Draft Articles of Incorporation/Bylaws

classic Classic list List threaded Threaded
19 messages Options
Reply | Threaded
Open this post in threaded view
|

Draft Articles of Incorporation/Bylaws

Kate Chapman-2
Hi Hotties!

I drew up some quick Bylaws and Articles of Incorporation we could use
to incorporation as a non-profit corporation that would eventually
have tax exempt status in the U.S.  We were thinking our EU bylaws
would be very similar but of course have the necessary legal country
specific changes.

http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation

I've incorporated 2 non-profits in the District of Columbia so I
modeled it somewhat after that.

We weren't really sure how to do membership, what is up there is just
a suggestion.

Let me know what you think.

-Kate


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Robert Soden
Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the plan to incorporate in D.C. asap or are there still things we need to figure out related to incorporating in Europe and how to structure the org?

No strong feelings about membership, but what's the reasoning for the tiered approach? I'm trying to come up with an example where we'd want someone in as a member but not want them to deploy?




On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:

> Hi Hotties!
>
> I drew up some quick Bylaws and Articles of Incorporation we could use
> to incorporation as a non-profit corporation that would eventually
> have tax exempt status in the U.S.  We were thinking our EU bylaws
> would be very similar but of course have the necessary legal country
> specific changes.
>
> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>
> I've incorporated 2 non-profits in the District of Columbia so I
> modeled it somewhat after that.
>
> We weren't really sure how to do membership, what is up there is just
> a suggestion.
>
> Let me know what you think.
>
> -Kate
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot



Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
Hi Robert,

I think that we could probably incorporate in the U.S. and then figure
out how to create a reciprocal relationship between the U.S. and
European organizations.  It wouldn't hurt to get the how the
organizations would interact figured out, but I don't think it needs
to hold up incorporation.

Honestly it was perhaps me over thinking things with the tiered
membership.  I was thinking we would want to have a method of getting
new people in, though I suppose people being non-members and then
joining works just the same as having two levels. It probably greatly
simplifies things just to have one type of membership.

-Kate

On Tue, Jul 13, 2010 at 5:53 PM, Robert Soden <[hidden email]> wrote:

> Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the plan to incorporate in D.C. asap or are there still things we need to figure out related to incorporating in Europe and how to structure the org?
>
> No strong feelings about membership, but what's the reasoning for the tiered approach? I'm trying to come up with an example where we'd want someone in as a member but not want them to deploy?
>
>
>
>
> On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>
>> Hi Hotties!
>>
>> I drew up some quick Bylaws and Articles of Incorporation we could use
>> to incorporation as a non-profit corporation that would eventually
>> have tax exempt status in the U.S.  We were thinking our EU bylaws
>> would be very similar but of course have the necessary legal country
>> specific changes.
>>
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>
>> I've incorporated 2 non-profits in the District of Columbia so I
>> modeled it somewhat after that.
>>
>> We weren't really sure how to do membership, what is up there is just
>> a suggestion.
>>
>> Let me know what you think.
>>
>> -Kate
>>
>> _______________________________________________
>> HOT mailing list
>> [hidden email]
>> http://lists.openstreetmap.org/listinfo/hot
>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
I updated the Bylaws and the Incorporation Documents to just have one
class of membership.

Does anyone have any additional feedback?

http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation

If this plan looks okay the first thing we would do would be have
those that have deployed as part of the loose HOT organization
nominate and vote in additional members.  We would then have a board
election and then incorporate.

-Kate

On Tue, Jul 13, 2010 at 7:46 PM, Kate Chapman <[hidden email]> wrote:

