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Daniel Rogers | 24 Apr 2004 05:00

more GIMP foundation stuff

Hi again,

I have almost completed all the paperwork to get The GIMP Foundation up
and running.  The last slightly compliciated bit left is to get the
bylaws finished.

I have a draft version of the bylaws that need a few gaps filled in.
I've put it here: http://www.phasevelocity.org/bylaws.doc  These bylaws 
get sent with the rest of the paperwork (and the filing fee) to the IRS 
to get tax-exempt status.
   This copy of the bylaws is pretty standard stuff, with parts that need
filling in, highlighted in red.  We are, of course, free to change the
bylaws at anytime in the future (within certain limits), but we do need
a copy of the bylaws, and a first board meeting held within the rules of
those bylaws, where the bylaws are formally approved by the board.

Here are the things left to do.

Within a week I need to get the parts in red of the draft bylaws fleshed
out at at least the majority satisfiaction of the community.  In
addition to the red parts, the membership section needs to be writtin.

I need to appoint an initial board, whose job will be to set up a
membership system, start collecting members, and allow those members to
vote in a non-interim board (any takers?)

I need to send in the corporate paperwork to the IRS (with the filing
fee) and wait a few months for the IRS to send some "questions" answer
those questions, and wait a few more months to get our non-profit status
approved.
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Daniel Rogers | 29 Apr 2004 23:30

Re: [Gimp-developer] more GIMP foundation stuff

Daniel Rogers wrote:

So, I noticed the resounding silence surrounding this thread.  Is anyone 
still interested in a foundation?  I went into this foundation thing 
thinking I had support from the community.  I cannot do this all by 
myself.  The Foundation is about getting involved.  If noone wishes to 
get involved, then there is nothing left I can do.

> Here are the things left to do.
> 
> Within a week I need to get the parts in red of the draft bylaws fleshed
> out at at least the majority satisfiaction of the community.  In
> addition to the red parts, the membership section needs to be writtin.

The week is gone, obviously, but this still needs to be done.  I just 
lose legal support for a while after a few days, which is ok.  I just 
slows things down a bit.  Do these issues interest anyone in particular?

> I need to appoint an initial board, whose job will be to set up a
> membership system, start collecting members, and allow those members to
> vote in a non-interim board (any takers?)

To be a little more clear: I need volunteers to be an initial board of 
directors.

> I need to send in the corporate paperwork to the IRS (with the filing
> fee) and wait a few months for the IRS to send some "questions" answer
> those questions, and wait a few more months to get our non-profit status
> approved.
>
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David Neary | 29 Apr 2004 23:53
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Re: more GIMP foundation stuff

Hi,

Daniel Rogers wrote:
> >Instead of all this though, I've been talking to Tim Ney about having
> >the GNOME Foundation take a more active role in supporting the GIMP.  If
> >GNOME was willing to do this, this would probably be a good option for
> >us.  Gnome already has the infrastruction and ability to act as a
> >non-profit, as well as plenty of corporate suppport.  What do people
> >think of this plan?
> 
> Again, to be a little more clear.  GNOME would like to support us more 
> than just in name.  All we (e.g. more than just me) have to do is say 
> yes.  It is unclear, at this point, how exactly GNOME would be involved 
> with The GIMP, but those details could be worked out.  Does this 
> interest anyone?  Is anyone outright opposed (and why)?

For the record, I'm in favour of this approach. There is no real
benefit in setting up a foundation structure which will just be a
fundraising structure, causing some people lots of work and cost,
when there is an organisation prepared to partner us which
already has all of this in place.

Of course, that does mean that we will be taking a small piece of a
bigger pie, rather than having our own independent revenue
source, but since we currently have no revenue source, that won't
make a big difference.

Cheers,
Dave.
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Michael Schumacher | 30 Apr 2004 01:19
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Re: [Gegl-developer] Re: more GIMP foundation stuff

Daniel Rogers wrote:

> Daniel Rogers wrote:
> 
> So, I noticed the resounding silence surrounding this thread.  Is anyone 
> still interested in a foundation?  I went into this foundation thing 
> thinking I had support from the community.  I cannot do this all by 
> myself.  The Foundation is about getting involved.  If noone wishes to 
> get involved, then there is nothing left I can do.

Well, I started to read the bylaws and was overwhelmed a bit. Being 
totally unfamiliar with stuff like this, I found it a bit too much to 
read, comprehend and evaluate in one week... maybe this happened to 
others as well?

>> I need to appoint an initial board, whose job will be to set up a
>> membership system, start collecting members, and allow those members to
>> vote in a non-interim board (any takers?)
 >
> To be a little more clear: I need volunteers to be an initial board of 
> directors.

Might be an important question: does one have to live in the US to be 
able to become a director? (and/or president, secreatary, treasurer, ...)

Michael

--

-- 
The GIMP > http://www.gimp.org    | IRC: irc://irc.gimp.org/gimp
Sodipodi > http://sodipodi.sf.net | IRC: irc://irc.gimp.org/sodipodi
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Kelly Martin | 30 Apr 2004 01:55

Re: Re: [Gimp-developer] more GIMP foundation stuff

David Neary wrote:
> For the record, I'm in favour of this approach. There is no real
> benefit in setting up a foundation structure which will just be a
> fundraising structure, causing some people lots of work and cost,
> when there is an organisation prepared to partner us which
> already has all of this in place.

