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

[John Whelan]

Sounds wonderful. I think the UK is getting far to difficult to deal 
with certainly finacially and I was born there.

Cheerio John

Guillaume Rischard wrote on 6/19/2021 1:10 PM:
> 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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