> Hi Robert,
>
> I think that we could probably incorporate in the U.S. and then figure
> out how to create a reciprocal relationship between the U.S. and
> European organizations.  It wouldn't hurt to get the how the
> organizations would interact figured out, but I don't think it needs
> to hold up incorporation.
>
> Honestly it was perhaps me over thinking things with the tiered
> membership.  I was thinking we would want to have a method of getting
> new people in, though I suppose people being non-members and then
> joining works just the same as having two levels. It probably greatly
> simplifies things just to have one type of membership.
>
> -Kate
>
> On Tue, Jul 13, 2010 at 5:53 PM, Robert Soden <[hidden email]> wrote:
>> Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the plan to incorporate in D.C. asap or are there still things we need to figure out related to incorporating in Europe and how to structure the org?
>>
>> No strong feelings about membership, but what's the reasoning for the tiered approach? I'm trying to come up with an example where we'd want someone in as a member but not want them to deploy?
>>
>>
>>
>>
>> On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>>
>>> Hi Hotties!
>>>
>>> I drew up some quick Bylaws and Articles of Incorporation we could use
>>> to incorporation as a non-profit corporation that would eventually
>>> have tax exempt status in the U.S.  We were thinking our EU bylaws
>>> would be very similar but of course have the necessary legal country
>>> specific changes.
>>>
>>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>>
>>> I've incorporated 2 non-profits in the District of Columbia so I
>>> modeled it somewhat after that.
>>>
>>> We weren't really sure how to do membership, what is up there is just
>>> a suggestion.
>>>
>>> Let me know what you think.
>>>
>>> -Kate
>>>
>>> _______________________________________________
>>> HOT mailing list
>>> [hidden email]
>>> http://lists.openstreetmap.org/listinfo/hot
>>
>>
>> _______________________________________________
>> HOT mailing list
>> [hidden email]
>> http://lists.openstreetmap.org/listinfo/hot
>>
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Todd Huffman
I'm in line with Robert's thoughts "Thanks for doing this Kate, they
look solid to my non-expert eyes."

I've got no strong feelings about the tiered membership, but we might
want to offer an incentive for people to put in more resources.

Todd Huffman

[hidden email]
Office: (765) 633-2691
Twitter: @toddhuffman
HAM Radio: KJ6JQQ




On Wed, Jul 14, 2010 at 7:08 PM, Kate Chapman <[hidden email]> wrote:

> I updated the Bylaws and the Incorporation Documents to just have one
> class of membership.
>
> Does anyone have any additional feedback?
>
> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>
> If this plan looks okay the first thing we would do would be have
> those that have deployed as part of the loose HOT organization
> nominate and vote in additional members.  We would then have a board
> election and then incorporate.
>
> -Kate
>
> On Tue, Jul 13, 2010 at 7:46 PM, Kate Chapman <[hidden email]> wrote:
>> Hi Robert,
>>
>> I think that we could probably incorporate in the U.S. and then figure
>> out how to create a reciprocal relationship between the U.S. and
>> European organizations.  It wouldn't hurt to get the how the
>> organizations would interact figured out, but I don't think it needs
>> to hold up incorporation.
>>
>> Honestly it was perhaps me over thinking things with the tiered
>> membership.  I was thinking we would want to have a method of getting
>> new people in, though I suppose people being non-members and then
>> joining works just the same as having two levels. It probably greatly
>> simplifies things just to have one type of membership.
>>
>> -Kate
>>
>> On Tue, Jul 13, 2010 at 5:53 PM, Robert Soden <[hidden email]> wrote:
>>> Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the plan to incorporate in D.C. asap or are there still things we need to figure out related to incorporating in Europe and how to structure the org?
>>>
>>> No strong feelings about membership, but what's the reasoning for the tiered approach? I'm trying to come up with an example where we'd want someone in as a member but not want them to deploy?
>>>
>>>
>>>
>>>
>>> On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>>>
>>>> Hi Hotties!
>>>>
>>>> I drew up some quick Bylaws and Articles of Incorporation we could use
>>>> to incorporation as a non-profit corporation that would eventually
>>>> have tax exempt status in the U.S.  We were thinking our EU bylaws
>>>> would be very similar but of course have the necessary legal country
>>>> specific changes.
>>>>
>>>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>>>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>>>
>>>> I've incorporated 2 non-profits in the District of Columbia so I
>>>> modeled it somewhat after that.
>>>>
>>>> We weren't really sure how to do membership, what is up there is just
>>>> a suggestion.
>>>>
>>>> Let me know what you think.
>>>>
>>>> -Kate
>>>>
>>>> _______________________________________________
>>>> HOT mailing list
>>>> [hidden email]
>>>> http://lists.openstreetmap.org/listinfo/hot
>>>
>>>
>>> _______________________________________________
>>> HOT mailing list
>>> [hidden email]
>>> http://lists.openstreetmap.org/listinfo/hot
>>>
>>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Katie Filbert
On Wed, Jul 14, 2010 at 10:36 PM, Todd Huffman <[hidden email]> wrote:
I'm in line with Robert's thoughts "Thanks for doing this Kate, they
look solid to my non-expert eyes."

