Squeak Legal Entity Formation

Ron Teitelbaum Ron at USMedRec.com
Thu Mar 16 17:16:52 UTC 2006


Here is an interesting article about Non-Profit Organizations.  For those
interested.

http://www.thenation.com/doc/20050124/shuman 

Ron Teitelbaum
Ron at USMedRec.com 

> From: Andrew Greenberg
> Sent: Monday, March 13, 2006 2:09 PM
>
> Legal formation of a foundation such as Squeak-F is a relatively
> simple problem, and doesn't really deserve much cognitive effort.
> The bottom line is that you should get, and follow, the advice of
> counsel and/or the accountant who is setting things up for you.  If
> you are getting those services for free, it would be simply insane to
> ask them to step out of their jurisdiction or comfort zone to
> structure the corporation in some strange or new-fangled way.  Given
> what I understand of Squeak-F goals, this is an absolutely routine
> matter.  In the United States, modern and "uniform" corporate laws
> make it less and less important in which state you organize.
> 
> In particular, if you are using free lawyers, don't ask them to
> practice outside the country in which they are practicing, unless
> there is a genuine issue that I don't understand.  The encryption
> issue is simply not one of those.  If you, in fact, are exporting
> into or out of any nation, it is probably of no consequence in which
> nation you have organized -- you will be subject as a practical
> matter to the customs and internet-related laws of that
> jurisdiction.  Since Squeak-F will be resourceless in any legal
> squabble as a matter of practice, follow the KISS rule.  We simply
> can't afford, and are unlikely to benefit from, any complex legal
> structure.
> 
> KISS.  Don't let the perfect become the enemy of the good.
> Organization is something that requires very little thought, and must
> not become a hurdle.  Far more important is figuring out what it is
> you want to do, and then doing it.
> 
> THE REAL QUESTION IS, AND ALWAYS HAS BEEN, TO DEFINE THE ENTITY'S
> MISSION.  Organization is a formality.  Please don't ignore the
> important issue for the trivial one.
> 
> P.S.: I read somewhere that IRS has been loathe to grant open source
> NFP entities tax-exempt status.  My tax partner thought it was an
> interesting question, but wondered aloud whether it made much
> difference at all, since most prospective donors of import would be
> able to write off the expense one way or the other, and most small
> donors will not care much one way or the other.  As a practical
> matter, does Squeak-F expect to do much grass roots fund-raising,
> that you should particularly care?
> 
> 
> On Mar 7, 2006, at 6:48 PM, Ron Teitelbaum wrote:
> 
> > Hey Craig,
> >
> > Congratulations!
> >
> > Well I would vote for Delaware since there are a number of benefits of
> > incorporating there, not to mention the lower costs.  Also we
> > already have
> > legal help from the software freedom law center, which is free.  I
> > would say
> > that yes we should get the tax exempt status, and yes we need
> > accounting
> > help.  Over all I would say not too much time and not very much
> > money.  It
> > just needs to get done so we can move on.
> >
> > Ron Teitelbaum
> >
> >> -----Original Message-----
> >> From: Craig Latta
> >> Sent: Tuesday, March 07, 2006 4:46 PM
> >>
> >> Hi--
> >>
> >> 	Ron writes:
> >>
> >>> My vote would be for setting up the Squeak Foundation as a Not for
> >>> Profit United States Non-Stock Corporation... I'm not sure why it
> >>> needs to take a considerable amount of time.
> >>
> >> 	Well, if I we decide to incorporate in the U.S., we'd have to decide
> >> in
> >> which state to incorporate, and whether to apply for tax-exempt
> >> status
> >> with the U.S. Internal Revenue Service, and jump through those hoops.
> >> We'd probably want to choose and hire a lawyer and an accountant.
> >>
> >> 	That sounds like a considerable amount of time (and money) to me.
> >>
> >>
> >> -C
> >>
> >> --
> >> Craig Latta
> >> improvisational musical informaticist
> >> www.netjam.org
> >> Smalltalkers do: [:it | All with: Class, (And love: it)]
> >>
> >>
> >
> >
> 
> 





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