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Post by microbet on May 17, 2019 14:23:25 GMT
I don't think membership in any legal coop/partnership that leases the servers should confer any extra authority in administering the site (things like starting new subforums, who are mods/admins, modding policy, etc.). I think that is possible, but in a practical sense would require things be set up in such a way that even if they stopped paying the hosting company the community wouldn't lose access to the site. Things like none of the owners have access credentials to admin/mod accounts on the site. Complete backups are held in such a way that we can't lose access to them. Set up a procedure for what happens if the site goes dark; what reddit we'll use to connect or what other forum to check for news. Stuff like that. Not having those kinds of things was really annoying when 22 would go down... Sounds good. I think "none of the owners have access..." depends a bit on how many people are interested/willing. If it's like 20 people, then that's going to leave the site pretty short on admins/mods since they'd be 20 of the most active people, but dunno.
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Post by kerowo on May 17, 2019 14:24:06 GMT
I don't know how many people are really interested in being in the coop as real people, but depending on the size, who the people are and what they want to do, there may be other benefits/opportunities to being part of that group and I think it could happen with no claim on any possible ad revenue in the future being required. Probably just that the membership basically cover the approx. $40/month expenses. I don't think I'd want to be a member of a legal entity that allowed anonymous members. Either all are or none are. We may be able to keep that information from being public, but that is something we should be aware of. It may be difficult to be an anonymous owner of this site.
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Post by catfacemeowmers on May 17, 2019 14:26:49 GMT
I don't think membership in any legal coop/partnership that leases the servers should confer any extra authority in administering the site (things like starting new subforums, who are mods/admins, modding policy, etc.). I think that is possible, but in a practical sense would require things be set up in such a way that even if they stopped paying the hosting company the community wouldn't lose access to the site. Things like none of the owners have access credentials to admin/mod accounts on the site. Complete backups are held in such a way that we can't lose access to them. Set up a procedure for what happens if the site goes dark; what reddit we'll use to connect or what other forum to check for news. Stuff like that. Not having those kinds of things was really annoying when 22 would go down... This kind of thing seems like it can be solved by sending email blasts to the list of emails that have signed up. Whatever group has access to that email list will also have to provide means of contact (emails/cell phone numbers) to selected members outside that group (maybe the mod team, or governance committee if it remains standing) to coordinate communication.
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Post by microbet on May 17, 2019 14:28:01 GMT
I don't know how many people are really interested in being in the coop as real people, but depending on the size, who the people are and what they want to do, there may be other benefits/opportunities to being part of that group and I think it could happen with no claim on any possible ad revenue in the future being required. Probably just that the membership basically cover the approx. $40/month expenses. I don't think I'd want to be a member of a legal entity that allowed anonymous members. Either all are or none are. We may be able to keep that information from being public, but that is something we should be aware of. It may be difficult to be an anonymous owner of this site. Yeah, I think that's been an important question that a few people have asked about - who is willing to sign things and be known at least to some subset of people. Everyone in the legal partnership/coop would have to know each other imo and probably have access to documents with social security numbers - eventually - maybe.
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Post by catfacemeowmers on May 17, 2019 14:39:44 GMT
I think beyond the initial application for an EIN, I'm not sure that we'd need any SSNs. We can get the EIN with only one person's SSN, I believe, but I'm not 100% on that. That may be a good argument for having a smaller group of owners with a larger Board of Directors or something that has the decision making power but does not have access to certain formation documents that contain personally identifying info.
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Post by microbet on May 17, 2019 14:48:19 GMT
At any rate, there may be cause for people to know each other irl, names, cell phone numbers, whatnot. Some group of people will have to at least not be afraid of anyone from that group doxxing them.
Do you need an EIN if there are no employees? SSN's might not be needed if no money is around (I don't really mind a semi-illegal $40/month), but there would probably be at least a partnership/coop agreement signed with real names.