The bylaws look good to me. It's good to see progress towards formalising HOT.

For the name of the organisation, "Humanitarian OpenStreetMap Team United States, Inc.", do we really need "United States" as part of the name?

In Article II, I would change:

* Deploy to ... => Deploying to
* Coordinate => Coordinating
* Provide => Providing
* Advocate => Advocating

in Article IV:

"The elected initial board that will incorporate HOT and serve a one year term as its board of directors."

change to:

"The elected initial board of directors will incorporate HOT and serve a one year term."


I've got no strong feelings about the tiered membership, but we might
want to offer an incentive for people to put in more resources.


Otherwise, they look good.

-Katie
 
Todd Huffman

[hidden email]
Office: (765) 633-2691
Twitter: @toddhuffman
HAM Radio: KJ6JQQ



_______________________________________________
HOT mailing list
[hidden email]
http://lists.openstreetmap.org/listinfo/hot



--
Katie Filbert
[hidden email]
@filbertkm
Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
The reason I put the United States in was because we were going to
have a European organization as well.   I believe we would have issues
with official names if we had the same one even if we were operating
in different countries.  We would registered Humanitarian
OpenStreetMap Team as an name we are operating under though.

-Kate

On Wed, Jul 14, 2010 at 10:58 PM, Katie Filbert <[hidden email]> wrote:

> On Wed, Jul 14, 2010 at 10:36 PM, Todd Huffman <[hidden email]> wrote:
>>
>> I'm in line with Robert's thoughts "Thanks for doing this Kate, they
>> look solid to my non-expert eyes."
>
> The bylaws look good to me. It's good to see progress towards formalising
> HOT.
>
> For the name of the organisation, "Humanitarian OpenStreetMap Team United
> States, Inc.", do we really need "United States" as part of the name?
>
> In Article II, I would change:
>
> * Deploy to ... => Deploying to
> * Coordinate => Coordinating
> * Provide => Providing
> * Advocate => Advocating
>
> in Article IV:
>
> "The elected initial board that will incorporate HOT and serve a one year
> term as its board of directors."
>
> change to:
>
> "The elected initial board of directors will incorporate HOT and serve a one
> year term."
>
>>
>> I've got no strong feelings about the tiered membership, but we might
>> want to offer an incentive for people to put in more resources.
>>
>
> Otherwise, they look good.
>
> -Katie
>
>>
>> Todd Huffman
>>
>> [hidden email]
>> Office: (765) 633-2691
>> Twitter: @toddhuffman
>> HAM Radio: KJ6JQQ
>>
>>
>>
>> _______________________________________________
>> HOT mailing list
>> [hidden email]
>> http://lists.openstreetmap.org/listinfo/hot
>
>
>
> --
> Katie Filbert
> [hidden email]
> @filbertkm
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Mark Iliffe
That's an good idea, do you know who is organising the European cohort?

Mark
On 15 Jul 2010, at 10:51, Kate Chapman wrote:

> The reason I put the United States in was because we were going to
> have a European organization as well.   I believe we would have issues
> with official names if we had the same one even if we were operating
> in different countries.  We would registered Humanitarian
> OpenStreetMap Team as an name we are operating under though.
>
> -Kate
>
> On Wed, Jul 14, 2010 at 10:58 PM, Katie Filbert <[hidden email]> wrote:
>> On Wed, Jul 14, 2010 at 10:36 PM, Todd Huffman <[hidden email]> wrote:
>>>
>>> I'm in line with Robert's thoughts "Thanks for doing this Kate, they
>>> look solid to my non-expert eyes."
>>
>> The bylaws look good to me. It's good to see progress towards formalising
>> HOT.
>>
>> For the name of the organisation, "Humanitarian OpenStreetMap Team United
>> States, Inc.", do we really need "United States" as part of the name?
>>
>> In Article II, I would change:
>>
>> * Deploy to ... => Deploying to
>> * Coordinate => Coordinating
>> * Provide => Providing
>> * Advocate => Advocating
>>
>> in Article IV:
>>
>> "The elected initial board that will incorporate HOT and serve a one year
>> term as its board of directors."
>>
>> change to:
>>
>> "The elected initial board of directors will incorporate HOT and serve a one
>> year term."
>>
>>>
>>> I've got no strong feelings about the tiered membership, but we might
>>> want to offer an incentive for people to put in more resources.
>>>
>>
>> Otherwise, they look good.
>>
>> -Katie
>>
>>>
>>> Todd Huffman
>>>
>>> [hidden email]
>>> Office: (765) 633-2691
>>> Twitter: @toddhuffman
>>> HAM Radio: KJ6JQQ
>>>
>>>
>>>
>>> _______________________________________________
>>> HOT mailing list
>>> [hidden email]
>>> http://lists.openstreetmap.org/listinfo/hot
>>
>>
>>
>> --
>> Katie Filbert
>> [hidden email]
>> @filbertkm
>>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot



Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
In reply to this post by Robert Soden
So one question came up was what if we wanted to have board members
from or connected to large donor organizations?  They probably
wouldn't be deploying members.

Or would we have an advisory board which wouldn't be part of the
executive board?

-Kate

On 7/13/10, Robert Soden <[hidden email]> wrote:

> Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the
> plan to incorporate in D.C. asap or are there still things we need to figure
> out related to incorporating in Europe and how to structure the org?
>
> No strong feelings about membership, but what's the reasoning for the tiered
> approach? I'm trying to come up with an example where we'd want someone in
> as a member but not want them to deploy?
>
>
>
>
> On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>
>> Hi Hotties!
>>
>> I drew up some quick Bylaws and Articles of Incorporation we could use
>> to incorporation as a non-profit corporation that would eventually
>> have tax exempt status in the U.S.  We were thinking our EU bylaws
>> would be very similar but of course have the necessary legal country
>> specific changes.
>>
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>
>> I've incorporated 2 non-profits in the District of Columbia so I
>> modeled it somewhat after that.
>>
>> We weren't really sure how to do membership, what is up there is just
>> a suggestion.
>>
>> Let me know what you think.
>>
>> -Kate
>>
>> _______________________________________________
>> HOT mailing list
>> [hidden email]
>> http://lists.openstreetmap.org/listinfo/hot
>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Robert Soden
I really like the idea of an advisory board of people who can provide strategic advice and assist in funding efforts.  Will put some thought into ideas for candidates.  Do we need to decide this before incorporation?




On Thu, Jul 15, 2010 at 1:59 PM, Kate Chapman <[hidden email]> wrote:
So one question came up was what if we wanted to have board members
from or connected to large donor organizations?  They probably
wouldn't be deploying members.

Or would we have an advisory board which wouldn't be part of the
executive board?

-Kate

On 7/13/10, Robert Soden <[hidden email]> wrote:
> Thanks for doing this Kate, they look solid to my non-expert eyes.  Is the
> plan to incorporate in D.C. asap or are there still things we need to figure
> out related to incorporating in Europe and how to structure the org?
>
> No strong feelings about membership, but what's the reasoning for the tiered
> approach? I'm trying to come up with an example where we'd want someone in
> as a member but not want them to deploy?
>
>
>
>
> On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>
>> Hi Hotties!
>>
>> I drew up some quick Bylaws and Articles of Incorporation we could use
>> to incorporation as a non-profit corporation that would eventually
>> have tax exempt status in the U.S.  We were thinking our EU bylaws
>> would be very similar but of course have the necessary legal country
>> specific changes.
>>
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>
>> I've incorporated 2 non-profits in the District of Columbia so I
>> modeled it somewhat after that.
>>
>> We weren't really sure how to do membership, what is up there is just
>> a suggestion.
>>
>> Let me know what you think.
>>
>> -Kate
>>
>> _______________________________________________
>> HOT mailing list
>> [hidden email]
>> http://lists.openstreetmap.org/listinfo/hot
>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>

Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
We don't need to decide this before incorporation.  What we would need
to decide is if these types of people would be separate from the board
of directors.  I'm okay with deciding they would be separate and then
if it becomes a problem we can pass an amendment to the bylaws.

