Gentoo Archives: gentoo-nfp

From: Rich Freeman <rich0@g.o>
To: gentoo-nfp <gentoo-nfp@l.g.o>
Subject: Re: [gentoo-nfp] [Discussion] Refiling as a tax-exempt nonprofit.
Date: Mon, 20 Jul 2020 23:49:44
Message-Id: CAGfcS_mTjxMWYhcNosCCydJFLOvJdV2wfux7jw94E=ASt3siSQ@mail.gmail.com
In Reply to: [gentoo-nfp] [Discussion] Refiling as a tax-exempt nonprofit. by Alec Warner
1 On Mon, Jul 20, 2020 at 6:50 PM Alec Warner <antarus@g.o> wrote:
2 >
3 > I'm more open to this idea than I was in the past but I continue to have concerns about recruiting board members who will execute the duties required.
4
5 What duties are these? As far as I'm aware you don't need the members
6 of the board to do much in order to be a non-profit, including a
7 501c3.
8
9 There are certainly requirements for the Foundation as a whole, but I
10 don't believe there are many legal requirements for the board itself.
11 They could be addressed by bringing in expertise in non-board roles.
12
13 > - We could recruit outside members of the board who are not Gentoo Developers, but had advocacy from other OSS projects.
14
15 IMO this is a really bad idea. This basically hands legal control
16 over Gentoo to outsiders (at least in part). If we need their
17 expertise, why not have them do the work, but not place them on the
18 board? They could be made officers if necessary, since officers
19 legally don't have the final say over decisions.
20
21 IMO it would be better still to just hire them as employees and not
22 even make them officers. An officer merely needs to certify that
23 certain things were done correctly to the state - the officer doesn't
24 need to do them personally.
25
26 > - We could try to recruit or modify the way individuals are recruiter as Gentoo Developers, to make it easier to attract board members.
27 >
28 > I'd like to also discuss whatever foundational changes we might make in a new set of bylaws besides simply board membership.
29
30 I feel like we're having the tail wag the dog here. We're talking
31 about basically diluting the control of everybody who is recognized as
32 a contributor to bring in more outside people, in the hope that these
33 outsiders will file some paperwork.
34
35 If all you care about is paperwork just dissolve the Foundation
36 entirely, because in the US we have thousands of corporations that all
37 file their paperwork on time. Lots of paperwork will still get done
38 without Gentoo. Plenty of it will be done by FOSS-oriented
39 non-profits too.
40
41 Gentoo doesn't exist to get paperwork done. The Foundation and the
42 necessary paperwork exist to facilitate the operation of the distro.
43
44 Right now everybody the community recognizes as a significant
45 contributor automatically is eligible for membership in the
46 Foundation. If we're not recognizing significant contributors with
47 the "Developer" label then this should of course be fixed. However,
48 if somebody isn't contributing enough to be recognized as a regular
49 contributor then why would we want them to have a say in how the
50 distro is run?
51
52 And keep in mind that a Foundation that gets divorced from the distro
53 can cause a lot of headaches. At the very least they have the power
54 to force a name change, new infra, and so on. It isn't the end of the
55 world, and I'm not saying that anybody involved in the Foundation
56 wants this. I'm just saying that we need to be careful about handing
57 control over to outsiders.
58
59 Also, if an "outsider" is really that interested in volunteering to
60 help Gentoo they really aren't an outsider anyway, and if they're
61 seriously contributing they can be designated as a developer, as the
62 ebuild quiz is not required to become a Developer. Just let
63 themselves immerse themselves in the community first before putting
64 them in charge.
65
66 --
67 Rich

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