[Foundation-l] Chapter-selected Board seats - brainstorming

[Pharos]

On Mon, May 5, 2008 at 2:50 PM, Anthony <wikimail at inbox.org> wrote:
 > On Mon, May 5, 2008 at 12:36 PM, Pharos <pharosofalexandria at gmail.com> wrote:
>  >  The WMF wouldn't "create" affiliates; these would be created by local
>  >  Wikimedians, and recognized and accorded "group exemption" status by
>  >  the WMF, as it may see fit, in its capacity as 'de facto' "Wikimedia
>  >  US".  This isn't some crazy new legal theory.  The US affiliates would
>  >  have the same relationship to the WMF as chapters of the American Red
>  >  Cross do to it.
>  >
>  Correct me if I'm wrong, but aren't the chapters of the American Red
>  Cross created as separate corporate entities?

They're separate entities, but they do not have to be incorporated.
That's the whole point of "group exemption", that some American Red
Cross post in a small town does not need to be incorporated to share
non-profit status.

> The decision of whether
>  or not to be an affiliate should come after the corporation is formed
>  and the initial membership and board are determined.  Then the board
>  (of the chapter) can talk to the WMF about whether electing to be an
>  affiliate makes sense, and the membership can vote on this decision as
>  well.

We certainly do plan to apply to the WMF in this way, but again we do
not have to be incorporated (though we would have a board and bylaws)
under "group exemption".

>  My understanding is that "affiliate" is a federal tax distinction, and
>  nothing more.

We have been using terms a bit loosely.  From now on, let's call them
"group exemption organizations".

Thanks,
Pharos