-Kate

On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]> wrote:

> I really like the idea of an advisory board of people who can provide
> strategic advice and assist in funding efforts.  Will put some thought into
> ideas for candidates.  Do we need to decide this before incorporation?
>
>
>
>
> On Thu, Jul 15, 2010 at 1:59 PM, Kate Chapman <[hidden email]> wrote:
>>
>> So one question came up was what if we wanted to have board members
>> from or connected to large donor organizations?  They probably
>> wouldn't be deploying members.
>>
>> Or would we have an advisory board which wouldn't be part of the
>> executive board?
>>
>> -Kate
>>
>> On 7/13/10, Robert Soden <[hidden email]> wrote:
>> > Thanks for doing this Kate, they look solid to my non-expert eyes.  Is
>> > the
>> > plan to incorporate in D.C. asap or are there still things we need to
>> > figure
>> > out related to incorporating in Europe and how to structure the org?
>> >
>> > No strong feelings about membership, but what's the reasoning for the
>> > tiered
>> > approach? I'm trying to come up with an example where we'd want someone
>> > in
>> > as a member but not want them to deploy?
>> >
>> >
>> >
>> >
>> > On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>> >
>> >> Hi Hotties!
>> >>
>> >> I drew up some quick Bylaws and Articles of Incorporation we could use
>> >> to incorporation as a non-profit corporation that would eventually
>> >> have tax exempt status in the U.S.  We were thinking our EU bylaws
>> >> would be very similar but of course have the necessary legal country
>> >> specific changes.
>> >>
>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>> >>
>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>> >>
>> >> I've incorporated 2 non-profits in the District of Columbia so I
>> >> modeled it somewhat after that.
>> >>
>> >> We weren't really sure how to do membership, what is up there is just
>> >> a suggestion.
>> >>
>> >> Let me know what you think.
>> >>
>> >> -Kate
>> >>
>> >> _______________________________________________
>> >> HOT mailing list
>> >> [hidden email]
>> >> http://lists.openstreetmap.org/listinfo/hot
>> >
>> >
>> > _______________________________________________
>> > HOT mailing list
>> > [hidden email]
>> > http://lists.openstreetmap.org/listinfo/hot
>> >
>
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2

So if everyone is okay with the bylaws then I purpose we start creating members. So those that have deployed on HOT projects before would nominate others.  Then we hacdc nominations for the board. Then we have a board election and incorporate.

Kate

On Jul 15, 2010 4:47 PM, "Kate Chapman" <[hidden email]> wrote:

We don't need to decide this before incorporation.  What we would need
to decide is if these types of people would be separate from the board
of directors.  I'm okay with deciding they would be separate and then
if it becomes a problem we can pass an amendment to the bylaws.

-Kate


On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]> wrote:
> I really like the i...

Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Dane Springmeyer-4
I'm +1 on the plan you've set forth - thanks Kate.

Dane

On Jul 16, 2010, at 1:18 PM, Kate Chapman wrote:

So if everyone is okay with the bylaws then I purpose we start creating members. So those that have deployed on HOT projects before would nominate others.  Then we hacdc nominations for the board. Then we have a board election and incorporate.

Kate


On Jul 15, 2010 4:47 PM, "Kate Chapman" <[hidden email]> wrote:

We don't need to decide this before incorporation.  What we would need
to decide is if these types of people would be separate from the board
of directors.  I'm okay with deciding they would be separate and then
if it becomes a problem we can pass an amendment to the bylaws.

-Kate


On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]> wrote:
> I really like the i...


_______________________________________________
HOT mailing list
[hidden email]
http://lists.openstreetmap.org/listinfo/hot

Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Todd Huffman
+1

Todd Huffman

[hidden email]
Office: (765) 633-2691
Twitter: @toddhuffman
HAM Radio: KJ6JQQ




On Fri, Jul 16, 2010 at 3:25 PM, Dane Springmeyer <[hidden email]> wrote:

> I'm +1 on the plan you've set forth - thanks Kate.
> Dane
> On Jul 16, 2010, at 1:18 PM, Kate Chapman wrote:
>
> So if everyone is okay with the bylaws then I purpose we start creating
> members. So those that have deployed on HOT projects before would nominate
> others.  Then we hacdc nominations for the board. Then we have a board
> election and incorporate.
>
> Kate
>
> On Jul 15, 2010 4:47 PM, "Kate Chapman" <[hidden email]> wrote:
>
> We don't need to decide this before incorporation.  What we would need
> to decide is if these types of people would be separate from the board
> of directors.  I'm okay with deciding they would be separate and then
> if it becomes a problem we can pass an amendment to the bylaws.
>
> -Kate
>
> On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]>
> wrote:
>> I really like the i...
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
>


Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Schuyler Erle
In reply to this post by Kate Chapman-2
The bylaws and articles look fine to me. Thanks, Kate! +1 on proceeding.

