[HOT] Fw: advise on legal guidance for HOT organization formation
mikel_maron at yahoo.com
Wed Jul 21 03:15:50 BST 2010
Received this unofficial, IANAL advice.
The approach you propose sounds practical, however I'm afraid we have no
experience establishing a legal entity in either USA or France. Generally I
guess you might want to think about the following:
* How to ensure long term aligned governance between both entities: eg have
substantially same group of board members on both sides...?
* Annual accounts and reporting requirements will be duplicated - this
could require considerable effort. Don't underestimate the admin burden
regulatory requirements of any non-profit - who will do this?
* To be eligible for tax-deductible donations I think a US organisation has
to achieve 501(c)(3) status with the IRS. Not sure for French non-profits.
* Having a French non-profit won't (as far as I know) allow donors in other
EU countries to donate to it tax-free, unfortunately. You would need a
non-profit entity in every country where you have donors, which of course
Getting authoritiative legal advice on this is going to be a bit tricky. You
aren't likely to find a lawyer who has know-how across multiple jurisdictions.
But you could try via the new Thomson Reuters Foundation initiative TrustLaw,
which brokers pro bono work: http://www.trust.org/trustlaw/pro-bono/
The ideal situation, I guess, sees single governance structure, with two legal
entities providing status as needed for funding, etc. I don't know if it's
possible to stipulate the same board of directors on both sides, via the
elections laid out in the HOT US by-laws; later on the Board could amend the HOT
US by-laws if this seemed reasonable.
TrustLaw has been suggested a couple times for pro-bono legal advice for us. The
kicker is that you need to be an established entity to apply. We could do this
either through OSMF or OSM US, and then ask for advice on setting up the
relationships between two entities. Apparently there's some paper work in the
process, etc., so going through OSM US could end up being quicker to qualify.
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