Hi Kirill,
Thanks.
1. I was thinking that we would go to AffCom for that first $50 filing
fee and then go to GAC/PEG when whe have a more detailed budget. If DC
would like to sponsor the $50 registration fee, that would be appreciated.
2. What are the elements of bylaws that AffCom does and doesn't want
affiliates to use?
3. OK. I was aware that funds were provided for WikiConference USA 2014
through a scholarship program that was administered through the organizers,
and I am glad to hear that this is likely to continue. I believe that the
Wikimedia Affiliates Conference and Wikimania have very different
scholarship models. I also believe that Wikimedia UK has a dedicated
scholarship fund for Wikimania for its members. That said, this may be more
complicated than we want to concern ourselves with at the moment, and in
any case the reimbursement fund for bus fares and Seattle-Portland
transportation is the highest priority, followed by the WikiConference USA
2015 scholarships.
4. If Wikimedia DC is additionally willing to fund the roughly $100
annual registered agent commercial service fee for a year, we can go with
that. It would make things simpler on our end.
Thanks,
Pine
On Sun, Sep 14, 2014 at 5:08 PM, Kirill Lokshin <
kirill.lokshin(a)gmail.com> wrote:
Hi Pine,
Overall, I think you're on the right track here. A few specific points
that I want to address:
1. While AffCom can, in theory, provide startup funding, we do not
typically get requests for it, and consequently do not really have an
established process to disburse it. While we could potentially come up
with something, it may be easier and faster for you to get funding
elsewhere. I would suggest either the WMF PEG program [1] or the Wikimedia
DC small grants program [2]; the former will allow you to get more funding,
particularly if you plan to roll program expenses into your grant request,
while the latter is faster and requires less paperwork if your short-term
funding needs are more limited.
2. Assuming that you do proceed with incorporation, please make sure to
submit your proposed bylaws to AffCom for review, since issues with bylaws
are a major cause of rejected affiliate applications, and could potentially
impact the renewal of your recognition next year.
3. Travel to the Wikimedia (Affiliates) Conference is traditionally
fully funded for all invited representatives. Assuming the current system
remains in place next year, you will be eligible to send at least one
representative, and possibly two, with the costs paid for by the hosting
chapter, so I would say that this conference probably doesn't need to be a
priority as far as scholarships are concerned.
4. With regard to registered agents, there is often a requirement that
they be available at the listed address during business hours; I haven't
checked whether this is the case in Washington, but you should probably do
so if you're looking to have a volunteer serve in this position. My
recommendation, incidentally, would be to use a commercial registered agent
service; it's not expensive, and will ensure that you don't miss anything
critical.
Cheers,
Kirill
[1]
https://meta.wikimedia.org/wiki/Grants:PEG
[2]
http://wikimediadc.org/wiki/Grants
On Sun, Sep 14, 2014 at 7:45 PM, Pine W <wiki.pine(a)gmail.com> wrote:
> Hi Cascadians,
>
> As you saw, we have approval from AffCom. We now need to get a few
> things in order for the legal structure. I apologize for the length of this
> email. Those who have legal backgrounds will be familiar with much of what
> I am describing here, and any lawyers on the list with Washington nonprofit
> expertise can correct me if I make any errors.
>
> 1. We need two people to sign the WMF affiliation agreement. One of
> the WMF attorneys, Stephen, is coordinating this process on their end. I
> have reached out to him and asked for his preferences for who will sign the
> agreement.
>
> 2. Incorporation as a nonprofit in Washington State is fairly
> straightforward, but the situation gets more complicated if we want to
> raise funds, especially out of state, or if we want 501(c)(3) status. I
> suggest that we take one step at a time. We will need to do a few things to
> incorporate, detailed below.
>
> 3. We will need someone to serve as our registered agent which would
> include providing their legal name and address; one of our members might be
> willing an able to do this for us, or we can hire a service to do this for
> us for about $100 per year. I would prefer that if one of us is willing to
> serve as the registered agent that they also be willing to serve as
> secretary for the organization, so that this person can easily handle
> correspondence between us and the Secretary of State's office. The job is
> likely to be low volume, but it's important that documentation matters are
> handled in a timely and accurate manner. Are there any volunteers for the
> secretary / registered agent role? Feel free to contact me off list.