SDE

On Jul 16, 2010, at 1:18 PM, Kate Chapman wrote:

> So if everyone is okay with the bylaws then I purpose we start creating members. So those that have deployed on HOT projects before would nominate others.  Then we hacdc nominations for the board. Then we have a board election and incorporate.
>
> Kate
>
>
>> On Jul 15, 2010 4:47 PM, "Kate Chapman" <[hidden email]> wrote:
>>
>> We don't need to decide this before incorporation.  What we would need
>> to decide is if these types of people would be separate from the board
>> of directors.  I'm okay with deciding they would be separate and then
>> if it becomes a problem we can pass an amendment to the bylaws.
>>
>> -Kate
>>
>> On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]> wrote:
>>> I really like the i...
>>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot



Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

nicolas chavent
In reply to this post by Todd Huffman
All

Joining the crowd to thank Kate for the work on incorporation and add my name to the list

N

On Sat, Jul 17, 2010 at 12:52 AM, Todd Huffman <[hidden email]> wrote:
+1

Todd Huffman

[hidden email]
Office: (765) 633-2691
Twitter: @toddhuffman
HAM Radio: KJ6JQQ




On Fri, Jul 16, 2010 at 3:25 PM, Dane Springmeyer <[hidden email]> wrote:
> I'm +1 on the plan you've set forth - thanks Kate.
> Dane
> On Jul 16, 2010, at 1:18 PM, Kate Chapman wrote:
>
> So if everyone is okay with the bylaws then I purpose we start creating
> members. So those that have deployed on HOT projects before would nominate
> others.  Then we hacdc nominations for the board. Then we have a board
> election and incorporate.
>
> Kate
>
> On Jul 15, 2010 4:47 PM, "Kate Chapman" <[hidden email]> wrote:
>
> We don't need to decide this before incorporation.  What we would need
> to decide is if these types of people would be separate from the board
> of directors.  I'm okay with deciding they would be separate and then
> if it becomes a problem we can pass an amendment to the bylaws.
>
> -Kate
>
> On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]>
> wrote:
>> I really like the i...
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
>

_______________________________________________
HOT mailing list
[hidden email]
http://lists.openstreetmap.org/listinfo/hot



--
Nicolas Chavent
Humanitarian OpenStreetMap Team
http://wiki.openstreetmap.org/wiki/WikiProject_Haiti
Mobile (Haiti): +509 389 583 05
Mobile (FRA): +33 6 84 51 55 65
Landline (FRA): +33 2 97 26 23 08
Email: [hidden email]
Skype: c_nicolas
Twitter: nicolas_chavent

Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Thea Clay
In reply to this post by Schuyler Erle
Re: [HOT] Draft Articles of Incorporation/Bylaws They look good to me too. Thanks Kate!
Ditto SDE’s +1 on proceeding.

-Thea


On 7/16/10 8:13 PM, "Schuyler Erle" <schuyler@...> wrote:

The bylaws and articles look fine to me. Thanks, Kate! +1 on proceeding.

SDE

On Jul 16, 2010, at 1:18 PM, Kate Chapman wrote:

> So if everyone is okay with the bylaws then I purpose we start creating members. So those that have deployed on HOT projects before would nominate others.  Then we hacdc nominations for the board. Then we have a board election and incorporate.
>
> Kate
>
>
>> On Jul 15, 2010 4:47 PM, "Kate Chapman" <kate@...> wrote:
>>
>> We don't need to decide this before incorporation.  What we would need
>> to decide is if these types of people would be separate from the board
>> of directors.  I'm okay with deciding they would be separate and then
>> if it becomes a problem we can pass an amendment to the bylaws.
>>
>> -Kate
>>
>> On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <robert.soden@...> wrote:
>>> I really like the i...
>>
>
> _______________________________________________
> HOT mailing list
> HOT@...
> http://lists.openstreetmap.org/listinfo/hot


_______________________________________________
HOT mailing list
HOT@...
http://lists.openstreetmap.org/listinfo/hot

Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Mikel Maron
In reply to this post by Kate Chapman-2
Hi

Sorry for delay, been offline and then catching up after SOTM

I'm pretty much +1 on moving ahead, but have a couple questions, comments..

