Archive:2005-06-06

Conference call on 6 p.m. EST, June 6th, 2005.

Minutes
Attendance: Gavin, Nelson, Ben, Stephen, Elizabeth, Matt

Hello, Matt Burrows
Oh hello sir!

Common Themes
These kept coming up as general trends in recommendations from Matt.
 * Using others (PK, EFF) as a model.
 * More structure is necessary, for defensive purposes.

Incorporation

 * articles of inc. for FC.o (formed) / bylaws
 * what is the mission
 * what is its activity
 * student-run or hybrid? (hybrid. -Nelson)
 * What happens after the SC stops being students? (phase out to advisory mode, and out of the org. -Gavin)
 * may not need bylaws
 * must say how officers/directors are chosen, according to AoI
 * 501(c)3: Questions related to eligibility for tax writeoffs
 * Self-funded: are member donations used to buy goods/services to benefit members?
 * else: the understanding that donations will go towards the goals of the organization

Board, Officers, Directors

 * FC.o run by board, votes and decides, all power comes from board
 * day-to-day operation run by officers: Pres., VP, sec'y
 * edicts can be general: "day-to-day operation", "organization"
 * most officers expected to also be directors, because too few people -Matt
 * hiring officers, maybe one or two. -Nelson
 * Some states require particular set of officers; have to find out for FL. -Elizabeth
 * This is a simple question of satisfying legal requirements. -Matt
 * election of officers
 * Officers ideally defined by clear job descriptions; helps org run more efficiently

The effect of structure on an unstructured FC.o

 * Structure makes you more efficient/accountable. -Matt
 * Minimizing the structured authority gives more practical power to the unstructured "grassroots" portion of the org.
 * There is no hierarchy currently. -Elizabeth

Legal liability

 * Must follow articles/bylaws.
 * If not, then legal action may "pierce the veil" and attack individuals.
 * Matt does not recommend vague bylaws as a way to allow for change.
 * Increases with connection to chapters.
 * Insurance: PK duplicate?  May not get insurance at all.

Relation to student groups

 * Membership is different campuses
 * formal membership: group signs agreement with FC.o, agrees to abide by rules of FC.o
 * unofficial relationship: allow use of name, possibly indemnify FC.o in case of problems
 * Trademark licensing? tabled three times or so
 * Liability: we can't soak up liability for all chapters. Won't control/direct chapters.
 * FC.o is a resource for chapters to use. -Matt
 * Can offer or deny recognition/resources as a FC chapter.

Assets and funding

 * Merchandising: trademark
 * mark usage must be defended actively
 * EFF has a TM; maybe use their policies as a model?
 * violation depends upon "operating in our space"
 * Grant process: publishing articles/bylaws, tax deduction paperwork
 * Accepting donations through PK
 * have documentation of the agreement
 * we might get legal help from them
 * get a letter from them explaining the way donation works
 * Licensing to solicit charitable donations (LA): not sure, follow a model

501(c)3 process

 * get bylaws straight
 * tax-exempt form (series of questions, described above)
 * response time after done: 6 months
 * lawyer/accountant help with the form recommended
 * We've decided to finish this up in 2-3 weeks.