[gentoo-nfp] Foundation update

[gentoo-nfp] Foundation update

[Torsten Veller]

What are the trustees doing? What's going on behind the scenes?

1) I would like to see the mailinglist archive updated.
   <http://archives.gentoo.org/ml/gentoo-trustees/2005/>
   Isn't it possible to resend published mails via a mailinglist?

2) "Quaterly Financial Report" for the third quater should be ready?

3) What's the status of the "proposed bylaws"?
-- 
gentoo-nfp@gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[Brian Harring]

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On Wed, Dec 21, 2005 at 03:09:20PM +0100, Torsten Veller wrote:
> What are the trustees doing? What's going on behind the scenes?
> 
> 1) I would like to see the mailinglist archive updated.
>    <http://archives.gentoo.org/ml/gentoo-trustees/2005/>
>    Isn't it possible to resend published mails via a mailinglist?
> 
> 2) "Quaterly Financial Report" for the third quater should be ready?
> 
> 3) What's the status of the "proposed bylaws"?

Yo.  

As stated, what are the trustees doing?  Haven't seen anything from my 
copyright question either...
~harring

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Re: [gentoo-nfp] Foundation update

[Sven Vermeulen]

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On Thu, Jan 05, 2006 at 01:51:15AM -0800, Brian Harring wrote:
> As stated, what are the trustees doing?  Haven't seen anything from my 
> copyright question either...

I'm currently not doing anything; basically because there's not that much to
do here. I don't follow up on the copyright thingie though.

I'll hope to get some goals up in the near future so that we can dive in it
again.

Wkr,
      Sven Vermeulen

-- 
  Gentoo Foundation Trustee          |  http://foundation.gentoo.org
  Gentoo Council Member  

  The Gentoo Project   <<< http://www.gentoo.org >>>

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Re: [gentoo-nfp] Foundation update

[Donnie Berkholz]

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Brian Harring wrote:
| As stated, what are the trustees doing?  Haven't seen anything from my
| copyright question either...

I've got two ongoing projects.

1) Moving from Netbank to a "real" bank, verified by PayPal, so we can
actually get all our money in one place. Since even the bank has a poor
grasp of what paperwork is required for nonprofits, this has taken some
research to figure out what's necessary.

2) Updating how funding requests work. I've got a form that a few people
have used, and I haven't gotten any complaints on it recently. To make
the transition to it, I need to discuss this some more with the other
trustees, especially Corey, who wrote the current funding requests page.
I'm working on an updated version of the page to reflect how the new
form will work.

Thanks,
Donnie
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-- 
gentoo-nfp@gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[Donnie Berkholz]

Donnie Berkholz wrote:
> I've got two ongoing projects.

Quick update on this: progress delayed pending modular X going ~arch, 
because that's when my X workload will decrease enough to make time for 
other Gentoo work.

Thanks,
Donnie
-- 
gentoo-nfp@gentoo.org mailing list

[gentoo-nfp] Foundation update

[Grant Goodyear]

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Here's an update.  It's the same as on my blog.


Current state of affairs
------------------------

With help from Renat Lumpau (rl03), I spent some time this week talking
to the Foundation's lawyers, collecting documents, and sifting through
old e-mails.  As I posted on gentoo-nfp a couple of days ago, the state
of New Mexico did, indeed, revoke the charter for the Gentoo Foundation,
Inc. in October of 2007.  It's still not entirely clear why, since I
mailed a check along with the (then) current and past-due annual reports
to the state of NM way back in July.  Since the check never cleared, it
seems a good guess that the paperwork went astray, but we won't know
until Renat's request (and $5) are processed by NM and they get back to
him.

In any event, having the Foundation's charter revoked is exceptionally
embarrassing, but not catastrophic.  The state of NM has a
straightforward procedure for reinstating a revoked charter, as long as
the request to do so is filed within two years of the charter's
revocation.  This morning I sent by USPS Express Mail (tracking number
EO 943 358 815 US for those who want to play follow-the-paperwork from
home) an envelope to the New Mexico Public Regulation Commission,
Corporations Bureau containing an application for reinstatement, copies
of the missing annual reports, and a check for $60.  

Does the Foundation currently exist?
------------------------------------

Yes.

Many, many people have assumed, quite understandably, that with the
Foundation's charter having been revoked, that the Foundation has thus
ceased to exist.  That's not really true.  You can see this by looking
at the NM statutes, but it's simplest to see by looking at what happens
when NM receives the application for reinstatement.  The New Mexico
public regulation commission will determine if all of our paperwork is
in order.  If it isn't, they'll let us know what we need to do to
complete it.  Once it is, the commission will cancel the certificate of
revocation and file a certificate of reinstatement that takes effect "as
of the effective date of the administrative revocation and the
corporation resumes carrying on its business as if the administrative
revocation had never occurred".

http://tinyurl.com/2v6qtl

Who is in charge here, anyway?
------------------------------

Well, for the moment, I am.  Of course, since I'm one of the people who
let the Foundation's charter get revoked, that's probably not a good
thing, but that's what we have right at the moment.  Who am I?  I'm one
of the two Trustees who hasn't resigned.  (The other is pauldv.)  I'm
also one of the original Trustees from when the Foundation was
incorporated.  During that initial period I was made the Secretary of
the Foundation so that I could establish banking (which requires that
the Secretary sign the forms), and in 2005 I was chosen by the
then-newly-elected Trustees to be the President of the Foundation.  The
important part from the above is that I had the legal authority to sign
the application for reinstatement that I mailed earlier today.

Could somebody else be in charge?
---------------------------------

Yes, but it would take some time.  