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Post by catfacemeowmers on May 17, 2019 15:41:43 GMT
My understanding, again outside my area of practice, is that we need an EIN to file taxes every year. If we form the LLC as a partnership, the entity itself doesn't pay taxes but does file a return every year, and the actual taxes/deductions are made by the partners as pass through income using a schedule K-1 (which are also attached to the LLC's filing). If we form it as a corporation, the partners/members don't need to file anything on their taxes but the corporation pays them directly. In our case I don't think we'll really be paying much of anything, but nonetheless I think we'll need to file, which means having an EIN.
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Post by catfacemeowmers on May 17, 2019 15:42:41 GMT
To the larger point, yes we're definitely going to need to exchange at least some personal info among all of the people who want to be involved in ownership.
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Post by zikzak on May 17, 2019 15:45:50 GMT
Would the difficulty of organizing as a 501(c)(3) be offset by reduced tax filing requirements and liability issues?
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Post by microbet on May 17, 2019 15:49:30 GMT
Doing K-1s is not that big a deal. Like I hate it with a burning passion, but it's not that big a deal. If we net gain/lose like $100 in the year, total, divided up amount x people, I don't really care if we file it or not, but like I said, it's not *that* big a deal. IMHO, the organization should just start as a partnership and save the $800 (depending on state) filing fee and certainly should avoid having to file corporate taxes - do minutes - appoint secretaries - get a seal or stamp and all that. At least to start with. And the only rules the coop would impose on the members are ones it would obviously follow - namely don't do anything illegal.
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Post by microbet on May 17, 2019 15:51:34 GMT
Would the difficulty of organizing as a 501(c)(3) be offset by reduced tax filing requirements and liability issues? You still have annual reporting requirements to the IRS as a 501(c)(3).
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Post by JoltinJake on May 17, 2019 21:58:42 GMT
A much needed thread. Figuring this out should be priority #1, as basically all other decisions are going to flow from this.
Without a clear understanding of what this is and who is ultimately responsible and in charge, there will continue to be lots of hypothetical discussion and little action.
I also think this is going to be more complicated (and possibly contentious) than some of you seem to think. The exact way the legal entity is set up is pretty important, from a control and money and liability standpoint, and I think it's going to be difficult to come to a consensus on the details.
One of the lawbros needs to step up and take the lead here with a proposal IMO. Otherwise we're going to have endless discussion on every possibility and analysis paralysis will set in.
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Post by kerowo on May 17, 2019 22:02:37 GMT
Private email conversations are going on to decide this issue. Until these secret owners come forth and tell us what they've decided I'm not volunteering any more time building this site.
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Post by jbro on May 17, 2019 22:27:50 GMT
lolz
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Post by JoltinJake on May 17, 2019 23:29:41 GMT
Doesn't bother me if there are discussions happening outside the forum. In fact, I think it's a good sign if some people are taking initiative. The idea the community will come to a consensus on hundreds of details through vigorous forum debate seems like a complete fairy tale to me. There needs to be some person(s) taking the lead and coming up with a detailed plan to propose to the community, imo.
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Post by whosnext on May 18, 2019 0:21:42 GMT
I don't think I am exaggerating when I say that hearing discussions are taking place regarding ownership is the best news I have heard regarding this site since the first few days.
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zan nen
Full Member
MissileDog/Shame Trolly !!!1!
Posts: 147
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Post by zan nen on May 18, 2019 0:35:13 GMT
Has anyone considered that we might not need any legalistic ownership paperwork at all?
Seriously, groups put up websites all the time. Do you seriously think that every single bowling team, fantasy sports league, gardening club, or any other mundane civil organization, feels this bizarre obsessive need to throw money at the lawbros?
How about just (a) delegating a secretary-treasurer, (b) appropriate them a stipend to get a P.O. box, and (c) direct them to get a gmail account & google voice number to conduct our business our us?
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Post by microbet on May 18, 2019 0:43:38 GMT
Has anyone considered that we might not need any legalistic ownership paperwork at all? Seriously, groups put up websites all the time. Do you seriously think that every single bowling team, fantasy sports league, gardening club, or any other mundane civil organization, feels this bizarre obsessive need to throw money at the lawbros? How about just (a) delegating a secretary-treasurer, (b) appropriate them a stipend to get a P.O. box, and (c) direct them to get a gmail account & google voice number to conduct our business our us? I certainly don't think this idea is bad. Like I want to be part of a worker's coop that hopefully does more than just run this website (eg. Cuse has talked about starting media channels, I have some other ideas). I've talked about trying to start worker's coops doing solar back on 2p2. So, that's a lot of why I want to do something like that here. Just to run this site I don't think we need much of this government stuff or that ownership much matters. If people don't like what someone does with ad revenue, they can all go to another free forum. It takes 30 seconds to start one.
