Difference between revisions of "Tax Structure"
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Revision as of 11:03, 14 November 2013
In July, 2013 some of our folks spoke with potential fiscal sponsors (The School Factory & Noisebridge). Here was the result of the discussion with Noisebridge: http://lists.sudoroom.org/pipermail/sudo-discuss/2013-July/thread.html#3141 (this thread also includes some concerns & thoughts from a few of the sudoers).
The current situation, based on a confluence of factors, is as follows:
- sudo room has many reasons to incorporate and select a tax structure, including but not limited to:
- forming partnerships with other entities (Fiscal Sponsors, Counter Culture Labs, the Public School), etc
- the ability to put sudo room's name on rental contracts / leases
- purchase goods and services as sudo room
- avoid individual member liability, benefit from corporate liability
- purchase insurance of various sorts
- generally conduct business in a more consistent and unified fashion
- operate with greater overall expenditure (bigger budget).
Below are some notes from multiple efforts of research on the various tax structure statues that would be of benefit to the sudo room community and hacker space.
It's not neccessary to incorporate to do some things. As a voluntary membership association, a group is exercising its right to free association, protected by common law derived from the first amendment.
- Read about (high-level): Voluntary Associations, Freedom of Association, and Cooperatives, which can fall under various classifications below.
- California Unincorporated Association
- Secretary of State Business Entities FAQ.
- Review of law for Californian Unincorporated Associations (circa 2004).
Socially Responsible Corporations
- B Corporation - Structure for corporations that do social good. For more info, see this site on Couchsurfing's decision to become a B Corp.
Limited Liability Partnerships
(from Blond's Black Letter Law Outlines, 1996)
for further detail, see resources such as MyOwnBusiness.Org - Session 5: Business organization
- In a limited partnership there are two kinds of partners:
- General partners, similar to partners in a general partnership, control the management and are personally liable for partnership debts.
- Limited Partners do not participate in management and are not liable for debts beyond their initial investment
- In order the limit personal liability further, a corporation can exist as the sole general partner in a limited partnership with the limited partners acting as the officers of the corporation.
- This wall has been knocked down by some courts and held up by others with certain requirements, such as:
- the corporation also exists for other purposes;
- the state clearly allows corporations to be the sole general partner in limited partnerships;
- the limited partners act as officers in a corporate, not personal capacity; and
- the contracting parties are aware of the structure of the partnership.
Relevant Law, Uniform & California
Incorporation Services Options
501(c)(5) Conflicts/Eddan-Jenny/You walking away Revision as of 17:30, 9 November 2013 by 220.127.116.11 (Talk)
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where did these pages go?
Decided to take the high ground, though learning yesterday of your [edited] forwarding of private email threads and attempts to tear me down to my friends while I was in Berlin was pretty shocking and upsetting. --Tunabananas (talk) 16:37, 8 November 2013 (PST)
That is so not true. And guess you changed your mind about the high road. Edited? I would publish it directly on our public-facing website, were than not an unethical thing to do. Is it the high road when the pages you had up were manipulated and out of context selections? What are you talking about? You wrote me something along the lines of - F**k you, you rambling alcoholic. I am blocking all emails from you and only communicating through a mediator-. That was after I tried to find a means to pay you for website hosting after you claimed you sent me invoices. That was not true. In a separate email thread, I teased you for being drunk when I asked you - that whole week. I probably shouldn't have done that, but you pelter some pretty harsh words. I don't get whatever it is that's going on. This a has to stop. -Eddan
Additionally, the only reason I was talking to Sudo Room friends that we share in common was to ask for advice about how to deal with your aggressive tactics, not to tear you down. Like when you had a bouncer kick me out of Make Westing when I replied once in a louder assertive voice after the meteor shower of accusations I was getting. I still don't know whether there are any boundaries on what you would be willing to do.
'Teased'? I would call it baiting, actually.
I walked away from you twice at the bar and you kept following me despite my putting up personal space boundaries, saying repeatedly I did not wish to continue the conversation, and asking you to stop. I know you'd been drinking whiskey straight, but it boggles my mind that you'd claim I got you kicked out. The bouncer noticed you continuing to follow me and approached me to ask if he should do something (to which I said no, it's fine) and this was after you'd left of your own accord. I have witnesses to this incident as well.
To think I hadn't said, "fuck you, you ranting alcoholic" way, way earlier! If establishing personal space boundaries is 'aggressive' to you, you may want to check yourself and examine if you just might be projecting (you don't see me writing shit about you to every one of your friends, now do you?).
--Tunabananas (talk) 10:54, 9 November 2013 (PST)
Wow. OK, we've dived pretty low from the high ground you started at. I had a scotch at a bar during an SELC event. That is what I like to drink. I don't go to bars often. Anyhow - hadn't I asked you just before this whether this was going to be a conversation or were you just going to yell at me? And Jenny - This is serious - You can't just tell the bouncer that this guy is harassing you if you're not getting your way or losing an argument. WTF!?! Do you really want to open up the subject of alcohol abuse and uncontrolled behavior? You are absolutely right that projection is what is taking place. So work out your pathologies on your own time and let me out of it. And stop wasting everyone's time and my energy. Like I said, stop it. You scare me. -Eddan