The Foundation has members.  Those members could set up an election,
vote out the current bums, and choose new, more dedicated folks to run
things.  Who are these members?  It's anybody who voted in a previous
Trustee election, and all current Gentoo devs who have been a developer
for one year at the closing of the election poll and actually vote in
the election.  The Gentoo Foundation has a _lot_ of members.

An alternative is for the existing Trustees to appoint new trustees to
fill the gaps left by those Trustees who have left.  That would take
less time, but I'd feel much better doing that if new elections were
scheduled to occur within a reasonable amount of time.

What happened to the SFLC?
--------------------------

Weren't we going to consider joinging the Software Freedom Law Center's
Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
Yes, and the SFC was, and still is, interested (as of just a few days
ago, anyway), although they have some concerns about managing the legal
aspects of an entire distribution.  (Gentoo would be larger, by far,
than any of their current member projects.) I still think that's the
right way to go, although it's ultimately going to depend on what the
Foundation's members want.  The bottleneck right now is the assembly of
documents that the SFC needs to go forward:

  * Certificate of Incorporation (or analogous document for your org)         

  * Existing By-Laws for the Organization                                     

  * List of Directors (and historical list of previous directors, if          
    available)                                                                

  * List of Officers (and historical list of previous officers, if            
    available)                                                                

  * Minutes from all Board meetings for the last three years                  

  * All Board Resolutions passed by the Directors                             

  * Membership meeting minutes (if your organization is a membership          
    organization)

  * All Membership Resolutions (if your organization is a membership          
    organization)                                                             

  * All annual reports (published, or filed with any state or federal         
    agency)                                                                   

  * All audited annual finanicals (if any were audited and/or filed)          

  * All financial reports of any kind for the last three years                

  * Copy of all state and/or federal filings (particularly including but      
    not limited to tax-related filings) for the last three years.  In         
    particular, be sure to include:                                           

      + the IRS determination letter for the status of your filing          

      + Your IRC Form 1023 filing                                           

  * List of any ongoing threats of litigation, or other disputes, and         
    documentation of any resolved past litigation                   

  * A list of all assets currently held by the organization (including        
    backup documentation, such as copy of bank statements, etc.)              

      + Include a copy of *all* bank statements for the last year             

  * Any contracts that the organization has executed in the last three        
    years (plus any older than that if they remain active)                    

  * A list of any outstanding loans, leans, or other debts held by the        
    Organization

Much of this stuff needs to be assembled by me (because I have most of
the docs), and I got rather busy the last six months and didn't do any
of it.  I'm going to try to pull together as much as possible this
weekend, but I could use help on a couple of items.  Our sponsored ads
on www.gentoo.org presumably constitute contracts of some sort, so if we
have anything in writing I could use a copy.  Our major tangible assets
are the various gentoo boxes that we have, so a list of those would be
helpful.  I vaguely remember that once upon a time we fired a dev who
then threatened to sue us (but never did, fortunately).  Nonetheless,
we'd best include that info as well.  Help from devrel on that one,
please?  I'd like to have all of this stuff sent to the SFC on Monday,
if at all possible.

Looking forward
---------------

So, what's next?  

We need new Trustees.  I don't think anybody will disagree there.

We need to decide (again) what the role of the Foundation should be.
Currently, the Foundation exists to handle Gentoo's financial matters,
protect and defend Gentoo's trademarks and other intellectual property,
and provide ownership of various "hard" assets, such as the various
Gentoo server boxes.  The Foundation has almost no influence right now
over actual Gentoo (the OS) development.  The only caveat there is that
Gentoo needs to satisfy the requirements of a non-profit organization,
and it's the Foundation's job to let the Council know if something is
happening that might threaten the Foundation's non-profit status.  I
believe that this role is what the majority of the Foundation's members
actually want, and it's one that I believe would be even better served
by having the SFC handle it instead of us.  That said, there has been a
lot of support for what drobbins has proposed
(http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
the Foundation responsible for the health and direction of Gentoo as a
whole.  That's a discussion that's certainly worth having, and
gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
having this discussion, so consider Monday, 23:59 UTC, to be a deadline
for your electronic voice to be heard.  

What about drobbins' proposal?
------------------------------

I'd like to push off until Monday any actual decision, so that the above
discussion can happen first.  I don't think drobbins will mind the
delay, although he's not around right now for me to check first.
-- 
Grant Goodyear	
Gentoo Developer
g2boojum@gentoo.org
http://www.gentoo.org/~g2boojum
GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76

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Re: [gentoo-nfp] Foundation update

[John Alberts]

Thank you for taking the time to elaborate so well on the status of everything.


> That said, there has been a
> lot of support for what drobbins has proposed
> (http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
> the Foundation responsible for the health and direction of Gentoo as a
> whole.  That's a discussion that's certainly worth having, and
> gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
> having this discussion, so consider Monday, 23:59 UTC, to be a deadline
> for your electronic voice to be heard.

The only way the word will truly get out about this, is to put a
notice on the front page with a link to this message.  Maybe someone
who has access to the front page could post a little something on
there about this?

