[Noisebridge-discuss] FOSS/H in the mission statement

Rachel McConnell rachel at xtreme.com
Tue Jul 1 20:38:45 UTC 2008


Andy Isaacson wrote:
>> Specific to the mission statement parts.  Should we have a slightly 
>> larger change and refer in our Bylaws to an external Mission Statement 
>> document, or keep all mission statements in the Bylaws where they'll 
>> have to be amended by an act of the Board?
> 
> Well, AFAIK we do need to have a Mission in our bylaws for "proving
> we're a bona fide nonprofit" purposes.  The IRS and FTB are, in theory,
> going to look at whether our purposes are actually in the public benefit
> (as opposed to being for the benefit of a few people, for example) when
> determining if we qualify for tax exempt status, and are supposed to
> review whether we're actually doing the things that the mission
> statement says we're going to do as part of that.
> 
> So my thinking is, if we explicitly call out in our Mission that we're
> developing public benefit software, then it'll be easy to say "we're
> doing Good Works, here's the evidence" when we send off to the tax
> people.  By contrast, if we just go with the more general umbrella
> statement, then it's a bit more work to connect "projects related to art
> and technology" to public benefit and thence to free software.
> 
>> If the answer to that is, 
>> eh, leave them in the Bylaws, we're gonna do whatever we want anyway - 
>> then Andy, I think it's probably not worth adding the FOSS language.
> 
> It sounds like you're concerned about costs of adding to the mission
> statement.  I agree we don't want to be going back and forth with the
> lawyers any more than necessary; is there additional cost beyond that?

I see no additional costs except for time.  You've convinced me it's 
worth keeping a Mission Statement in the Bylaws and I agree that FOSS/HW 
makes sense for us.  (I moved your line up from #5 to #3 so the "stated 
purposes" and "incidental" language that was previously below, will now 
more clearly refer to the FOSS line.)

I've pasted the mission statement from the Bylaws below.  I propose we 
take today, and if necessary a bit of tonight, to decide if we need to 
change it any further, and by the end of today, freeze the whole Bylaws 
(the rest has been gone over quite thoroughly already).  We do not want 
to go back & forth with lawyers any more than necessary!

I am happy with it as it stands, below - Andy's modification included.

Rachel

==================================================
  The specific and primary purpose of the Corporation is to engage in 
scientific, charitable and educational activities within the meaning of 
Section 501(c)(3) of the Internal Revenue Code of 1986 as amended, or 
the corresponding provisions of any future United States internal 
revenue law (the "Code"), including but not limited to:

    1. To provide work space, storage, and other resources for projects 
related to art and technology.
    2. Through talks, workshops, collaborative projects, and other 
activities, to encourage research, knowledge exchange, learning, and 
mentoring in a safe, clean space.
    3. To develop, support the development of, and provide resources for 
the development of free and open source software and hardware.
    4. To foster, by all legal means, the common purposes of its 
participants.
    5. To conduct or engage in all lawful activities in furtherance of 
the stated purposes or those incidental to them.

The activities of the Corporation shall be performed in service to and 
with guidance of the community of participants. Notwithstanding any 
other provisions of these Articles, the Corporation shall not carry on 
any activities not permitted to be carried on by a corporation exempt 
from federal income tax under Section 501(c)3 of the Code.
==================================================




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