The news we’ve been waiting to spring: On Tuesday morning, FreeCulture.org became FreeCulture.org, Inc., a non-profit corporation registered in Florida. (Seeing is believing.)
This provides us with an actual legal identity: now “FreeCulture.org” can accept your donations rather than one of us; “FreeCulture.org” can have a bank account; “FreeCulture.org” can have a P.O. Box, and so forth. It also provides a certain degree of personal indemnity for the people involved (though we admit, we don’t quite understand the totality of this yet). Probably most importantly, it’s the first step toward being a certified tax-exempt charity in the U.S. More on this later.
Read on for more info on why things happened the way they did, what our next steps are, and how you can help…
A few words of explanation: This process of incorporation has been very much new territory for all of us. We chose Florida as the state in which to incorporate because the requirements of the process favor us (or seem to). The fact that the Wikimedia Foundation was incorporated in Florida seemed a good sign that state law would be on our side. The funding for the filing fees was graciously donated by several members of our Discuss mailing list. The actual “location” from which we’re incorporated is my home — you could say we’re starting this out of the garage. Our initial board members were chosen out of convienance; one of the board’s first tasks will be appointing a full board and establishing bylaws.
That said, we’ve got a lot to do.
We don’t have plans to establish an actual physical office in the immediate future. However, we will getting a P.O. Box near the University of Florida.
We’ll also be establishing a bank account, and likely a Paypal account, to receive donations and pay expenses. Since we aim to keep expenses minimal until we have some reason not to, we won’t be doing much fundraising. After we’ve covered our basic expenses, we’d prefer your donations to head to groups like the EFF, Public Knowledge, Creative Commons, Free Software Foundation, etc. — there are plenty of worthy causes out there that can probably put your dollars to better use than we can. (This may be the first time that college students have asked to not be given money.)
That said, once we’ve established means by which to accept donations, we’ll put out to call to help cover such expenses as our domain registration, P.O. Box, annual filing with the Division of Corporations, etc. (We’ll have a better idea of expenses once we’ve put together our business plan.) Our first “non-essential” expenditure will be to create some FreeCulture.org merchandise, as a thank-you to our supporters and as a fundraising mechanism. (Our hosting is currently donated by A Small Orange via Downhill Battle, and so not counted as an expense — although expanding our server capabilities might be on the table for the future. DHB has a flying disc for sale in their store which you can buy to thank them for hooking us up.)
Beyond that, our financial endeavors are undecided. More on this later.
Our next task will be applying for a Federal Employer Identification Number (EIN), which is relatively painless, but a neccesary step if we’re to apply for tax-exempt status.
After all that easy stuff is taken care of, we have the real tasks at hand: to flesh out a board of directors, and possibly an advisory board; to establish bylaws; to produce the other needed documents for our Web site, chapters, supporters, potential funders, and ourselves; to handle the on-going accounting tasks that come with incorporation; and, should we choose to accept it, apply for tax-exempt charitable status in the U.S.
So far, we’ve relied mostly on our own research and instinct, and the valuable advice of a few friends. That’s not going to cut it as we move forward into more formidable matters. We’ll need considerable outside assistance — and, importantly, we need your opinions and advice.
Here are just some of the questions we have to consider:
- How big should the board of directors be?
- What should the makeup of the board be? For instance, should be it all students? Students and alumni? Others? What ratios/percentages? Should we have a student majority? A student-or-alumni majority?
- Who should we ask to serve on the board?
- Should we have an advisory board? Who should we ask to sit on that?
- Should board members be volunteers, or should we try to remunerate them?
- Officers: what are the roles/titles? (e.g. “treasurer”) What do we need? Who are they?
- Funding: what do we need it for? Where do we get it?
- Should we have an office? Should we have a paid staff member (or intern, or volunteer)? What sort of person should the staff member be (e.g. student, recent graduate, more experienced employee)? How would we pay for an office / staff? Where would our office be?
- Should we apply for tax-exempt charitable status? Who would do all the legal legwork? Who would do the annual filings? Should we “borrow” another group’s tax-exempt status (e.g. Public Knowledge)? What should we know about being tax-exempt: what restrictions come along with it?
- What should we know about being incorporated? What should we know about soliciting donations and fundraisers? Now that we’re a corporation, what can we do to ensure transparency and openness?
- What, if any, insurance do we need? Where should we get it?
- What do we need in our bylaws? What other documents do we need?
- Should we be a membership organization? How would membership work: through local groups? Would there be membership fees?
We want your opinion in regards to all of the above questions, and others that relate to this process of incorporation, as well as more general questions like: What should our organization look like? What is our role in the movement? How can we stay connected with others? What is the relationship between FreeCulture.org and Free Culture campus groups? And on, and on…
We need your input. If you’re a lawyer, accountant, or have experience working with non-profits, we particularly need your help. Please post your comments here, or on our Discuss mailing list. We really appreciate it.
Oh, and a final note on purpose: Here’s what we said in our articles of incorporation:
to promote and facilitate student and youth engagement in the free culture movement
There’s a reason we framed it that way. For one, FreeCulture.org is best suited toward encouraging this civic participation — that is, we’re the only group doing this on college campuses; futhermore, we’re not suited to do hardcore lawyering or lobbying, or launching involved projects of our own.
One of our key functions — maybe our primary function — is to be a connectional table, so that students with a variety of interests can learn more about the way those interests are interrelated, and what else they’re connected with; to learn more about the law, the organizations, the companies, the individuals, the technologies, the theories and principles, and the history behind this movement, and prepare to work with them; and to share all this with other students who aren’t currently interested or involved. I think to place this at the center of our mission, and let any activism or lobbying emerge from there, is the right path for us.
Only a handful of students want to be activists, but millions of young people want to know more about why Napster got shut down, why their friends are getting sued, why they can share and remix some things and not others, why the TV news talks about celebrity trials rather than the issues in their own communities, how new technologies offer people new ways to participate in their culture and society (and why some people want to stop it), how this process has played out historically, why people can’t afford medicines even though they’re cheaply produced, and so on.
These issues are in the news, and in our conversations, every day. We, as a generation, want to know about them. And inevitably, once we learn a bit, we want to stand up for what we see as right, and stand up against what we see as wrong. To bring young people into these discussions, I’m convinced, is at the heart of our mission.