John Alberts



On Jan 18, 2008 2:15 PM, Grant Goodyear <g2boojum@gentoo.org> wrote:
> Here's an update.  It's the same as on my blog.
>
>
> Current state of affairs
> ------------------------
>
> With help from Renat Lumpau (rl03), I spent some time this week talking
> to the Foundation's lawyers, collecting documents, and sifting through
> old e-mails.  As I posted on gentoo-nfp a couple of days ago, the state
> of New Mexico did, indeed, revoke the charter for the Gentoo Foundation,
> Inc. in October of 2007.  It's still not entirely clear why, since I
> mailed a check along with the (then) current and past-due annual reports
> to the state of NM way back in July.  Since the check never cleared, it
> seems a good guess that the paperwork went astray, but we won't know
> until Renat's request (and $5) are processed by NM and they get back to
> him.
>
> In any event, having the Foundation's charter revoked is exceptionally
> embarrassing, but not catastrophic.  The state of NM has a
> straightforward procedure for reinstating a revoked charter, as long as
> the request to do so is filed within two years of the charter's
> revocation.  This morning I sent by USPS Express Mail (tracking number
> EO 943 358 815 US for those who want to play follow-the-paperwork from
> home) an envelope to the New Mexico Public Regulation Commission,
> Corporations Bureau containing an application for reinstatement, copies
> of the missing annual reports, and a check for $60.
>
> Does the Foundation currently exist?
> ------------------------------------
>
> Yes.
>
> Many, many people have assumed, quite understandably, that with the
> Foundation's charter having been revoked, that the Foundation has thus
> ceased to exist.  That's not really true.  You can see this by looking
> at the NM statutes, but it's simplest to see by looking at what happens
> when NM receives the application for reinstatement.  The New Mexico
> public regulation commission will determine if all of our paperwork is
> in order.  If it isn't, they'll let us know what we need to do to
> complete it.  Once it is, the commission will cancel the certificate of
> revocation and file a certificate of reinstatement that takes effect "as
> of the effective date of the administrative revocation and the
> corporation resumes carrying on its business as if the administrative
> revocation had never occurred".
>
> http://tinyurl.com/2v6qtl
>
> Who is in charge here, anyway?
> ------------------------------
>
> Well, for the moment, I am.  Of course, since I'm one of the people who
> let the Foundation's charter get revoked, that's probably not a good
> thing, but that's what we have right at the moment.  Who am I?  I'm one
> of the two Trustees who hasn't resigned.  (The other is pauldv.)  I'm
> also one of the original Trustees from when the Foundation was
> incorporated.  During that initial period I was made the Secretary of
> the Foundation so that I could establish banking (which requires that
> the Secretary sign the forms), and in 2005 I was chosen by the
> then-newly-elected Trustees to be the President of the Foundation.  The
> important part from the above is that I had the legal authority to sign
> the application for reinstatement that I mailed earlier today.
>
> Could somebody else be in charge?
> ---------------------------------
>
> Yes, but it would take some time.
>
> The Foundation has members.  Those members could set up an election,
> vote out the current bums, and choose new, more dedicated folks to run
> things.  Who are these members?  It's anybody who voted in a previous
> Trustee election, and all current Gentoo devs who have been a developer
> for one year at the closing of the election poll and actually vote in
> the election.  The Gentoo Foundation has a _lot_ of members.
>
> An alternative is for the existing Trustees to appoint new trustees to
> fill the gaps left by those Trustees who have left.  That would take
> less time, but I'd feel much better doing that if new elections were
> scheduled to occur within a reasonable amount of time.
>
> What happened to the SFLC?
> --------------------------
>
> Weren't we going to consider joinging the Software Freedom Law Center's
> Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
> Yes, and the SFC was, and still is, interested (as of just a few days
> ago, anyway), although they have some concerns about managing the legal
> aspects of an entire distribution.  (Gentoo would be larger, by far,
> than any of their current member projects.) I still think that's the
> right way to go, although it's ultimately going to depend on what the
> Foundation's members want.  The bottleneck right now is the assembly of
> documents that the SFC needs to go forward:
>
>   * Certificate of Incorporation (or analogous document for your org)
>
>   * Existing By-Laws for the Organization
>
>   * List of Directors (and historical list of previous directors, if
>     available)
>
>   * List of Officers (and historical list of previous officers, if
>     available)
>
>   * Minutes from all Board meetings for the last three years
>
>   * All Board Resolutions passed by the Directors
>
>   * Membership meeting minutes (if your organization is a membership
>     organization)
>
>   * All Membership Resolutions (if your organization is a membership
>     organization)
>
>   * All annual reports (published, or filed with any state or federal
>     agency)
>
>   * All audited annual finanicals (if any were audited and/or filed)
>
>   * All financial reports of any kind for the last three years
>
>   * Copy of all state and/or federal filings (particularly including but
>     not limited to tax-related filings) for the last three years.  In
>     particular, be sure to include:
>
>       + the IRS determination letter for the status of your filing
>
>       + Your IRC Form 1023 filing
>
>   * List of any ongoing threats of litigation, or other disputes, and
>     documentation of any resolved past litigation
>
>   * A list of all assets currently held by the organization (including
>     backup documentation, such as copy of bank statements, etc.)
>
>       + Include a copy of *all* bank statements for the last year
>
>   * Any contracts that the organization has executed in the last three
>     years (plus any older than that if they remain active)
>
>   * A list of any outstanding loans, leans, or other debts held by the
>     Organization
>
> Much of this stuff needs to be assembled by me (because I have most of
> the docs), and I got rather busy the last six months and didn't do any
> of it.  I'm going to try to pull together as much as possible this
> weekend, but I could use help on a couple of items.  Our sponsored ads
> on www.gentoo.org presumably constitute contracts of some sort, so if we
> have anything in writing I could use a copy.  Our major tangible assets
> are the various gentoo boxes that we have, so a list of those would be
> helpful.  I vaguely remember that once upon a time we fired a dev who
> then threatened to sue us (but never did, fortunately).  Nonetheless,
> we'd best include that info as well.  Help from devrel on that one,
> please?  I'd like to have all of this stuff sent to the SFC on Monday,
> if at all possible.
>
> Looking forward
> ---------------
>
> So, what's next?
>
> We need new Trustees.  I don't think anybody will disagree there.
>
> We need to decide (again) what the role of the Foundation should be.
> Currently, the Foundation exists to handle Gentoo's financial matters,
> protect and defend Gentoo's trademarks and other intellectual property,
> and provide ownership of various "hard" assets, such as the various
> Gentoo server boxes.  The Foundation has almost no influence right now
> over actual Gentoo (the OS) development.  The only caveat there is that
> Gentoo needs to satisfy the requirements of a non-profit organization,
> and it's the Foundation's job to let the Council know if something is
> happening that might threaten the Foundation's non-profit status.  I
> believe that this role is what the majority of the Foundation's members
> actually want, and it's one that I believe would be even better served
> by having the SFC handle it instead of us.  That said, there has been a
> lot of support for what drobbins has proposed
> (http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
> the Foundation responsible for the health and direction of Gentoo as a
> whole.  That's a discussion that's certainly worth having, and
> gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
> having this discussion, so consider Monday, 23:59 UTC, to be a deadline
> for your electronic voice to be heard.
>
> What about drobbins' proposal?
> ------------------------------
>
> I'd like to push off until Monday any actual decision, so that the above
> discussion can happen first.  I don't think drobbins will mind the
> delay, although he's not around right now for me to check first.
> --
> Grant Goodyear
> Gentoo Developer
> g2boojum@gentoo.org
> http://www.gentoo.org/~g2boojum
> GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76
>
-- 
gentoo-nfp@lists.gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[Alec Warner]

