As a community member, my input probably isn't as valuable but that's never stopped me from giving it. :)
I definitely think it is a good idea to create some sort of legal organization for Habari, especially since we're probably not going to be getting anyone elses protection, for the following purposes: 1) Financial management (being able to organize events, etc.) 2) Legal protection (limit committer/PMC responsability) 3) Copyright protection (some prevention against others claiming our code) However, I think our focus should be on keeping the bureaucracy to a minimum. Therefor, a LLC is probably the best option. Since non-profit status would really be the only compelling reason for S-Corp, and that would require excessive paperwork, an LLC is probably the best option at thus juncture. In terms of management, I think I agree with Blake. It would be excessive to include every PMC member, especially as there are other options. However, I don't think we should make arbitrary distinctions based solely on date of joining (all PMC members are supposed to be equal). Instead, make it as simple as this: any PMC member who wishes to be legally a member can request and be granted such status. In light of the difficulties associated with such (especially taxes), that should keep numbers manageable. Others can be dealt with as Blake suggested. Thanks for getting the ball rolling on this. ~Morgante Pell Written on a crappy Ubuntu desktop, while my MacBook Pro is repaired. Blake Johnson wrote: > On May 27, 4:48 pm, Sean T Evans <[email protected]> wrote: > >> Some of the issues that have been brought up: >> * Jurisdiction of Incorporation >> > > Some interesting comments on possible locations for formation: > http://www.myllc.com/which-state-to-form-llc.aspx > > >> * LLC vs S-Corp >> > > I think the only compelling reason to form an S-Corp is if we want to > file for non-profit status. However, I am told that the non-profit > filings are rather onerous and time-consuming. Otherwise, the S-corp > suffers from additional taxes and filing requirements as compared to > an LLC. > > >> * Corporation Membership (All PMC vs Subset (including implications for >> minors and non-US Citizens) >> > > Every member of the Habari LLC will have to receive a Schedule K-1 and > report Habari income and expenses on their personal tax returns. This > is a non-trivial addition to tax prep that I would not wish upon > anyone, let alone a large group of people. For this reason, I am in > favor of limiting the LLC membership to a small subset of people > (perhaps the founding four?). > > LLCs may file articles of organization which create a larger pool of > managers. I propose making all PMC members managers of the Habari LLC. > Changes to the management board would also be easy to specify in > "meeting minutes" rather than in state filings which declare changes > to the LLC membership. > > >> * motivations (financial, liability protection) >> > > I would further add protection of Habari assets (namely make sure > others do not try to claim copyright of our code). > > >> * for-profit vs non-profit (these have _very_ specific legal definitions >> and implications) >> > > See above on LLC vs S-corp > > --Blake > > > > --~--~---------~--~----~------------~-------~--~----~ To post to this group, send email to [email protected] To unsubscribe from this group, send email to [email protected] For more options, visit this group at http://groups.google.com/group/habari-users -~----------~----~----~----~------~----~------~--~---
