Agreed that finding a fiscal sponsor does seem like the best option and that doing nothing is irresponsible. Largely for reasons that have already been articulated.

By way of context, I currently sit on the Boards of two non-profit corporations and had some involvement in setting up a different non-profit. 

Setting up, formalizing governance, and operating a non-profit do not seem like a good match for the community at this point. That may change, but I really don't see much benefit in that overhead, nor a great eagerness. 

One practical downside of incorporation not mentioned in earlier discussion is the need to survive an audit (though it is clear in the report). That means either a Treasurer who is capable with the accounting, or hiring an accounting service to run the books. As we now deal in six figures annually, I would lean towards a service. Not a big-picture issue, but part of being a non-profit. Insurance for the non-profit and its officers (for general liability, not just event insurance) is in a similar category: not strictly necessary, but once you're big enough to be worth suing... Or maybe we need that anyhow for the organizers. Again, not something I would hang the decision on, but they are part of the picture as we grow.

In any event, the fiscal home option seems like a pretty good fit. Governance could remain loose, though may need some shape. There would be some ongoing fees for administrative support, which so far seem worth it for the accounting alone. The encouragement to develop a nest egg (let's call it a capital reserve) helps insulate from a conference going bust or some other unplanned fiscal need, though such a reserve may encourage some to seek ways to spend that "unused" cash. (I've seen that with capital reserves!) Also a danger with an non-profit, so no avoiding this one. Unless we do nothing, which is irresponsible.

But I do think that, if fiscal continuity is the main goal, then a fiscal sponsor seems a pretty good match. Of the options presented in the report, I slightly favor CLIR. The services provided (accounting, filing taxes, tax exempt status, etc.) and open structure seem to meet our needs well. Under ALA/LITA, ALA as an "Association Management Firm" seems to give too few benefits, I'd rather suck up the overhead and gain the accounting, tax-exempt status, etc. benefits. And it could be interesting to have Code4Lib in a "bubble" under LITA, given the amount of overlap. The OLF is not mentioned in the report, I don't think its non-profit status had been formally granted at the time the report was being written, but could also be an option.

In short, I favor seeking a fiscal sponsor and lean slightly toward CLIR, though would certainly consider either ALA/LITA or OLF.

Best,

-Tod


> On Jul 18, 2017, at 1:50 PM, Coral Sheldon-Hess <[log in to unmask]> wrote:
> 
> It's worth pointing out that both ALA/LITA and DLF/CLIR would allow
> Code4Lib to work with them as our fiscal sponsor for a few years, in the
> lead-up to creating a legal entity of our own, should we decide we want to.
> Neither requires a long-term agreement. And (having served on the fiscal
> continuity working group, but speaking *only for myself*), I think this is
> a far better option than trying to jump right into forming our own
> nonprofit right out of the gate.
> 
> For one thing, it comes with the possibility of having a sponsorship in
> place in time for the 2019 conference. Someone who worked more closely on
> the nonprofit option for our report is welcome to correct me, but it seems
> to me (from what I remember from our discussions, writing/editing the
> document, and also some work I've done with other potential nonprofits in
> the past) that jumping through those legal hoops takes a whole lot of time
> and effort.
> 
> If people are really excited about forming a nonprofit of our own, I
> certainly wouldn't stand in the way. It isn't a bad option. But I believe
> it carries the same shorter-term risks as the "do nothing" option: we could
> fail to find a temporary sponsoring organization for 2019, and I believe it
> is probably more than we need to do, right this second.
> 
> The fiscal sponsorship model seems to me like our best bet, especially as a
> first step into getting more organized. As our fiscal sponsor, ALA/LITA or
> DLF/CLIR (or, yeah, OLF) could take the EBSCO payments mentioned earlier in
> the thread, as well as letting us receive grants and donations that are
> only available to nonprofit entities. They could give us financial and
> organizational continuity that we lack, and neither organization has
> expressed any interest in telling us how to run our affairs; quite the
> opposite, in fact.
> 
> And, to be clear: I believe the "do nothing" option is wildly irresponsible
> and asking too much of future conference committees; it does not give us a
> reasonable risk mitigation model. Under the current model, we risk losing
> our conference forever due to a natural or legal disaster (imagine
> something like Hurricane Katrina or the NC bathroom bill, happening mid-way
> through conference planning, one year). We only get to have conferences as
> a legal non-entity, right now, because we have a solid track record of not
> ever losing money--and talk to any former conference chair about how much
> pressure *that* puts on them. We've been lucky to avoid disaster, and going
> with the "do nothing" option is basically just assuming we will somehow
> keep avoiding disasters, forever. Because, if we fail to meet our financial
> obligations with a temporary sponsor? That's going to make it *really*
> difficult to find other temporary sponsors.
> 
> Again, I speak only for myself, and I don't speak as clearly as I probably
> would under better personal circumstances. You're getting the best I've got
> to give, this week.
> 
> - Coral