On 1/18/08, John Alberts <john.m.alberts@gmail.com> wrote:
> Thank you for taking the time to elaborate so well on the status of everything.
>
>
> > That said, there has been a
> > lot of support for what drobbins has proposed
> > (http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
> > the Foundation responsible for the health and direction of Gentoo as a
> > whole.  That's a discussion that's certainly worth having, and
> > gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
> > having this discussion, so consider Monday, 23:59 UTC, to be a deadline
> > for your electronic voice to be heard.
>
> The only way the word will truly get out about this, is to put a
> notice on the front page with a link to this message.  Maybe someone
> who has access to the front page could post a little something on
> there about this?

Patience, a link is coming ;)

-Alec

>
> John Alberts
>
>
>
> On Jan 18, 2008 2:15 PM, Grant Goodyear <g2boojum@gentoo.org> wrote:
> > Here's an update.  It's the same as on my blog.
> >
> >
> > Current state of affairs
> > ------------------------
> >
> > With help from Renat Lumpau (rl03), I spent some time this week talking
> > to the Foundation's lawyers, collecting documents, and sifting through
> > old e-mails.  As I posted on gentoo-nfp a couple of days ago, the state
> > of New Mexico did, indeed, revoke the charter for the Gentoo Foundation,
> > Inc. in October of 2007.  It's still not entirely clear why, since I
> > mailed a check along with the (then) current and past-due annual reports
> > to the state of NM way back in July.  Since the check never cleared, it
> > seems a good guess that the paperwork went astray, but we won't know
> > until Renat's request (and $5) are processed by NM and they get back to
> > him.
> >
> > In any event, having the Foundation's charter revoked is exceptionally
> > embarrassing, but not catastrophic.  The state of NM has a
> > straightforward procedure for reinstating a revoked charter, as long as
> > the request to do so is filed within two years of the charter's
> > revocation.  This morning I sent by USPS Express Mail (tracking number
> > EO 943 358 815 US for those who want to play follow-the-paperwork from
> > home) an envelope to the New Mexico Public Regulation Commission,
> > Corporations Bureau containing an application for reinstatement, copies
> > of the missing annual reports, and a check for $60.
> >
> > Does the Foundation currently exist?
> > ------------------------------------
> >
> > Yes.
> >
> > Many, many people have assumed, quite understandably, that with the
> > Foundation's charter having been revoked, that the Foundation has thus
> > ceased to exist.  That's not really true.  You can see this by looking
> > at the NM statutes, but it's simplest to see by looking at what happens
> > when NM receives the application for reinstatement.  The New Mexico
> > public regulation commission will determine if all of our paperwork is
> > in order.  If it isn't, they'll let us know what we need to do to
> > complete it.  Once it is, the commission will cancel the certificate of
> > revocation and file a certificate of reinstatement that takes effect "as
> > of the effective date of the administrative revocation and the
> > corporation resumes carrying on its business as if the administrative
> > revocation had never occurred".
> >
> > http://tinyurl.com/2v6qtl
> >
> > Who is in charge here, anyway?
> > ------------------------------
> >
> > Well, for the moment, I am.  Of course, since I'm one of the people who
> > let the Foundation's charter get revoked, that's probably not a good
> > thing, but that's what we have right at the moment.  Who am I?  I'm one
> > of the two Trustees who hasn't resigned.  (The other is pauldv.)  I'm
> > also one of the original Trustees from when the Foundation was
> > incorporated.  During that initial period I was made the Secretary of
> > the Foundation so that I could establish banking (which requires that
> > the Secretary sign the forms), and in 2005 I was chosen by the
> > then-newly-elected Trustees to be the President of the Foundation.  The
> > important part from the above is that I had the legal authority to sign
> > the application for reinstatement that I mailed earlier today.
> >
> > Could somebody else be in charge?
> > ---------------------------------
> >
> > Yes, but it would take some time.
> >
> > The Foundation has members.  Those members could set up an election,
> > vote out the current bums, and choose new, more dedicated folks to run
> > things.  Who are these members?  It's anybody who voted in a previous
> > Trustee election, and all current Gentoo devs who have been a developer
> > for one year at the closing of the election poll and actually vote in
> > the election.  The Gentoo Foundation has a _lot_ of members.
> >
> > An alternative is for the existing Trustees to appoint new trustees to
> > fill the gaps left by those Trustees who have left.  That would take
> > less time, but I'd feel much better doing that if new elections were
> > scheduled to occur within a reasonable amount of time.
> >
> > What happened to the SFLC?
> > --------------------------
> >
> > Weren't we going to consider joinging the Software Freedom Law Center's
> > Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
> > Yes, and the SFC was, and still is, interested (as of just a few days