For Board elections, under OSMF, we have a rotating election where 1/3 of the board is up for election each year, with a 3 year term. This ensures some continuity between elections. Any thoughts on similar for HOT? How is it handled in OSM US?

Wording: In the By-laws, under Board of Directors, reference to "Chapter" ... should this rather be "Organization"?

On relationship with an EU entity, starting to get some advice on this, will forward separately.

-Mikel
 
== Mikel Maron ==
+254(0)724899738 @mikel s:mikelmaron
http://mapkibera.org/
http://wiki.openstreetmap.org/index.php/Haiti



From: Kate Chapman <[hidden email]>
To: Robert Soden <[hidden email]>
Cc: hot <[hidden email]>
Sent: Thu, July 15, 2010 11:47:02 PM
Subject: Re: [HOT] Draft Articles of Incorporation/Bylaws

We don't need to decide this before incorporation.  What we would need
to decide is if these types of people would be separate from the board
of directors.  I'm okay with deciding they would be separate and then
if it becomes a problem we can pass an amendment to the bylaws.

-Kate

On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]> wrote:

> I really like the idea of an advisory board of people who can provide
> strategic advice and assist in funding efforts.  Will put some thought into
> ideas for candidates.  Do we need to decide this before incorporation?
>
>
>
>
> On Thu, Jul 15, 2010 at 1:59 PM, Kate Chapman <[hidden email]> wrote:
>>
>> So one question came up was what if we wanted to have board members
>> from or connected to large donor organizations?  They probably
>> wouldn't be deploying members.
>>
>> Or would we have an advisory board which wouldn't be part of the
>> executive board?
>>
>> -Kate
>>
>> On 7/13/10, Robert Soden <[hidden email]> wrote:
>> > Thanks for doing this Kate, they look solid to my non-expert eyes.  Is
>> > the
>> > plan to incorporate in D.C. asap or are there still things we need to
>> > figure
>> > out related to incorporating in Europe and how to structure the org?
>> >
>> > No strong feelings about membership, but what's the reasoning for the
>> > tiered
>> > approach? I'm trying to come up with an example where we'd want someone
>> > in
>> > as a member but not want them to deploy?
>> >
>> >
>> >
>> >
>> > On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>> >
>> >> Hi Hotties!
>> >>
>> >> I drew up some quick Bylaws and Articles of Incorporation we could use
>> >> to incorporation as a non-profit corporation that would eventually
>> >> have tax exempt status in the U.S.  We were thinking our EU bylaws
>> >> would be very similar but of course have the necessary legal country
>> >> specific changes.
>> >>
>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>> >>
>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation

>> >>
>> >> I've incorporated 2 non-profits in the District of Columbia so I
>> >> modeled it somewhat after that.
>> >>
>> >> We weren't really sure how to do membership, what is up there is just
>> >> a suggestion.
>> >>
>> >> Let me know what you think.
>> >>
>> >> -Kate
>> >>
>> >> _______________________________________________
>> >> HOT mailing list
>> >> [hidden email]
>> >> http://lists.openstreetmap.org/listinfo/hot
>> >
>> >
>> > _______________________________________________
>> > HOT mailing list
>> > [hidden email]
>> > http://lists.openstreetmap.org/listinfo/hot
>> >
>
>

_______________________________________________
HOT mailing list
[hidden email]
http://lists.openstreetmap.org/listinfo/hot
Reply | Threaded
Open this post in threaded view
|

Re: Draft Articles of Incorporation/Bylaws

Kate Chapman-2
I think the rotating election is probably the way to go.  Right now in
OSM US everyone is on a yearly election cycle.  So theoretically the
entire board could change all together.  I'll modify the HOT bylaws to
allow for overlap.

