Re: [gentoo-nfp] Trustee nomination: Aaron Bauman (bman)

[Rich Freeman]

On Wed, Jul 18, 2018 at 3:34 PM Roy Bamford <neddyseagoon@g.o> wrote:
>
> Spinning up a new NFP and directing future donations there seems
> OK. Moving the residue of assetts there after the tax liability is
> known is OK too. Thats the formal winding up

++

Really, though, I don't see the reason to even move at that point.  I
could see moving to an umbrella.  I could see not moving at all.  I
don't see the point in spinning up one non-profit and shutting down
the current one.  That is, unless the new state gives us some legal
advantage, or if it gives us a better chance of getting 501c3 status.
If we aren't getting either benefit then we're just doing a lot of
paperwork.  If this is just about bylaws/articles/etc, then we can
change those without moving.

>
> As long as the trustees can continue to reject incomplete applications
> for funding, even from the council, there is no problem.
>

I think that any legal entity is going to have to do reasonable care,
and the officers/directors of that entity are responsible to see that
it happens.  That is, they need to verify that the expenditure is
legal and basically aligned with the goals of the org.  Any umbrella
org is going to be the same.

I do think it is important to define expectations around these reviews
depending on the model we choose.  Is the Foundation/umbrella/etc just
checking to see if the request meets the minimum legal standards?  Or
are they also doing a more strategic evaluation?  That is, are they
asking "can we legally spend $5k on hardware signing devices?"  Or are
they asking "will spending $5k on hardware signing devices be a better
use of money than saving that $5k so that we can later spend it on
newspaper ads for Gentoo?"  The former is probably what an umbrella
would do.  The latter is more like what the Foundation technically
does today, though we have so few requests for funding and the
requests tend to be small enough that they don't tend to turn them
down for that sort of reason.  What governance body do we want making
the decisions around prioritization?

I'm not really taking a side as far as this argument goes.  I'm just
pointing out that this is the sort of thing that we'd benefit from
clearing up, so that we don't have two bodies disagreeing on
priorities.  When it comes to legal requirements I suspect there will
be fewer disputes, and in any case I don't think the
officers/directors can legally divorce themselves of their duties
here.

-- 
Rich