> > ago, anyway), although they have some concerns about managing the legal
> > aspects of an entire distribution.  (Gentoo would be larger, by far,
> > than any of their current member projects.) I still think that's the
> > right way to go, although it's ultimately going to depend on what the
> > Foundation's members want.  The bottleneck right now is the assembly of
> > documents that the SFC needs to go forward:
> >
> >   * Certificate of Incorporation (or analogous document for your org)
> >
> >   * Existing By-Laws for the Organization
> >
> >   * List of Directors (and historical list of previous directors, if
> >     available)
> >
> >   * List of Officers (and historical list of previous officers, if
> >     available)
> >
> >   * Minutes from all Board meetings for the last three years
> >
> >   * All Board Resolutions passed by the Directors
> >
> >   * Membership meeting minutes (if your organization is a membership
> >     organization)
> >
> >   * All Membership Resolutions (if your organization is a membership
> >     organization)
> >
> >   * All annual reports (published, or filed with any state or federal
> >     agency)
> >
> >   * All audited annual finanicals (if any were audited and/or filed)
> >
> >   * All financial reports of any kind for the last three years
> >
> >   * Copy of all state and/or federal filings (particularly including but
> >     not limited to tax-related filings) for the last three years.  In
> >     particular, be sure to include:
> >
> >       + the IRS determination letter for the status of your filing
> >
> >       + Your IRC Form 1023 filing
> >
> >   * List of any ongoing threats of litigation, or other disputes, and
> >     documentation of any resolved past litigation
> >
> >   * A list of all assets currently held by the organization (including
> >     backup documentation, such as copy of bank statements, etc.)
> >
> >       + Include a copy of *all* bank statements for the last year
> >
> >   * Any contracts that the organization has executed in the last three
> >     years (plus any older than that if they remain active)
> >
> >   * A list of any outstanding loans, leans, or other debts held by the
> >     Organization
> >
> > Much of this stuff needs to be assembled by me (because I have most of
> > the docs), and I got rather busy the last six months and didn't do any
> > of it.  I'm going to try to pull together as much as possible this
> > weekend, but I could use help on a couple of items.  Our sponsored ads
> > on www.gentoo.org presumably constitute contracts of some sort, so if we
> > have anything in writing I could use a copy.  Our major tangible assets
> > are the various gentoo boxes that we have, so a list of those would be
> > helpful.  I vaguely remember that once upon a time we fired a dev who
> > then threatened to sue us (but never did, fortunately).  Nonetheless,
> > we'd best include that info as well.  Help from devrel on that one,
> > please?  I'd like to have all of this stuff sent to the SFC on Monday,
> > if at all possible.
> >
> > Looking forward
> > ---------------
> >
> > So, what's next?
> >
> > We need new Trustees.  I don't think anybody will disagree there.
> >
> > We need to decide (again) what the role of the Foundation should be.
> > Currently, the Foundation exists to handle Gentoo's financial matters,
> > protect and defend Gentoo's trademarks and other intellectual property,
> > and provide ownership of various "hard" assets, such as the various
> > Gentoo server boxes.  The Foundation has almost no influence right now
> > over actual Gentoo (the OS) development.  The only caveat there is that
> > Gentoo needs to satisfy the requirements of a non-profit organization,
> > and it's the Foundation's job to let the Council know if something is
> > happening that might threaten the Foundation's non-profit status.  I
> > believe that this role is what the majority of the Foundation's members
> > actually want, and it's one that I believe would be even better served
> > by having the SFC handle it instead of us.  That said, there has been a
> > lot of support for what drobbins has proposed
> > (http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
> > the Foundation responsible for the health and direction of Gentoo as a
> > whole.  That's a discussion that's certainly worth having, and
> > gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
> > having this discussion, so consider Monday, 23:59 UTC, to be a deadline
> > for your electronic voice to be heard.
> >
> > What about drobbins' proposal?
> > ------------------------------
> >
> > I'd like to push off until Monday any actual decision, so that the above
> > discussion can happen first.  I don't think drobbins will mind the
> > delay, although he's not around right now for me to check first.
> > --
> > Grant Goodyear
> > Gentoo Developer
> > g2boojum@gentoo.org
> > http://www.gentoo.org/~g2boojum
> > GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76
> >
> --
> gentoo-nfp@lists.gentoo.org mailing list
>
>
-- 
gentoo-nfp@lists.gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[Senno During]

Thanks Grant for giving this extensive overview! Indeed, there's been a
lot of talk about the offer of drobbins, so it's good to hear "the other
side of the story" now.

i also fully agree with John Alberts, about putting this on the front
page as news! Or at least put up a link to it!

Thanks again! Keep us posted please!

