Kelly Martin wrote:
Does Florida law require that member of nonprofits be actual persons? A nonprofit I used to work for (a national organization) had as its members the 50 state organizations of which it was comprised. Perhaps the members of Wikimedia should be the various national organizations which already exist, as corporate entities.
It doesn't appear to be a requirement, just the assumption we've been working with. Using the chapters as members could perhaps be workable, it warrants consideration at least.
I can imagine three possible problems, not necessarily insurmountable. First is that the extent of chapter coverage remains inadequate, so I don't know that it would make sense to launch a membership structure right now. We might need to deal with the current membership vacuum for a little while longer.
Second is that we currently emphasize not putting chapters in a position of potential liability, particularly since local libel laws or lack of safe harbors for hosted online content may place them in greater jeopardy than the Florida foundation. Florida law does provide that members are not liable for corporate acts as such, but I don't know what credence that will be given in another nation's courts. As a general principle, the closer the chapters get to actually managing the Wikimedia Foundation, the more likely it is that their court systems will choose to "pierce the veil" and hold them directly accountable.
Third is the possibility that local laws for some chapters might prohibit them from participating in the membership structure as it is ultimately organized. I can't say if or where this would be an actual problem, it's a little beyond my current mastery of the situation. As with the international liability issues, people with a better understanding of those local laws would need to address what a given chapter can or cannot do.
--Michael Snow
wikimedia-l@lists.wikimedia.org