[nc-budget] An association under French law 1901

[Elisabeth Porteneuve <Elisabeth.Porteneuve@cetp.ipsl.fr>]

Colleagues, it is a follow up of our Marina del Rey meeting
held on Thursday 16 November, 07:15 in Roger's suite.

Elisabeth
--
NB. The original message from Roger, quoting Mike Roberts DNSO Accounting
    is attached at the end.

Forming a not for profit association under French law 
"la loi du 1er juillet 1901 et le decret du 16 aout 1901". 

A. General

The law 1901 is explicitly dedicated for not for profit associations.
It is extremely flexible, and is used in France for various purposes. 
The spectra ranges from associations of school's parents managing 
minimal budget with no staff to non for profit association of banks,
with hundreds of employees. Approximately one million associations
in France use law 1901 framework. The European Academic and Research
Network, BITNET sister-network, was operationg in Europe in late 1980's
using French law 1901, with the international Board (Chair in Danemark,
Vice-Chair in Israel), and staff (Manager from Belgium, engeneers
from France, Italy and India/British Commonwealth).

A non for profit using law 1901 is defined in its Status, which shall 
be drafted accordingly to its purposes and composition, and include:
 1.1. Duration (may be limited in time, renewable periodically)
 1.2. Registration place
 1.3. Membership (may be open to individuals or moral persons, i.e. 
      institutions; no requirement for French or European Union
      citizenship; the criteria for various membership such as full 
      members or observers shall be described in Status of Association)
 1.4. Resources (membership fees as well as donations, either from 
      public or private institutions or individuals)
 1.5. Fiscal regime (VAT, taxes on company benefits if any)
 1.6. Structure (very flexible, usually Board of Directors, 
      General Manager, and General Assembly; the composition of 
      Board and its renewal are defined in Status, the General 
      Manager is a non voting member of the Board; the powers of 
      the Board and its Chair are defined in Status as well,
      it include annual budget, work plan, recruitment plan, 
      finances and accounting, rules for member's acceptance and 
      revocation, and any other business as it see fits; the annual 
      GA meeting is mandatory; the mandate of General Manager 
      is defined in Status)
 1.7. The staff of non for profit association is submitted 
      to the common French rule for employment (such as packages 
      for retirement or medical insurance).

To declare a non for profit using law 1901, the following shall 
be accomplished:
 2.1. Status shall be written (either using any of standard 
      examples provided in loi 1901 books, or adapted carefully
      to the desired purposes)
 2.2. Declaration at the prefecture of the Registration place,
      then subsequent public record and number in the French 
      Journal Officiel (JO). The declaration may be accomplished 
      by a delegate from Board, the cost is 290 FF. Within 2 weeks 
      such a declaration is recorded in the JO, and the association 
      acquire a legal status. Once the legal status established,
      the association is ready to run its business, including 
      an opening of a business bank account (no restrictions on 
      currency, may be in dollars US).

B. Proposal for the DNSO

AFNIC is in the process to move its offices to a new place in 
Saint Quentin en Yvelines (Versailles area). The buildings place 
has been rented, it will be refurbished in January, operations 
starting on 1 February 2001. The building place is larger than 
necessary for AFNIC purposes, and the independent entrance with 
100 square meters has been granted to the DNSO from the Saint-Quentin 
economic area. The Saint Quentin grant covers one year of office rental,
equivalent to 20,000 USD, as well as city taxes exemption. 
AFNIC is co-located in the same building, with its bunker for servers,
with secure and redundant high speed connectivity, and the high 
quality professional engineers service operation a TLD registry.
AFNIC legal counsel, who drafted our law 1901 Status, may provide 
a help to draft the similar for the DNSO.
Some preliminary contacts has been established with an independent 
accountant, willing to work for the DNSO on consulting base, 
and an independent manager willing to ensure the current 
professional service, with the help of AFNIC in back office. 
To be completed a half-time dedicated Technical Officer is needed for 
the dnso.org server and related services.
The DNSO managing secretariat may start its operations very easily.


--original message from Roger, quoting Mike Roberts DNSO Accounting--
From owner-nc-budget@dnso.org Fri Nov  3 16:02 MET 2000
Message-ID: <3309B573228FD411AF4500D0B784A148AA0EE4@netsol-nic-ex01.prod.netsol.com>
From: "Cochetti, Roger" <rogerc@netsol.com>
To: nc-budget@dnso.org
Subject: [nc-budget] AGENDA
Date: Fri, 3 Nov 2000 09:58:36 -0500 

1. Review Voluntary Funding Program

2. Review P{rofessional Services Selection Plans

3. Review Disposition of ICANN-administered funds

4. Other matters (see below)




-----Original Message-----
From: Mike Roberts [mailto:roberts@icann.org]
Sent: Wednesday, November 01, 2000 12:23 PM
To: Ken Stubbs
Cc: rogerc@netsol.com; schroeder@icann.org; ajm@icann.org;
touton@icann.org
Subject: DNSO Accounting


Ken -

In the course of the preparation of our annual financial statements 
by Bremer and Hockenberg, our accountants, and the annual audit by 
KPMG, Diane and I were informed that the current informal "trust 
account" treatment of DNSO funds by ICANN staff is not a permitted 
practice under current accounting principles and practices for 
non-profits.  In order for ICANN staff to get out of trouble, the 
funds currently residing in our corporate bank account must go 
somewhere else by the end of the calendar year.

I discussed the situation briefly with Roger when Joe and I had lunch 
with him last week in DC, since Verisign has made its own funding 
offer to the DNSO.

It is up to the Names Council to make a decision about the handling 
of the funds it raises, but I see three reasonable alternatives, 
listed below in order of my personal preference.

(1) Make accounting a responsibility of a host organization for the 
DNSO.  This is what the ASO and PSO do, and there are certainly 
plenty of large corporations in a position to take on the host 
responsibilities for the DNSO, in the US or elsewhere, in a similar 
fashion.  If the burden is considered significant, the responsibility 
can be rotated, as it is in the ASO/PSO. This brings you within an 
established organizational framework where, as the saying goes, 
"routine things are handled routinely."

(2) Ask the ICANN Board to include a revenue and expense item in the 
annual ICANN budget for the DNSO, and to include the necessary staff 
effort to administer the funds as well.  This also puts you in an 
established organizational framework, with annual audits, but would 
require that your activities be conducted according to whatever 
policies the Names Council and the Board mutually worked out. Since 
the DNSO already operates under provisions of the Bylaws, this 
shouldn't be a big deal.

(3) Use the DNSO unincorporated association account you have opened 
as the basis for all your accounting and adopt whatever procedures 
and controls on the account that satisfy the NC's own accountability 
requirements.  This is the "roll your own" solution and works - if a 
Names Council member is willing to ride herd on the procedures and 
whomever is doing the accounting.

Sorry to hassle you about administrivia, but we have to get this 
cleaned up soon.

- Mike