Senno During

On Jan 18, 2008 9:15 PM, Grant Goodyear <g2boojum@gentoo.org> wrote:
> Here's an update.  It's the same as on my blog.
>
>
> Current state of affairs
> ------------------------
>
> With help from Renat Lumpau (rl03), I spent some time this week talking
> to the Foundation's lawyers, collecting documents, and sifting through
> old e-mails.  As I posted on gentoo-nfp a couple of days ago, the state
> of New Mexico did, indeed, revoke the charter for the Gentoo Foundation,
> Inc. in October of 2007.  It's still not entirely clear why, since I
> mailed a check along with the (then) current and past-due annual reports
> to the state of NM way back in July.  Since the check never cleared, it
> seems a good guess that the paperwork went astray, but we won't know
> until Renat's request (and $5) are processed by NM and they get back to
> him.
>
> In any event, having the Foundation's charter revoked is exceptionally
> embarrassing, but not catastrophic.  The state of NM has a
> straightforward procedure for reinstating a revoked charter, as long as
> the request to do so is filed within two years of the charter's
> revocation.  This morning I sent by USPS Express Mail (tracking number
> EO 943 358 815 US for those who want to play follow-the-paperwork from
> home) an envelope to the New Mexico Public Regulation Commission,
> Corporations Bureau containing an application for reinstatement, copies
> of the missing annual reports, and a check for $60.
>
> Does the Foundation currently exist?
> ------------------------------------
>
> Yes.
>
> Many, many people have assumed, quite understandably, that with the
> Foundation's charter having been revoked, that the Foundation has thus
> ceased to exist.  That's not really true.  You can see this by looking
> at the NM statutes, but it's simplest to see by looking at what happens
> when NM receives the application for reinstatement.  The New Mexico
> public regulation commission will determine if all of our paperwork is
> in order.  If it isn't, they'll let us know what we need to do to
> complete it.  Once it is, the commission will cancel the certificate of
> revocation and file a certificate of reinstatement that takes effect "as
> of the effective date of the administrative revocation and the
> corporation resumes carrying on its business as if the administrative
> revocation had never occurred".
>
> http://tinyurl.com/2v6qtl
>
> Who is in charge here, anyway?
> ------------------------------
>
> Well, for the moment, I am.  Of course, since I'm one of the people who
> let the Foundation's charter get revoked, that's probably not a good
> thing, but that's what we have right at the moment.  Who am I?  I'm one
> of the two Trustees who hasn't resigned.  (The other is pauldv.)  I'm
> also one of the original Trustees from when the Foundation was
> incorporated.  During that initial period I was made the Secretary of
> the Foundation so that I could establish banking (which requires that
> the Secretary sign the forms), and in 2005 I was chosen by the
> then-newly-elected Trustees to be the President of the Foundation.  The
> important part from the above is that I had the legal authority to sign
> the application for reinstatement that I mailed earlier today.
>
> Could somebody else be in charge?
> ---------------------------------
>
> Yes, but it would take some time.
>
> The Foundation has members.  Those members could set up an election,
> vote out the current bums, and choose new, more dedicated folks to run
> things.  Who are these members?  It's anybody who voted in a previous
> Trustee election, and all current Gentoo devs who have been a developer
> for one year at the closing of the election poll and actually vote in
> the election.  The Gentoo Foundation has a _lot_ of members.
>
> An alternative is for the existing Trustees to appoint new trustees to
> fill the gaps left by those Trustees who have left.  That would take
> less time, but I'd feel much better doing that if new elections were
> scheduled to occur within a reasonable amount of time.
>
> What happened to the SFLC?
> --------------------------
>
> Weren't we going to consider joinging the Software Freedom Law Center's
> Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
> Yes, and the SFC was, and still is, interested (as of just a few days
> ago, anyway), although they have some concerns about managing the legal
> aspects of an entire distribution.  (Gentoo would be larger, by far,
> than any of their current member projects.) I still think that's the
> right way to go, although it's ultimately going to depend on what the
> Foundation's members want.  The bottleneck right now is the assembly of
> documents that the SFC needs to go forward:
>
>   * Certificate of Incorporation (or analogous document for your org)
>
>   * Existing By-Laws for the Organization
>
>   * List of Directors (and historical list of previous directors, if
>     available)
>
>   * List of Officers (and historical list of previous officers, if
>     available)
>
>   * Minutes from all Board meetings for the last three years
>
>   * All Board Resolutions passed by the Directors
>
>   * Membership meeting minutes (if your organization is a membership
>     organization)
>
>   * All Membership Resolutions (if your organization is a membership
>     organization)
>
>   * All annual reports (published, or filed with any state or federal
>     agency)
>
>   * All audited annual finanicals (if any were audited and/or filed)
>
>   * All financial reports of any kind for the last three years
>
>   * Copy of all state and/or federal filings (particularly including but
>     not limited to tax-related filings) for the last three years.  In
>     particular, be sure to include:
>
>       + the IRS determination letter for the status of your filing
>
>       + Your IRC Form 1023 filing
>
>   * List of any ongoing threats of litigation, or other disputes, and
>     documentation of any resolved past litigation
>
>   * A list of all assets currently held by the organization (including
>     backup documentation, such as copy of bank statements, etc.)
>
>       + Include a copy of *all* bank statements for the last year
>
>   * Any contracts that the organization has executed in the last three
>     years (plus any older than that if they remain active)
>
>   * A list of any outstanding loans, leans, or other debts held by the
>     Organization
>
> Much of this stuff needs to be assembled by me (because I have most of
> the docs), and I got rather busy the last six months and didn't do any
> of it.  I'm going to try to pull together as much as possible this
> weekend, but I could use help on a couple of items.  Our sponsored ads
> on www.gentoo.org presumably constitute contracts of some sort, so if we
> have anything in writing I could use a copy.  Our major tangible assets
> are the various gentoo boxes that we have, so a list of those would be
> helpful.  I vaguely remember that once upon a time we fired a dev who
> then threatened to sue us (but never did, fortunately).  Nonetheless,
> we'd best include that info as well.  Help from devrel on that one,
> please?  I'd like to have all of this stuff sent to the SFC on Monday,
> if at all possible.
>
> Looking forward
> ---------------
>
> So, what's next?
>
> We need new Trustees.  I don't think anybody will disagree there.
>
> We need to decide (again) what the role of the Foundation should be.
> Currently, the Foundation exists to handle Gentoo's financial matters,
> protect and defend Gentoo's trademarks and other intellectual property,
> and provide ownership of various "hard" assets, such as the various
> Gentoo server boxes.  The Foundation has almost no influence right now
> over actual Gentoo (the OS) development.  The only caveat there is that
> Gentoo needs to satisfy the requirements of a non-profit organization,
> and it's the Foundation's job to let the Council know if something is
> happening that might threaten the Foundation's non-profit status.  I
> believe that this role is what the majority of the Foundation's members
> actually want, and it's one that I believe would be even better served
> by having the SFC handle it instead of us.  That said, there has been a
> lot of support for what drobbins has proposed
> (http://blog.funtoo.org/2008/01/here-my-offer.html), which would make
> the Foundation responsible for the health and direction of Gentoo as a
> whole.  That's a discussion that's certainly worth having, and
> gentoo-nfp@gentoo.org is standing by....  Let's try not to take forever
> having this discussion, so consider Monday, 23:59 UTC, to be a deadline
> for your electronic voice to be heard.
>
> What about drobbins' proposal?
> ------------------------------
>
> I'd like to push off until Monday any actual decision, so that the above
> discussion can happen first.  I don't think drobbins will mind the
> delay, although he's not around right now for me to check first.
> --
> Grant Goodyear
> Gentoo Developer
> g2boojum@gentoo.org
> http://www.gentoo.org/~g2boojum
> GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76
>
-- 
gentoo-nfp@lists.gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[William L. Thomson Jr.]