Organization makes more sense.  Can you tell I copied and pasted
liberally from the OSM US bylaws?;)

-Kate

On Tue, Jul 20, 2010 at 10:08 PM, Mikel Maron <[hidden email]> wrote:

> Hi
>
> Sorry for delay, been offline and then catching up after SOTM
>
> I'm pretty much +1 on moving ahead, but have a couple questions, comments..
>
> For Board elections, under OSMF, we have a rotating election where 1/3 of
> the board is up for election each year, with a 3 year term. This ensures
> some continuity between elections. Any thoughts on similar for HOT? How is
> it handled in OSM US?
>
> Wording: In the By-laws, under Board of Directors, reference to "Chapter"
> ... should this rather be "Organization"?
>
> On relationship with an EU entity, starting to get some advice on this, will
> forward separately.
>
> -Mikel
>
> == Mikel Maron ==
> +254(0)724899738 @mikel s:mikelmaron
> http://mapkibera.org/
> http://wiki.openstreetmap.org/index.php/Haiti
>
> ________________________________
> From: Kate Chapman <[hidden email]>
> To: Robert Soden <[hidden email]>
> Cc: hot <[hidden email]>
> Sent: Thu, July 15, 2010 11:47:02 PM
> Subject: Re: [HOT] Draft Articles of Incorporation/Bylaws
>
> We don't need to decide this before incorporation.  What we would need
> to decide is if these types of people would be separate from the board
> of directors.  I'm okay with deciding they would be separate and then
> if it becomes a problem we can pass an amendment to the bylaws.
>
> -Kate
>
> On Thu, Jul 15, 2010 at 4:44 PM, Robert Soden <[hidden email]>
> wrote:
>> I really like the idea of an advisory board of people who can provide
>> strategic advice and assist in funding efforts.  Will put some thought
>> into
>> ideas for candidates.  Do we need to decide this before incorporation?
>>
>>
>>
>>
>> On Thu, Jul 15, 2010 at 1:59 PM, Kate Chapman <[hidden email]> wrote:
>>>
>>> So one question came up was what if we wanted to have board members
>>> from or connected to large donor organizations?  They probably
>>> wouldn't be deploying members.
>>>
>>> Or would we have an advisory board which wouldn't be part of the
>>> executive board?
>>>
>>> -Kate
>>>
>>> On 7/13/10, Robert Soden <[hidden email]> wrote:
>>> > Thanks for doing this Kate, they look solid to my non-expert eyes.  Is
>>> > the
>>> > plan to incorporate in D.C. asap or are there still things we need to
>>> > figure
>>> > out related to incorporating in Europe and how to structure the org?
>>> >
>>> > No strong feelings about membership, but what's the reasoning for the
>>> > tiered
>>> > approach? I'm trying to come up with an example where we'd want someone
>>> > in
>>> > as a member but not want them to deploy?
>>> >
>>> >
>>> >
>>> >
>>> > On Jul 12, 2010, at 10:15 PM, Kate Chapman wrote:
>>> >
>>> >> Hi Hotties!
>>> >>
>>> >> I drew up some quick Bylaws and Articles of Incorporation we could use
>>> >> to incorporation as a non-profit corporation that would eventually
>>> >> have tax exempt status in the U.S.  We were thinking our EU bylaws
>>> >> would be very similar but of course have the necessary legal country
>>> >> specific changes.
>>> >>
>>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Bylaws
>>> >>
>>> >>
>>> >> http://wiki.openstreetmap.org/wiki/Humanitarian_OSM_Team/U.S._Articles_of_Incorporation
>>> >>
>>> >> I've incorporated 2 non-profits in the District of Columbia so I
>>> >> modeled it somewhat after that.
>>> >>
>>> >> We weren't really sure how to do membership, what is up there is just
>>> >> a suggestion.
>>> >>
>>> >> Let me know what you think.
>>> >>
>>> >> -Kate
>>> >>
>>> >> _______________________________________________
>>> >> HOT mailing list
>>> >> [hidden email]
>>> >> http://lists.openstreetmap.org/listinfo/hot
>>> >
>>> >
>>> > _______________________________________________
>>> > HOT mailing list
>>> > [hidden email]
>>> > http://lists.openstreetmap.org/listinfo/hot
>>> >
>>
>>
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
> _______________________________________________
> HOT mailing list
> [hidden email]
> http://lists.openstreetmap.org/listinfo/hot
>
>