>
> 4. In addition to the registered agent, we will need board members.
> These individuals are legally responsible for the organization, similar to
> the WMF Board of Directors on a small scale. Their legal names (but not
> necessarily their Wikimedia usernames) are public, and I believe that for
> their physical addresses they can list the address of the registered agent
> (I can check that with the Secretary of State). The board members will be
> involved in the joyful tasks of writing bylaws, approving budgets, setting
> priorities, etc. I am hopeful that we will have 5 to 9 volunteers, and a
> number of people have indicated their interest. I want to be very clear
> that people who volunteer will have their legal names made public and
> possibly their addresses. I would like to ask those who are still
> interested to email me off-list and/or contact me in person, and I will
> also bring up this subject with people when I see them in the next month or
> two. The members of the board also have a lot of discretion in how officers
> of the organization are appointed; for example, the Board will need to
> approve people for the secretary / registered agent role. I believe that
> Washington law requires that the secretary and the president be different
> individuals, so the Board will also need to decide on a president, and
> possibly other officer roles if the Board wants to establish them
> separately.
>
> 4. Funding: initial funding needs, fortunately, are small since we
> have no staff. I estimated earlier that a total first year of operation
> cost would be about $1000, which I hope we can get from Affcom or GAC. The
> startup costs simply to register as a nonprofit in Washington is $50
> including the "expedited" filing fee (I could call the Secretary of State
> to find out what the non-expedited turnaround time is). I am hopeful that
> Affcom would be willing to provide the $50 to us, and later we could write
> a more detailed budget for Affcom or GAC for the remaining funding. This
> includes funds for online bookkeeping software so that all directors can
> view the organization's accounts.
>
> 5. Programmatic work: initial priorities that I have heard include
>
> *Getting press-level access for members to Seattle public works
> projects
>
> *Continuing support of edit-a-thons and related content creation events
>
> *Establishing more systematic relationships with education, GLAM, and
> research institutions in our area; I personally am particularly interested
> in relationships with the Gates Foundation and the University of Washington
> regarding matters of public health and education, including the possibility
> of establishing a Wikimedian in Residence position at one or both
> organizations. We also have some excellent GLAM institutions and we could
> explore having edit-a-thons or WiR positions at those organizations.
>
> *Creating a travel cost reimbursement fund, e.g. to reimburse members
> for gas for trips between Seattle and Portland for those attending
> edit-a-thons in the other city, to reimburse bus fares for those who attend
> our events, etc. We might also try to arrange scholarships for Wikimania
> 2015, WikiConference USA 2015, and Wikimedia Affiliates Conference 2015
> (name and program still under discussion) through this fund. I feel that
> WikiConference USA is particularly relevant to our work and I hope that a
> few of us will attend in 2015.
>
> *Exploration of the possibility of hosting WikiConference USA in 2016
> at the UW
>
> The Board will be responsible for setting these priorities.
>
> 6. Membership: in addition to Board members, we may have many other
> members of the organization who participate in our events and inform the
> Board of their wishes for support. Typically, the regular members elect
> Board members from among themselves, and membership is construed broadly,
> sometimes with a nominal fee. Wikimedia UK charges 5 GBP per year for
> individual membership, which is roughly $8 USD. The Board sets any fees and
> may establish scholarship programs fee waivers.
>
> I hope that in roughly the next month we will have decided on founding
> Board membership, the Registered Agent role, and the signatories for the
> WMF affiliation agreement.
>
> Please feel free to contact me here or off-list with any questions. I
> will be at the TA3M meeting tomorrow and you can contact me personally
> there; depending on traffic I also hope to arrive early at the Least
> Squares social tonight. I'm happy to set up Google video or IRC
> conversations with people who are willing to volunteer for Board roles. My
> hope is that we will get a number of active and involved Board members so
> that the workload of getting established is relatively light on each
> individual person.
>
> I'm cc'ing this email to Kirill and Tanvir to ask if they have any
> advice or points that they would like to add in their roles as our AffCom
> liaisons. I would also appreciate information from them about how we go
> about requesting startup funds from AffCom.
>
> Regards,
>
> Pine
>