[Osmf-talk] Moving the OSMF to the EU?

[Dan S]

JJ - thanks for the suggestion, but please check Guillaume's email again -
it already says that Ireland doesn't meet one of the requirements.

Best
Dan


On Sat, 19 Jun 2021 at 20:02, Juan Jose Iglesias <jjiglesiasg at gmail.com>
wrote:

> Move to Ireland, still in the EU and English-Language legal system
>
>
>
> *From:* Guillaume Rischard [mailto:guillaume.rischard at osmfoundation.org]
> *Sent:* Saturday, June 19, 2021 1:10 PM
> *To:* OSMF Talk <osmf-talk at openstreetmap.org>
> *Subject:* [Osmf-talk] Moving the OSMF to the EU?
>
>
>
> Hi all,
>
>
>
> The OSMF board is considering relocating the OSMF to the EU. We haven’t
> taken our decision yet, and would like to first consult its membership for
> feedback, advice and whether we’ve missed anything.
>
>
>
> There is not one reason for moving, but a multitude of paper cuts, most of
> which have been triggered or amplified by Brexit:
>
>
>
> • One important reason is keeping *sui generis* database rights (
> https://www.gov.uk/guidance/sui-generis-database-rights-after-the-transition-period)
> in the EU. We still have other protections, but this is a solid one and has
> been useful in the past.
>
> • Banking, finance and using PayPal in the UK is becoming more and more
> complicated and expensive.
>
> • We might be able to get charity status, and make our donations
> tax-deductible. We paid about £6000 in tax in the last fiscal year, but
> this will increase geometrically as we raise money for iD and the senior
> reliability engineer job.
>
> • We would be allowed to keep our .EU domains ourselves
>
> • We could more effectively lobby the EU, EU governments and have more of
> an impact, especially in countries where there is no local chapter.
>
> • Managing membership could become easier
>
> • We could more easily employ people in the EU
>
>
>
> The negative side is that it would mean a *lot* of work, and cost time
> and money.
>
>
>
> Some points to consider when moving:
>
>
>
>             • Asset transfer, especially intellectual property
>
>             • Will this have an effect on the contributor agreement?
>
>             • Porting the AoA to another legal system – adding maybe
> asset locks and takeover protection mechanisms.
>
>             • Change membership? Does every member need to agree?
>
>             • Would donations be tax-free EU wide?
>
>             •  Move the whole foundation? A hybrid approach – keeping the
> “main” OSMF in the UK and having a sister OSMF in the EU – might reduce the
> effort or even work better.
>
>
>
> We are not focusing on a certain country yet, but have instead made a list
> of criteria:
>
>
>
> Requirements (Must)
>
>             • Retention of current license and contributor terms
>
>             • Legal successor to OSMF corporation if/when the OSMF is
> dissolved
>
>             • Formal non-profit status so we don’t pay income tax
>
>             • No requirement for any director to be resident in country
> of incorporation (this excludes Ireland)
>
>             • Relevant laws permit bank accounts to be held by resident
> non-profits with non-resident members and directors
>
>             • Communication in English with banks and local authorities
> is possible (this probably excludes France)
>
>             • Democratic control. One-person-one-vote
>
>             • Ability to have “members”/directors from all (nearly all?)
> countries
>
>             • EU sui generis database protection
>
>
>
> Highly desirable (Should)
>
>             • Tax-deductible donations
>
>             • Low cost of transferring assets from the UK
>
>             • Minimal overhead and reporting requirements
>
>             • Legal structure easy to understand for community members,
> donors, and the public
>
>             • Ability to employ people
>
>             • AoA can be written in English
>
>             • Accounting can be done in English
>
>             • Banking available in EUR, GBP and USD
>
>             • Banking available fully in English
>
>             • Low non-profit maintenance costs
>
>             • Ability to take donations from 501c3 charities in the US
>
>
>
> Desirable (Could)
>
>             • English-language legal system
>
>             • Low incorporation cost
>
>             • Corporate address can be maildrop for forwarding
>
>
>
> What do you think? Is there anything we’ve missed? Have we missed easier
> ways of solving some of our issues?
>
>
>
> Thanks,
>
>
>
> Guillaume (treasurer) and the rest of the OSMF board
>
>
>
>
>
>
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>
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>
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