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RE: [nc-budget] An association under French law 1901
On Thu, 23 Nov 2000, Gomes, Chuck wrote:
> If you are correct here Dany, then my concerns would be satisfied with
> regard to cost. But what about simplicity of operation? Would 1.6 and 1.7
> create more complexity in terms of initial implementation and ongoing
> operation?
-
It's a matter of risk management.
Either we go with a very light by-laws, with almost nothing in it (except
the minimun) and we can use the structure to do anything.
Or we commit ourself with very detailes by-laws, in which everything the
structure can do must be considered in advance in the by-law.
We could also stay in-between the two bounds.
The only minimum requirement is to have a chair, a treasurer and a
secretary, and some kind of membership (may even be restricted to the
three) and a General Assembly is required once a year.
-
>
> Chuck
>
> -----Original Message-----
> From: Dany Vandromme [mailto:vandrome@renater.fr]
> Sent: Wednesday, November 22, 2000 5:07 PM
> To: Gomes, Chuck
> Cc: nc-budget@dnso.org
> Subject: RE: [nc-budget] An association under French law 1901
>
> >My biggest concerns with the requirements under French law are 1.5, 1.6 and
> >1.7. I believe those are requirements that could be burdensome to us and
> >thereby add costs that I don't think we would have in other jurisdictions.
>
> -
> 1.5 does not hold: Activity subjected to tax law only in the non prof
> corp sells services. If income is made of voluntary donation, there
> is tax exemption
> 1.6 and 1.7 provides only flexibility, no extra expenses. Everything
> has to be written in the by-law.
> -
>
> >Chuck
> >
> >-----Original Message-----
> >From: Erica Roberts [mailto:erica.roberts@bigpond.com]
> >Sent: Tuesday, November 21, 2000 7:43 AM
> >To: Elisabeth Porteneuve; nc-budget@dnso.org; rogerc@netsol.com
> >Subject: Re: [nc-budget] An association under French law 1901
> >
> >
> >Its good to hear that we have options. As I see it, the main problem of
> >setting up in France is the language problem. My French is not good and I
> >would be unable to operate within a French language constitution.
> >
> >It may be worth considering setting up in Australia. The law here is
> >somewhere between US and UK law and it is easy to set up a not for profit
> as
> >a legal entity. Another option is to set up a company in Anguillia. This
> >is a British dependancy, stable, and a tax free jurisdiction. I understand
> >it is easy to set up a company on-line for, I believe, a cost of around
> >$us1000 and to establish associated banking arrangements.
> >
> >erica.
> >
> >----- Original Message -----
> >From: "Elisabeth Porteneuve" <Elisabeth.Porteneuve@cetp.ipsl.fr>
> >To: <nc-budget@dnso.org>; <rogerc@netsol.com>
> >Sent: Tuesday, November 21, 2000 12:14 PM
> >Subject: [nc-budget] An association under French law 1901
> >
> >
> > >
> > >
> > > 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
> > >
>
> -------------------------------------------------------------------
> Dany VANDROMME | Directeur du GIP RENATER
>
> Reseau National pour la Technologie, l'Enseignement et la Recherche
>
> | ENSAM
> Tel : +33 (0)1 53 94 20 30 | 151 Boulevard de l'Hopital
> Fax : +33 (0)1 53 94 20 31 | 75013 Paris
> E-mail: Dany.Vandromme@renater.fr | FRANCE
> --------------------------------------------------------------------
>
-------------------------------------------------------------------
Dany VANDROMME | Directeur du GIP RENATER
Reseau National de Telecommunications
pour la Technologie, l'Enseignement et la Recherche
| ENSAM
Tel : +33 (0)1 53 94 20 30 | 151 Boulevard de l'Hopital
Fax : +33 (0)1 53 94 20 31 | 75013 Paris
E-mail: Dany.Vandromme@renater.fr | FRANCE
--------------------------------------------------------------------
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