The Nura Project ASBL
Key points
The Nura project (formerly postmarketOS) now has its own legal entity: the NURA PROJECT ASBL, a not-for-profit association registered in Belgium. It lets the project sign agreements and receive grants in its own name.
Why not the usual options
- US 501(c)(3) charity: the team considers it unwise to set up there in the current US political situation. US charities are also corporations rather than associations, with fewer guardrails and weaker protection of members in relation to the board.
- German e.V.: complex bureaucracy with much in-person and paper work, centred on the German language; strict tax rules that make economic activity practically impossible; and a tax authority reluctant to treat FOSS as charitable.
- Also considered and discarded: cooperatives (for-profit), Spanish associations (focused on Spain) and Dutch Stichtings (not democratic).
Why Belgium
- Most of the team lives in Europe.
- Strong legal guardrails, such as a mandatory General Assembly.
- After the initial registration, which is on paper and in French or Dutch, most procedures can be done online and in English.
- Selling goods or paid services only requires a VAT number.
- The Eclipse Foundation and FreeCAD use the related AISBL form and advised the project.
- The international form (AISBL) was the first choice, but it is complex and slow to create, so the project registered the non-international ASBL, which needs less bureaucracy to set up but has stricter governance requirements and is somewhat harder to manage from a distance.
What changes
- The project can sign in its own name, and must report its activity to the state and possibly pay taxes.
- It can now claim the money granted by the FLOSS/Fund, which it could not do without a legal entity; that claim is in progress, and other opportunities are being pursued.
- It will pay for its own accountants and bank accounts and handle its legal obligations instead of delegating them to a fiscal host.
- Governance is now bound by Belgian law, which the post describes as a guarantee that the entity must serve the project.
Still to do
- Open a bank account and find accountants and legal advisors.
- Adapt the community governance to the new legal situation.
- Decide whether to keep OpenSourceEurope as fiscal host or move funds and donors to an independent collective. OpenCollective stays in use for transparent finances either way.
Summary by DistroNews, based on the original post.
As we have reported before, the Nura team has been working for a long while in the creation of a legal entity. That process was recently finished, and there now exists a legal entity whose goal is to support our mission! The entity is registered in Belgium as an ASBL ("Association Sans But Lucratif", or "not-for-profit association"): the NURA PROJECT ASBL! Thanks to Antoine, Luca, Pablo, Rob, and Stefan for the planning and funding of the entity, and coordination of the follow-up bureaucracy! Why Belgium and an ASBL? Our main interest to have a legal entity was for it to represent the project, as therefore be able to sign agreements, or receive grants. The most popular kind of legal entities in our FOSS ecosystem are US charities, also known as 501(c)3, and German associations, or e.V. Unfortunately both have, in our view, quite some drawbacks: The current US political situation generally makes it unwise for a project like us, working on sustainability and user empowerment, to setup an entity there. In addition, US charities are not associations, but corporations. Although it might seem like a legal detail, it means that the structure is designed to protect the entity itself, and there are a lot less guardrails than in European associations. We would have to come up with our own custom governance, and the membership would still be less protected vis-a-vis the Board than in European associations. The German bureaucracy is considerably famous for its complexity and love for in-person and on-paper work. It is also very German-language centric, which makes it hard to even find professionals that can support associations in languages other than German. On top of that, the German tax rules for associations are very strict, making it practically impossible to have any economic activity, and the German tax authority is not very open to consider FOSS as a charitable activity. Overall, we were not very satisfied with these options.
This is the opening of the story. The full text is on the original page.
Read the original at postmarketos.org