or aren't already? Does the aura of having an incorporated body somehow change everything? It certainly didn't with the OSMF, it was more that we needed a body to hold independent control of things like the domain names. On 15 Sep 2009, at 19:32, Kate Chapman wrote: Hi all, I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. Let me preface the rest of my email with the statement that I'm not a lawyer, but a geonerd. I have helped establish a non-profit in the U.S. that obtained tax-exempt status and I can speak with regards to that experience though. For the group I worked with we already were operating as an L.L.C. at the time and moved to incorporate in D.C. In order to incorporate we had to pay a small fee (roughly 100 dollars), have a registered agent in the District and have articles of incorporation. The tax-exempt status was far more work and involved proof of events we had (in this particular case it was flyers), tax records as well as filling out a 27 page IRS form. If I understand things correctly a U.S. Local Chapter could do the same thing, but we might need to file paperwork with each state we are active in (not totally sure about this, does anyone else have a better idea?). What are people's thoughts about local chapters or having 1 large U.S. chapter? I can see benefits to both sides. Advantages: - I think easily enough possible members - Pooling of resources, one set of paper work Disadvantages: -Spread out, most work would be remote (maybe not a disadvantage) -Where would we be incorporated? Thoughts? I've seen in various places such as the wiki a well as talking to people that there is interest in some sort of U.S. based chapter, but exactly how has to be worked out. Thanks, Kate Chapman ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us Yours c. Steve ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
On Tue, Sep 15, 2009 at 10:32 PM, Kate Chapman k...@maploser.com wrote: I've heard various talk going on about local chapters in various places. I did a quick archive search but didn't find that much information regarding U.S. chapters. There seems to be people interested, but perhaps working separately. At least some US local cadre organize around the state and city wiki.osm.org pages, with just an event announcement on the list. eg http://wiki.osm.org/wiki/Boston I've been around 501(c)(3) and related state incorporation and charitable regs more often than I'd like. I'd rather spend my mapping time mapping and leave any corporate governance to the OSMF and CloudMade. Incorporation is useful if there are assets or liabilities. I don't see a cash flow in a OSM chapter. If there isn't enough cash flow to pay for Directors' Liability Insurance, incorporating just focuses Liability on the Officers and Directors. The asset is the Map date, rights for which are held by OSMF. CloudMade and the OSMF should handle the legal issues. Let's map. -- Bill n1...@arrl.net bill.n1...@gmail.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
I currently do work with my local group that organizes around a wiki page: http://wiki.openstreetmap.org/wiki/MappingDC I think there potentially can be some cash flow. We have been approaching local governments to get permissions to import their data. In the case of the District of Columbia we can just download it off their website. Some our municipalities there is a fee for them to make a DVD of their data. There are individuals willing to pay in order to obtain the data, but it does amount to cash-flow. There may be other situations where organizations would like to donate equipment such as GPS units as well. Also when dealing with NGOs and governments having legal standing can also potentially give us more weight as well. Also since OSMF is U.K. based they can't necessarily handle legal issues within the United States depending on the scope of them. I'm not saying it is necessary to form a legal entity, but I don't think it is totally black and white either. -Kate Chapman On Tue, Sep 15, 2009 at 11:19 PM, Bill Ricker bill.n1...@gmail.com wrote: At least some US local cadre organize around the state and city wiki.osm.org pages, with just an event announcement on the list. eg http://wiki.osm.org/wiki/Boston I've been around 501(c)(3) and related state incorporation and charitable regs more often than I'd like. I'd rather spend my mapping time mapping and leave any corporate governance to the OSMF and CloudMade. Incorporation is useful if there are assets or liabilities. I don't see a cash flow in a OSM chapter. If there isn't enough cash flow to pay for Directors' Liability Insurance, incorporating just focuses Liability on the Officers and Directors. The asset is the Map date, rights for which are held by OSMF. CloudMade and the OSMF should handle the legal issues. Let's map. -- Bill n1...@arrl.net bill.n1...@gmail.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
Re: [Talk-us] U.S. Local Chapters
Based on some of the other discussion I've seen about local chapters, it seems as though it may well be useful for us to have an OSM legal entity in the US for various reasons. So if it's not too much hassle to set up I think it's probably worth doing. I would vote for doing just one at the US level though, I think that more local groups (state level etc) can just be informal organizations as they are now, and can use the US local chapter if and when they need a legal entity. So I'd be supportive of setting something up, and happy to help out. Cheers, Peter. On Tue, Sep 15, 2009 at 9:39 PM, Kate Chapman k...@maploser.com wrote: I currently do work with my local group that organizes around a wiki page: http://wiki.openstreetmap.org/wiki/MappingDC I think there potentially can be some cash flow. We have been approaching local governments to get permissions to import their data. In the case of the District of Columbia we can just download it off their website. Some our municipalities there is a fee for them to make a DVD of their data. There are individuals willing to pay in order to obtain the data, but it does amount to cash-flow. There may be other situations where organizations would like to donate equipment such as GPS units as well. Also when dealing with NGOs and governments having legal standing can also potentially give us more weight as well. Also since OSMF is U.K. based they can't necessarily handle legal issues within the United States depending on the scope of them. I'm not saying it is necessary to form a legal entity, but I don't think it is totally black and white either. -Kate Chapman On Tue, Sep 15, 2009 at 11:19 PM, Bill Ricker bill.n1...@gmail.comwrote: At least some US local cadre organize around the state and city wiki.osm.org pages, with just an event announcement on the list. eg http://wiki.osm.org/wiki/Boston I've been around 501(c)(3) and related state incorporation and charitable regs more often than I'd like. I'd rather spend my mapping time mapping and leave any corporate governance to the OSMF and CloudMade. Incorporation is useful if there are assets or liabilities. I don't see a cash flow in a OSM chapter. If there isn't enough cash flow to pay for Directors' Liability Insurance, incorporating just focuses Liability on the Officers and Directors. The asset is the Map date, rights for which are held by OSMF. CloudMade and the OSMF should handle the legal issues. Let's map. -- Bill n1...@arrl.net bill.n1...@gmail.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us -- Peter Batty - President, Spatial Networking W: +1 303 339 0957 M: +1 720 346 3954 Blog: http://geothought.blogspot.com ___ Talk-us mailing list Talk-us@openstreetmap.org http://lists.openstreetmap.org/listinfo/talk-us