The downside of piggybacking on the GNOME Foundation is that you lose control. 
You'll be beholden to whatever the interests of the GNOME Foundation are, which 
may or may not be the same as what GIMP developers want, and you might end up 
dragged in directions you don't want to go.

Kelly
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Daniel Rogers | 30 Apr 2004 05:38

Re: Re: more GIMP foundation stuff

Michael Schumacher wrote:
> Daniel Rogers wrote:
> 
>> Daniel Rogers wrote:
>>
>> So, I noticed the resounding silence surrounding this thread.  Is 
>> anyone still interested in a foundation?  I went into this foundation 
>> thing thinking I had support from the community.  I cannot do this all 
>> by myself.  The Foundation is about getting involved.  If noone wishes 
>> to get involved, then there is nothing left I can do.
> 
> 
> Well, I started to read the bylaws and was overwhelmed a bit. Being 
> totally unfamiliar with stuff like this, I found it a bit too much to 
> read, comprehend and evaluate in one week... maybe this happened to 
> others as well?

Ah, well.  . .err, um. Fair enough.  I forget that I've been stewing in 
this stuff for month.  Most of this is boiler plate and echos the laws 
that we are required to follow anyway.  If anyone is overwhelmed by any 
bit of it, it is just fine to discuss what you want in normal person terms.

>>> I need to appoint an initial board, whose job will be to set up a
>>> membership system, start collecting members, and allow those members to
>>> vote in a non-interim board (any takers?)
> 
>  >
> 
>> To be a little more clear: I need volunteers to be an initial board of 
>> directors.
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Daniel Rogers | 30 Apr 2004 05:58

bylaws discussion part 1: objectives

Ok,

So I think the best way to approach this is to break the bylaws in to 
the relevent bits and encourage discussion on a single small topic at a 
time.

So, the first part that needs to be discussed are the objectives.

These are, in their way, rather important.  The objectives are what 
define the purpose of TGF as a charitable organization.  These is the 
section that the IRS looks at to determine if we even can be classified 
as a charitable organization.  There are two ways to approach this.  One 
is to determine our objectives and then, when writing to the IRS, 
explain how the objectives fit into the charitable and educational purposes.

This is pretty easy as long as we declare charitable purposes.  Phrases 
like, "Support the Free Software product, The GIMP and a charitable 
service available to the public.  Educate the public about the existance 
and usage of The GIMP.  Promote and support projects that support The 
GIMP. "

We should use the words, "public," "charitable," "educate," "support" 
The IRS likes those words.  They should be vague enough to not hinder 
our ability to do work.

In short, what would people like TGF to do for them or for people in 
general?

Remember, in order to be a non-profit, we need to do actions that 
support the public, not just ourselves, which I can't imagine anyone
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Daniel Rogers | 30 Apr 2004 06:03

Re: Re: [Gimp-developer] more GIMP foundation stuff

Kelly Martin wrote:
> David Neary wrote:
> 
>> For the record, I'm in favour of this approach. There is no real
>> benefit in setting up a foundation structure which will just be a
>> fundraising structure, causing some people lots of work and cost,
>> when there is an organisation prepared to partner us which
>> already has all of this in place.
> 
> 
> The downside of piggybacking on the GNOME Foundation is that you lose 
> control. You'll be beholden to whatever the interests of the GNOME 
> Foundation are, which may or may not be the same as what GIMP developers 
> want, and you might end up dragged in directions you don't want to go.

Technially possible.  Though we can always phrase and record into their 
bylaws the way in which The GIMP will be supported by GNOMe.  If we can 
get gnome to agree to it, for example, we could get the gimp delegated 
to a committee, to which we have voted or nominated into place our 
existing decsion makers (Sven, yosh, mitch, et al).  Then The GIMP would 
have much control over its destiny.  Even still, I don't think GNOME 
would excise any unusual amount of control over The GIMP.  They don't 
seem very iron fisted over the existing projects and I don't think GIMP 
will be any different.

GNOME is eager to help us too, and I think that is worth a lot.

--
Dan
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Dave Neary | 30 Apr 2004 08:55
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Re: [Gegl-developer] Re: more GIMP foundation stuff


Hi,

Michael Schumacher wrote:
> Daniel Rogers wrote:
>> To be a little more clear: I need volunteers to be an initial board of 
>> directors.
> 
> Might be an important question: does one have to live in the US to be 
> able to become a director? (and/or president, secreatary, treasurer, ...)

No. For example, several of the GNOME Foundation board members are not in the US.

Cheers,
Dave.

--

-- 
Dave Neary
bolsh <at> gimp.org
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Nathan Carl Summers | 1 May 2004 03:57
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Re: Re: Re: more GIMP foundation stuff

On Thu, 29 Apr 2004, Daniel Rogers wrote:

> The second structure is the officers.  These are the people like the
> president, tresurer, and secratary.  The duties of these officers are
> set in the bylaws.
> The board members can be officers and [officers] are generally appointed
> by the board.

This clears things up a lot, but before I can make any meaningful comments
on the bylaws, I have to ask the question that we seem to have been
skirting around for a while -- do we want the maintainer and/or release
manager to be officers of the foundation?

Rockwalrus
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