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Grex > Coop > #256: Has the time come to consider dissolving the corporation? | |
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| 25 new of 75 responses total. |
unicorn
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response 18 of 75:
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Nov 22 05:22 UTC 2009 |
What kind of support is necessary? Serving on the board or staff?
The conferences seem to be quite active. At least Agora is. That
would appear to be some support (at least tacit support) for
continuing. There seem to be others who use grex who don't use the
conferences, and may be unaware there is discussion of dissolution.
Perhaps that should be mentioned in the motd.
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richard
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response 19 of 75:
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Nov 22 06:14 UTC 2009 |
re #18 again nobody is saying grex should go away. This bbs should
keep going. But cyberspace communications, this non-profit
corporation formed to support it? When nobody wants to be treasurer
and you can't get quorum at the board meetings to have actual votes,
you have a non-functioning entity. It is useless to have more board
elections. There are better and more efficient ways for grex to
operate without the need for the corporation.
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tod
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response 20 of 75:
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Nov 23 23:38 UTC 2009 |
Vulcan mind meld
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tsty
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response 21 of 75:
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Nov 24 00:44 UTC 2009 |
re 17 ... taht is incorrect and you know it. there ARE enough ppl
around to support grex ... you just ahve to 'employ' them.
re 18 ..... "nobody is saying grex should go away." - wrong! but
i know more, sorry to say.
btw, nobody 'runs' for terasurer ... from the board, the teasurer
is -selected- , actually, there is no requeriemntt that the treasureer
has to be a board memeber.
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veek
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response 22 of 75:
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Nov 24 02:24 UTC 2009 |
yeah ts, but it's the one post that requires skillz! How are we going
to find another aruba and file all the paper wrk?? Hmm.. I checked and
there is no treasurer for dummies book so we are scrwd.
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cross
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response 23 of 75:
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Nov 24 04:34 UTC 2009 |
resp:21 Really? Who? I know no such thing.
resp:19 I'm saying Grex should go away.
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tsty
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response 24 of 75:
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Nov 24 08:44 UTC 2009 |
re 22 ... see re 21 ... treasureer is chosen from among teh board members
or selected from a vollunteer apporved by board.
re 23 .... read caredully ... carefully.
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veek
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response 25 of 75:
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Nov 24 10:50 UTC 2009 |
yes, but! he has to be able to DO the job! It involves all sorts of
legal paperwork; forms to fill and submit every year (tax returns?);
running to the bank to cash cheques; which means someone in MI? Someone
who knows tax thingies.. (and I suppose there will be more stuff as
well). Would aruba be willing to coach one of us to do the stuff before
he leaves??
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veek
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response 26 of 75:
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Nov 24 16:17 UTC 2009 |
http://en.wikipedia.org/wiki/501(c)
Note that "tax exempt" also does not excuse an organization from
maintaining proper records and filing any required annual or special-
purpose tax returns.[3] Previously, annual returns were not generally
required from an exempt organization accruing less than $25,000 in
gross income yearly.[4] However, from 2008 onwards, many such
organizations must file a yearly "e-Postcard" or risk losing their
exemption [5]
Failure to file required returns such as Form 990 (Return of
Organization Exempt From Income Tax) may result in monetary fines of up
to $250,000 per year. Exempt or political organizations (excluding
churches or similar religious entities) must make their returns,
reports, notices, and exempt applications available for public
inspection.
http://www.irs.gov/charities/article/0,,id=208553,00.html
http://www.t-tlaw.com/lr-05.htm
***
http://www.irs.gov/charities/article/0,,id=169250,00.html
(e-postcard link)
***
[okay I think this is easily doable! Just check out that e-postcard
link. First we read up. Then we read up again. Then we ask Aruba
questions. Then Aruba fills us in on anything we missed, and we have a
whole bunch of treasurers :) It's not overly complicated than filling a
normal tax return.]
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veek
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response 27 of 75:
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Nov 24 16:22 UTC 2009 |
holy mackrel! I even got the cyberspace communications e-filing :)
http://www.irs.gov/app/ePostcard/
Tax Period:
2008 (01/01/2008 - 12/31/2008) Employer Identification Number (EIN):
38-2998091
Legal Name and Mailing Address:
CYBERSPACE COMMUNICATIONS
PO BOX 4432
ANN ARBOR, MI 481064432
United States Other names the organization conducts business under
(Doing Business As):
GREX
Organization has terminated:
No Gross receipts are normally $25,000 or less:
Yes
Website URL:
http://www.cyberspac e.org Principal Officer's Name and Address:
Mark Conger
PO BOX 4432
ANN ARBOR, MI 481064432
United States
[Ha! see! it says the Organization has not terminated, which means you
need a board or someone to officially terminate stuff with the IRS.