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zan nen
Full Member
MissileDog/Shame Trolly !!!1!
Posts: 147
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Post by zan nen on May 18, 2019 0:55:57 GMT
... Just to run this site I don't think we need much of this government stuff or that ownership much matters... Right. So why are peeps obsessing about all this legalistic nonsense? Seems like a waste of time, and a pointless cause of divisiveness. Why don't we just delegate a secretary-treasurer, and get going?
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Post by microbet on May 18, 2019 1:05:50 GMT
I'm not entirely sure why wouldn't just stay here then. It would eliminate having to even delegate a secretary-treasurer. This site is kind of cool. It's so old school it's not even written in PHP, but Perl. You can have your own domain here.
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Post by jbro on May 18, 2019 1:15:19 GMT
I volunteer to be master of my own domain.
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zan nen
Full Member
MissileDog/Shame Trolly !!!1!
Posts: 147
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Post by zan nen on May 18, 2019 1:26:56 GMT
I'm not entirely sure why wouldn't just stay here then. It would eliminate having to even delegate a secretary-treasurer. This site is kind of cool. It's so old school it's not even written in PHP, but Perl. You can have your own domain here. The Tech Committee just voted for Discourse. I thought that was why we are moving. We also have several hundred dollars in pledges. Sounds like there's a job for a treasurer to me.
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Post by zikzak on May 18, 2019 1:37:49 GMT
Has anyone considered that we might not need any legalistic ownership paperwork at all? Seriously, groups put up websites all the time. Do you seriously think that every single bowling team, fantasy sports league, gardening club, or any other mundane civil organization, feels this bizarre obsessive need to throw money at the lawbros? How about just (a) delegating a secretary-treasurer, (b) appropriate them a stipend to get a P.O. box, and (c) direct them to get a gmail account & google voice number to conduct our business our us? It's asking an awful lot of good faith and trust among mostly anonymous people who have never met.
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Post by whosnext on May 18, 2019 1:38:39 GMT
The tech committee decision on which forum software to recommend for the new forum is not driving the move decision. The ownership discussion is inter-related to the move decision, of course.
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Post by zikzak on May 18, 2019 1:44:46 GMT
And at the rate the tech committee is moving, we'll hit the singularity and have our choices made for us by our benevolent AI overlords first anyway.
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Post by jbro on May 18, 2019 1:46:29 GMT
WTF you guys have been talking to Allen Iverson without telling us?
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Post by microbet on May 18, 2019 1:47:24 GMT
I'm not entirely sure why wouldn't just stay here then. It would eliminate having to even delegate a secretary-treasurer. This site is kind of cool. It's so old school it's not even written in PHP, but Perl. You can have your own domain here. The Tech Committee just voted for Discourse. I thought that was why we are moving. We also have several hundred dollars in pledges. Sounds like there's a job for a treasurer to me. Yeah, I voted for Discourse. It's also cool. Maybe even cooler. If some kind of group doesn't come together to do more ambitions worker coop'ing I certainly won't try to block a less ambitious appoint a couple delegates plan.
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Post by microbet on May 18, 2019 1:48:45 GMT
And at the rate the tech committee is moving, we'll hit the singularity and have our choices made for us by our benevolent AI overlords first anyway. We're at 8-0 now I think. I think we're waiting on other people/stability.
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Post by whosnext on May 18, 2019 1:49:42 GMT
From what I understand, the tech committee will have created a fully-functional completely-tested new forum long before the governance committee will have decided anything of significance.
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Post by zikzak on May 18, 2019 1:53:18 GMT
It's kind of like the tortoise and the hare, but we're both really old tortoises with broken legs and ADD.
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