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On Fri, 2008-01-18 at 14:15 -0600, Grant Goodyear wrote:
>
> What happened to the SFLC?
> --------------------------
> 
> Weren't we going to consider joinging the Software Freedom Law Center's
> Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
> Yes, and the SFC was, and still is, interested (as of just a few days
> ago, anyway), although they have some concerns about managing the legal
> aspects of an entire distribution.  (Gentoo would be larger, by far,
> than any of their current member projects.) I still think that's the
> right way to go

snip...

>   I'd like to have all of this stuff sent to the SFC on Monday,
> if at all possible.

Does the SFC have adequate funding? Seemed like they were very tight on
funds, and even if we had a our ducks in a row. All things per their
list and likings. They have no $ for us.

Much less if they have never managed an entity like that. Why are you so
confident they can handle us and our problems? Not meant to be
confrontational, just curious your thoughts there.

Seems like them being new, lack of adequate funding, and lack of
experience managing an entity like ours, much less our size. Seems like
a very risky proposition.

IMHO the SPI is WAY better. More established, been around longer.
Manages Debian, used to do Gnome, etc. Likely has enough funding, surely
enough experience, etc.

Not to start a debate or etc. But minor discussion is cool. It's all
meaningless short of informing all involved. I am sure the SFC or SPI is
something that would be taken to a trustee vote or etc. So surely not
decided upon here or now.

Just wanted to weight out the pros and cons of the two.

-- 
William L. Thomson Jr.
Gentoo/amd64/Java

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Re: [gentoo-nfp] Foundation update

[John Alberts]

William brings up a good point.  I was thinking the same thing, but I
assumed there was a good reason things were leaning toward the SFC.  I
agree that SPI seems to have the experience with larger projects, but
that's just my impression after 15 minutes of research. :)

For those that want to do some reading:
There was a short article on LWN a while ago about the SFC.
http://lwn.net/Articles/204870/

and here's a discussion thread about SPI/SFC differences.
http://lists.spi-inc.org/pipermail/spi-general/2007-September/002414.html

John Alberts



On Jan 18, 2008 4:25 PM, William L. Thomson Jr. <wltjr@gentoo.org> wrote:
>
> On Fri, 2008-01-18 at 14:15 -0600, Grant Goodyear wrote:
> >
> > What happened to the SFLC?
> > --------------------------
> >
> > Weren't we going to consider joinging the Software Freedom Law Center's
> > Software Freedom Conservancy (http://conservancy.softwarefreedom.org/)?
> > Yes, and the SFC was, and still is, interested (as of just a few days
> > ago, anyway), although they have some concerns about managing the legal
> > aspects of an entire distribution.  (Gentoo would be larger, by far,
> > than any of their current member projects.) I still think that's the
> > right way to go
>
> snip...
>
> >   I'd like to have all of this stuff sent to the SFC on Monday,
> > if at all possible.
>
> Does the SFC have adequate funding? Seemed like they were very tight on
> funds, and even if we had a our ducks in a row. All things per their
> list and likings. They have no $ for us.
>
> Much less if they have never managed an entity like that. Why are you so
> confident they can handle us and our problems? Not meant to be
> confrontational, just curious your thoughts there.
>
> Seems like them being new, lack of adequate funding, and lack of
> experience managing an entity like ours, much less our size. Seems like
> a very risky proposition.
>
> IMHO the SPI is WAY better. More established, been around longer.
> Manages Debian, used to do Gnome, etc. Likely has enough funding, surely
> enough experience, etc.
>
> Not to start a debate or etc. But minor discussion is cool. It's all
> meaningless short of informing all involved. I am sure the SFC or SPI is
> something that would be taken to a trustee vote or etc. So surely not
> decided upon here or now.
>
> Just wanted to weight out the pros and cons of the two.
>
> --
> William L. Thomson Jr.
> Gentoo/amd64/Java
>
-- 
gentoo-nfp@lists.gentoo.org mailing list

Re: [gentoo-nfp] Foundation update

[Grant Goodyear]

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William L. Thomson Jr. wrote: [Fri Jan 18 2008, 04:25:54PM CST]
> Does the SFC have adequate funding? Seemed like they were very tight on
> funds, and even if we had a our ducks in a row. All things per their
> list and likings. They have no $ for us.