Hmm.. it's very limited info. I thought I'd get to see a lot more
interesting stuff. Guess a postcard is literally a postcard.]
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veek
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response 28 of 75:
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Nov 24 16:33 UTC 2009 |
http://www.irs.gov/pub/irs-pdf/p557.pdf
Has everything we need. Look for: "Form-990-N for small exempt
organizations"
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veek
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response 29 of 75:
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Nov 24 16:41 UTC 2009 |
you need to get the loginID/Password Aruba created for filling the e-
postcard: http://www.irs.gov/charities/article/0,,id=177782,00.html
(FAQ's: it's got everything. There might be stuff to be filed at the
state level, but 1/2 an hour with Mr.Conger and I bet everyone will be
an expert. *rawr* ha! no dissolving of corporation <g>)
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jep
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response 30 of 75:
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Nov 24 18:18 UTC 2009 |
For some reason all of the items in this conference were listed as
"forgotten", so this is the first time I've seen this item.
I'm not in favor of Grex shutting down. It's an interesting place with
it's own culture and history, and I enjoy participating in the
conversations here.
I'm not a member solely because I think it's ridiculous to contribute to
a non-profit with thousands of dollars in the bank and no need for that
much money. That excludes me from the Board. I wouldn't run anyway
because I'm on the Board of Arbornet and prefer not to be part of both.
I am not knowledgeable enough to do much as a staff member.
I'm the treasurer of Arbornet. I'm willing to help out if someone wants
to take over as treasurer of Cyberspace. Most things are probably the
same here as they are over there.
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tsty
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response 31 of 75:
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Nov 24 18:31 UTC 2009 |
please link to agora - tia
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tsty
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response 32 of 75:
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Nov 24 18:37 UTC 2009 |
incorrect jep, that changed ... if elected you must become a member
for the duration (at least) to serve in tha ellected capacity.
whih reminds me to scrounge up another yr's membership money due rsn.
however, being on the board of the m-b0x mya present a conflict w/you
but not w/grex (imo).
lotsa ppl serve on boards of similar organizatoisns - and i do'n't
consider that grex adn the m-b0x to be in competition w/each other.
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jep
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response 33 of 75:
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Nov 24 18:52 UTC 2009 |
I think M-Net and Grex are in direct competition with one another.
People on M-Net regularly proclaim their hatred of Grex, and people on
Grex regularly give thanks to God and his disciple, Rane Curl, that they
are not on M-Net.
Additionally, my interests in joining the Board of Cyberspace would be
to, 1) keep it from dissolving, 2) Get it to change it's name to "Grex,
Inc." instead of "Cyberspace Communications, Inc." which I think is
pretentious and silly, and 3) participate in the decision on whom to
donate it's money to if it did dissolve.
I'd have very clear conflicts of interest in #3. I have internal
conflicts just musing about it. If Grex gets to that point, I will
undoubtedly act as Arbornet's treasurer to lobby for the money to be
given to Arbornet. I've already speculated about having the two
organizations merge.
So, emphatically no, I don't think I should be on Grex's Board.
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jgelinas
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response 34 of 75:
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Nov 24 21:58 UTC 2009 |
TS, you are incorrect: one must be a member when the voting begins.
Apparently, you weren't informed that an anonymous donor paid for a
three-month membership to qualify you for last year's election. I
suspect the same donor could be encouraged to help other candidates this
year.
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richard
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response 35 of 75:
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Nov 24 22:48 UTC 2009 |
I think if JEP is willing to join the board and act as grex's new
treasurer, as well as being arbornet's, it would be a clear way to
start facilitating an eventual merger or sale of assets to arbornet.
I think the grex haters on mnet would be outnumbered by those who the
benefits of arbornet becoming the parent company of both of these
classic old bbs's.
perhaps a slate of 'abolitionist candidates' can be organized, those
running on a platform of taking cyberspace communications inc. out of
existence within one year's time or before any further elections need
to take place. It can be a goal for the new board to work for and a
reason for some of the veteran past board members to consider coming
back for one last time.
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cyklone
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response 36 of 75:
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Nov 25 00:36 UTC 2009 |
Here's an out of the box thought on the treasurer situation:
Does anyone know a friendly accountant willing to help out a non-profit?
Pay him/her some nominal sum, toss in a membership and vote them up to
treasurer. Viola, problem solved.
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veek
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response 37 of 75:
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Nov 25 02:44 UTC 2009 |
It would be better if we made sure ALL board members knew this stuff!
