[Members] S is for Software once more?

Dave Cridland dave at cridland.net
Mon Mar 21 23:36:50 UTC 2016

On 21 March 2016 at 22:23, Arc Riley <arcriley at gmail.com> wrote:

> If you're not looking for a corporation to hold your trademarks and
> copyrights, and you have no financial assets, then you don't really need a
> legal entity. But sooner or later every software project needs a legal
> entity.
Ignite Realtime does have a trademark (or rather Jive Software have the
"Openfire" mark and we believe it could be transferred). Copyrights, no, or
at least none that matter. I'd assume that "donation handling" was going to
be needed, too.

> You're confusing the Software Freedom Conservancy (SFC) from the Software
> Freedom Law Center (SFLC). The SFLC spawned the SFC but they are separate
> groups. Membership with the SFC does not grant SFLC status. SFLC is
> available for license enforcement on a case by case basis for any free
> software project, not just those under the SFC umbrella.
In that case I'm confused because the SFC's website is confusing:


> Yes, I'm thoroughly put off the idea of forming any kind of legal entity.
>> Within the US, it'd be a significant challenge
> Its actually fairly easy, I've done it a few times. Here's how to do it
> (this is for anyone who might be interested in doing this for their project)
> 1) Get a friend or a UPS Store PO Box located in New Hampshire. The UPS
> Store will be happy to forward mail monthly for the cost of shipping, or a
> friend of the project can act as the registered agent to forward the 1-2
> pieces of mail a year. You can also hire a commercial registered agent in
> New Hampshire for a reasonable annual fee.
> 2) Fill out an Articles of Association. Include the 501(c)(3) boilerplate
> (use the wording for an educational non-profit in the mission statement,
> remaining assets must be given to a 501(c)(3) if the corporation is
> dissolved, etc you can easily find this online) and signatures of 6 adult
> members of the project.
> 3) File these in Concord, NH along with $25 filing fee. Congrats, the
> non-profit corporation now exists. You need 4/6 (2/3rds) supermajority of
> the people who signed the incorporation paperwork to later approve the
> first bylaws (this accounts for up to 2 disappearing).
> 4) File for an EIN with the IRS. This is free and you get a PDF to print
> out with your new EIN.
> 5) Take the Articles of Incorporation, a printout of the EIN, and a
> printout of meeting minutes in which you are authorized by your
> co-incorporators to open a bank account to a bank or credit union, open a
> business checking account.
> If the corporation earns less than $5000/year it can act as a 501(c)(3)
> non-profit without an official ruling from the IRS, though honestly at that
> level most people would just use their standard deduction vs itemized tax
> write-off so it doesn't matter. IRS Form 1023-EZ can be used at this level
> to get official 501(c)(3) recognition for small non-profits and is filled
> out entirely online.
> If your project is super small, you can skip some of these steps too -
> form an unincorporated association.
> Unincorporated associations are small entities (generally less than
> $5000/year income) that even the state government doesn't want to bother
> with. You still need bylaws and meetings, you still need an EIN (file as an
> unincorporated association), but while you can open a bank account without
> the incorporation paperwork you're often asked to supply additional
> documentation such as bylaws.
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