I'll leave that up to the SFC to decide.  Some time ago the SFC issued
us an invitation to join them, and explained what doing so would mean 
(see http://www.grantgoodyear.org/g2blog/gentoo/20070717-sflc.html
for details).  Neither they nor us are committed to anything right now,
but sending them the information they requested would allow them to make
a decision.  We could then decide to go with them, somebody else, or
keep things going ourselves.

> Much less if they have never managed an entity like that. Why are you so
> confident they can handle us and our problems? Not meant to be
> confrontational, just curious your thoughts there.

Mostly because they problems we face are similar to the problems their
other projects face--preserving and protecting trademarks and
copyrights, handling finances, etcetera.

> Seems like them being new, lack of adequate funding, and lack of
> experience managing an entity like ours, much less our size. Seems like
> a very risky proposition.

Not really, as far as I can tell.  They're likely to do a better job
than we've been doing, since I think we could trust them to file the
appropriate paperwork, at least.  That said, their contract with us
would have an "escape clause".  At any time we could take our assets and
set up a new Foundation, and they'll help us do it.

> IMHO the SPI is WAY better. More established, been around longer.
> Manages Debian, used to do Gnome, etc. Likely has enough funding, surely
> enough experience, etc.

That may be true, and if somebody wants to contact the folks at SPI,
please feel free.  It's not like we'd be joining the SFC tomorrow, no
matter what happens.

I hope that helps,
g2boojum
-- 
Grant Goodyear	
Gentoo Developer
g2boojum@gentoo.org
http://www.gentoo.org/~g2boojum
GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76

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Re: [gentoo-nfp] Foundation update

[William L. Thomson Jr.]

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On Fri, 2008-01-18 at 18:10 -0600, Grant Goodyear wrote:
>
> > IMHO the SPI is WAY better. More established, been around longer.
> > Manages Debian, used to do Gnome, etc. Likely has enough funding, surely
> > enough experience, etc.
> 
> That may be true, and if somebody wants to contact the folks at SPI,
> please feel free.  It's not like we'd be joining the SFC tomorrow, no
> matter what happens.

I will contact them for some unofficial general public information. As I
am not a trustee, I will not formally inquire for Gentoo. Unless you all
want me to. But like has been brought up before. We don't want a bunch
of people hitting them up formally about Gentoo. Likely not even
informally.

If it's cool with you for me to unofficially inquire. Then I will do so,
and provide back the info publicly here. Unless another wants to do it,
or an actual trustee, officially.

So yea or nae to me contacting the SPI unoffically.

-- 
William L. Thomson Jr.
Gentoo/amd64/Java

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Re: [gentoo-nfp] Foundation update

[Grant Goodyear]

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William L. Thomson Jr. wrote: [Fri Jan 18 2008, 06:57:24PM CST]
> I will contact them for some unofficial general public information. As I
> am not a trustee, I will not formally inquire for Gentoo. Unless you all
> want me to. But like has been brought up before. We don't want a bunch
> of people hitting them up formally about Gentoo. Likely not even
> informally.
> 
> If it's cool with you for me to unofficially inquire. Then I will do so,
> and provide back the info publicly here. Unless another wants to do it,
> or an actual trustee, officially.
> 
> So yea or nae to me contacting the SPI unoffically.

Go right ahead.

-g2boojum-
-- 
Grant Goodyear	
Gentoo Developer
g2boojum@gentoo.org
http://www.gentoo.org/~g2boojum
GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76

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Re: [gentoo-nfp] Foundation update

[William L. Thomson Jr.]

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On Fri, 2008-01-18 at 19:32 -0600, Grant Goodyear wrote:
> William L. Thomson Jr. wrote: [Fri Jan 18 2008, 06:57:24PM CST]
> > I will contact them for some unofficial general public information. As I
> > am not a trustee, I will not formally inquire for Gentoo. Unless you all
> > want me to. But like has been brought up before. We don't want a bunch
> > of people hitting them up formally about Gentoo. Likely not even
> > informally.
> > 
> > If it's cool with you for me to unofficially inquire. Then I will do so,
> > and provide back the info publicly here. Unless another wants to do it,
> > or an actual trustee, officially.
> > 
> > So yea or nae to me contacting the SPI unoffically.
> 
> Go right ahead

On it

Will contact them first chance I get. Likely have to wait till Monday,
as the next business day. Not sure if they would be around over weekend
or etc. Looking into it. Will report back when I have some info.

Thanks

-- 
William L. Thomson Jr.
Gentoo/amd64/Java

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[gentoo-nfp] foundation update

[Brian Harring]

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Just firing off an email thanking for the updates sent to -nfp; 

realize it might be a mild pain in the ass sending off an update every 
once in a while, but whiney lil buggers like me like to pretend we're 
in the loop and know what's going on :)

Aside from that, kind of curious about the joint copyright 
assignment bit (read up the basic points of it in the trustees 
archive), that said I'll wait till y'all want to share the legalese 
rather then harassing you now :)

Again, thanks.
~harring

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