It's only 1/2 hrs work and if we make detailed notes and upload it,
future generations of Grexers can then easily refer to the web-site and
we'd never again have to worry about treasurer resigning. Most of the
work has been done by Aruba (registering the company, creating a
records template etc) so all we got to do is follow in his illustrious
footsteps. Cheques can be mailed to the bank and Aruba can fill us in,
via email, on any other works that come up.
We'll worry about mergers and acquisitions at a later date.
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jep
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response 38 of 75:
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Nov 25 03:52 UTC 2009 |
I pretty much agree with veek. An accountant is not needed. What Grex
needs for treasurer is someone who will cash checks, write a report
occasionally, and fill out a couple of forms per year. That's all I do
for M-Net and it's sufficient.
Richard: I don't want Grex to fold or to merge with M-Net. I want it to
survive on its own.
I also don't want a 2nd treasurer's position or a 2nd Board position. I
regard doing either of those things as a conflict of interest.
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cross
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response 39 of 75:
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Nov 25 05:37 UTC 2009 |
I don't understand the reluctance to replace the Grex hardware with the M-Net
hardware. Really. There's no reason the same physical computer couldn't host
separate instances of the BBS software and the party program for the two
communities; that makes a lot more sense to me than virtualization, which a
lot of people seem to be in favor of. In that case, you'd already be running
on the same hardware as someone else; who cares if you see them logged in when
you type the 'who' or 'w' or similar commands? Further, that would eliminate
the problems with staff resources and an ineffective board of directors.
A while back, I had thoughts of Grex becoming a 'community of communities',
whereby it could host multiple instances of the BBS and chat systems. In
such a system, Grex as most people know it would just become a facet of a
larger system. By setting an environment variable, one could select between
a 'Grex universe' or an 'M-Net universe' or whatever. Just because it hasn't
been done before doesn't mean it couldn't be done now. If that's the case,
then there's really little reason to keep Grex separate from M-Net.
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gelinas
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response 40 of 75:
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Feb 14 01:25 UTC 2013 |
I am in a mood to discuss what to do with the various assets of the
Corporation. So I'm reviving this item, rather than starting a new one. :)
IIRC, we are currently running on donated hardware. The easiest way to
dispose of the hardware is to return it to the donor. If we can't give it
to him, a price of one dollar seems reasonable. Any hardware donated but not
being used should just be returned.
When it dissolves, the Corporation will have no further interest in its domain
names. We can leave them to the domain registrar(s) for further disposition.
I would like the money held by the Corporation to be donated to the Ann Arbor
Education Foundation. There are other organisations, like the Ypsilanti
Education Foundation, that would also be acceptable.
The difficult part is the users' files. If the new owner wanted to keep the
machine up and running, either as a conferencing system or as a
unix-experimental box, the password conference files could be transferred in
toto. Individual users should be given the opportunity to delete the files
in their home directories and ask that their userids be frozen.
In the worst case, the disks could be wiped before the machine is disposed
of.
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jep
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response 41 of 75:
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Feb 15 14:37 UTC 2013 |
It might be a good idea to make a dissolution plan while there is a Board
in place (or enough active users) to bless it. It wouldn't be wise to
have the corporation just fade away and the system wind up in a junkyard.
It should be disposed of properly even if the equipment isn't worth
anything at that time. The hard drives and backup tapes should be
destroyed if they can't be passed to another organization who could keep
them available with the same controls we have for the data on them now.
I like the idea of picking a donor organization, in the event that
dissolution happens. It should be neutral enough not to offend anyone.
(The NRA or ACLU would not be good choices, for examples.) Other than
that, I don't really care who it is.
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rcurl
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response 42 of 75:
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Feb 16 05:52 UTC 2013 |
You HAVE to have a dissolution plan!
"Dissolution. If a nonprofit corporation is inactive or is no longer
needed, or for some other reason is not operating or about to cease
operations, you should consider whether and how to formally end the life
of the nonprofit corporation. You cannot simply "walk away" from the
nonprofit corporation. To do so exposes the officers and directors to
liability to the government, creditors, members and others. There are
fairly detailed procedures which must be followed, including a "plan of
dissolution" and "articles of dissolution," a kind of mirror image of
the Articles of Incorporation which created the nonprofit corporation.
Remember that assets must be distributed in compliance with Alaska law,
state and federal tax law and consistently with the corporate purposes
of the nonprofit corporation. You should consult an attorney familiar
with nonprofit corporate law to review how to end a nonprofit
corporation."
(That ws obviously writen with Alaskan State law in mind. Probably
Michigan law is similar.)
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