From: Michael Renzmann <mrenzmann@...>
Subject: [Madwifi-devel] Incorporating as non-profit organisation
Date: Oct 2, 11:31 am 2007

Hi all.

Incorporating the MadWifi project as non-profit entity is on our
to-do-list since months, and I really would like to see it happen soon
now. There were some private discussions about this in the past, but each
time we started to think about that step one event or the other
side-tracked the team. So let's try again, and this time with a public
discussion to get opinions on that topic from the community, too.


Motivation
==========
Main motivation for setting up a non-profit organisation is to be able to
handle monetary donations from users in a clean way. So far, we are a
bunch of interested and only loosely organised developers working on the
driver. Legally there is no "the project", so it's not possible to set up
a bank account for "the project". Accepting monetary donations would
require at least one developer to munge a private bank account with funds
received for the project. As this just calls for trouble we once decided
against doing it this way.
On the other hand we see a rising amount of users asking how they can
donate money to support the ongoing development of MadWifi and ath5k. The
money could be used for covering costs for our server, for setting up a
small testbed installation, for providing developers with Atheros-based
cards, and so on.


Ways to incorporate as non-profit
=================================
We basically have two options to incorporate:

 1. Found our own "stand-alone" non-profit.
 2. Join a non-profit umbrella such as the SFC [1] or the SPI [2].

>From past discussions and experiences it seems clear that option 1 is not
for us. We are developers, and none of us seems to be keen on diving into
more administrative work than we already have. This leaves us with option
2.

The idea of a non-profit umbrella is to provide interested projects an
easy way to incorporate while keeping most of the administrative tasks off
of them. The umbrella is a non-profit entity itself, providing the
benefits of "being incorporated" to its members. Members don't need to
take care of the paperwork or fiscal reports, developers gain protection
from personal liability, and so on.
A good overview on the benefits is given on the pages of the SFC (tab
"overview", section "What are the benefits of joining the Conservancy?").

As far as I know, SFC and SPI are the only non-profit umbrellas that exist
for open-source projects - or at least these are the two "famous" ones.

Following to the SFLC website, the "Software Freedom Conservancy" (SFC)
has been started in April 2006 as one of five primary areas of the SFLC.
Many of the names known from the SFLC (for example Eben Moglen, Brian
Kuhn, Karen Sandler) appear in the SFC records, too, but as far as I
understand the SFC is a somewhat separate entity. In other words: one can
be member of the SFC without requiring to be a client of the SFLC and vice
versa.
Member projects currently are: BusyBox, Inkscape, Libbraille, Mercurial,
SurveyOS, Samba, uCLibc, Wine.

"Software in the Public Interest" (SPI), on the other hand, has been
started in 1997 as an independant non-profit entity. However there are
several affiliations with other non-profits in different countries
(Canada, Germany, Italy) that allow better handling of donations (more
about that below).
Member projects currently are: Debian, Drupal, Freesco, freedesktop.org,
Gallery, GNUstep, GNU TeXmacs, OFTC, OpenOffice.org, OpenVAS, Open Voting
Foundation, PostgreSQL, wxWidgets.


Comparison: SFC vs. SPI
========================
Both umrellas basically provide the same services:

 * being a non-profit while keeping the administrative overhead as low as
possible
 * help and support for remaining administrative tasks
 * tax-deductible donations for donors in some countries
 * handling of funds, assets, copyright and trademarks on behalf of the
member
 * pro bono legal councelling (to a certain, limited amount)

However, there are some details that could be seen as their "unique
selling point".

Maybe the most important advantage that from my point of view speaks for
the SFC is the close relation to the SFLC. The SFLC has done a lot of work
during the past months to provide legal counsel and spend advise to the
general Linux wireless efforts as well as specifically MadWifi/ath5k (some
examples: [4], [5], [6]), and they did a great job with that. As we could
see during the past months, having a strong legal advisor as backing seems
to be a good idea especially when it comes to ath5k.

This close relation between SFC and SFLC could turn out as a negative
point, too. Key persons of the SFLC have a job in the SFC; in situations
similar to these of the past weeks where the SFLC was busy with auditing
the ath5k source thoroughly SFC-related tasks probably get noteably
delayed. This is just an assumption, however.

A big plus for the SPI is its affiliation with several other non-profits,
allowing tax-deductible donations for other countries than just the US.
Particularly the option to receive tax-deductible donations from european
donors could come in handy for us and might encourage more companies
(especially vendors that sell Atheros-based equipment) and users to donate
to the project. Donations are important for us since we need hardware for
the reverse engineering work, for example.

There are other differences, too, some of them have been pointed out in a
discussion [7] I've started on the spi-general mailing list. Yes, I know
that the guys there are a bit biased towards the SPI ;)


Let's start the discussion
==========================
I currently tend to vote for incorporating as non-profit by joining the
SPI, and at the same time join the SFLC as client. That way we had the
benefits of both options. The work of the SFLC then should be supported by
assigning a share (for example 15%, just to give a number) of the
donations we receive.

Now it's your turn, please contribute to the discussion. What is your
opinion on the stuff above, which option do you prefer? Do you know of
other options to incorporate as non-profit? Do you have good or bad
experiences with either of the mentioned umbrellas?

Please let us know what you think, every comment is highly appreciated.


Links:
======
[1] http://conservancy.softwarefreedom.org
[2] http://spi-inc.org
[3] http://softwarefreedom.org
[4] http://www.softwarefreedom.org/news/2007/jul/06/sdr-paper/
[5] http://www.softwarefreedom.org/news/2007/jul/31/openhal/
[6] http://www.softwarefreedom.org/news/2007/sep/27/wireless-review/
[7] http://lists.spi-inc.org/pipermail/spi-general/2007-September/002413.html

Bye, Mike

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