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feature requests, bugs, etc.
MetaFilter Community Foundation Nonprofit Update, 8/19/24
An overdue update about the transition to a non-profit.
How we got here
-First and foremost, a huge and special thanks to Jessamyn for everything she's done for MetaFilter to date!
-Lots of foundation work by the Steering Committee, BIPOC board, Transition Team and Interim Board. All of this work has been critical to getting us to where we are now, and positions us for success. Thanks to everyone who has contributed blood, sweat and tears so far.
-Governance Committee has been working with Attorney on bylaws and insurance questions
-Board insurance can't be purchased (even quoted) until there is an actual incorporated entity with an address.
-The Finance committee's scope of work was initially approved by the Interim Board on May 9 with subsequent amendments approved on June 6. Some further revisions are needed based on recent updates/developments from the Interim Board. Finance Committee has been working on a financial controls document and other financial policies and questions related to the bylaws
-Executive Director (ED) Search Committee has been working on research, strategies and scope for the ED role.
Outcomes from recent meeting(s)
MetaFilter Community Foundation incorporation will happen (barring unforeseen circumstances) in the next several weeks, subject to finalizing the bylaws (see below).
The MetaFilter Community Foundation will take on MetaFilter LLC as a whole and not as individual asset transfers. This will allow for an expedited timeline for organizational change, the rest of the transitions/changes for the LLC will happen after the full board is elected/seated..
Voted on items for the draft version of the bylaws. The bylaws will be published to MetaTalk in sections, for community feedback. This is the last required step before incorporating the MetaFilter Community Foundation.
Voted on nomenclature. MetaFilter (the Website) has "members". MetaFilter Community Foundation has "fellows" that are participants in voting about governance and other issues for the MCF. If you have feedback or questions about these names, please let us know.
There will be an initial board with three members, 1Adam12, Rhaomi and Gorgik. Those three will serve until the first board elections can be held and the new board installed, hopefully in the next two to three months or so. NB: We are legally required to have a small board to get the non-profit registered and off the ground.
1Adam12 - Adam Birnbaum, MeFite since 2006. A native Brooklynite, Adam works as a commercial litigation attorney at a small firm in Manhattan. He previously worked as an intern for the International Criminal Court and the Yugoslavia War Crimes Tribunal in The Hague. He's an avid gardener, baker, and maker of fermented hot sauces, and a hobbyist restorer of vintage computers, gaming consoles, stereo equipment, and terrible old cars.Adam still lives in Brooklyn, about 3 miles from where he was born, with his wife and three children. He doesn't intend to run for the permanent board for a good long while after his stint as caretaker director ends.
Rhaomi - Works in customer service administration in Alabama, with side hobbies in political canvassing, deep learning, and data journalism. A frequent contributor to MeFi since 2007, with a long history of involvement in a number of other "old web"-inspired spaces, from StumbleUpon to Digg to Reddit to Tildes. As a former member of the Steering Committee, he's grateful for the opportunity to continue working towards a new model for MetaFilter that makes it more accessible and rewarding while preserving its original community spirit in a changing internet landscape.
Gorgik (David) - I've been on MetaFilter since 2004, and as a member since 2006. I'm a reporting analyst for a large law firm, currently working in the Diversity & Inclusion department focusing on reports, analytics and the like. I've lived in Washington State since 2002, after having lived in Arizona for 25 years. Outside of my day job, I'm a volunteer domestic violence advocate with an organization that works closely with the city, the police department, area hospitals and other service providers to provide support for victims of gender based violence in a variety of situations. MetaFilter is one of the primary ways that I mediate my experience of the world, and I look forward to working with everyone in this new phase.
After incorporation, four immediate tasks
-Apply for non-profit status
-Jessamyn is donating the LLC to the MetaFilter Community Foundation
-Start ED search. The search committee is headed by ourobouros and Shepherd
-Set up elections for the first permanent MetaFilter Community Foundation board.
Other Matters
There will soon be a series of MetaTalk posts to share the MetaFilter Community Foundation bylaws (in chunks), for comment and feedback. Since this is the final step for incorporation, our timeframe for feedback is going to be quick.
Please let us know if you have questions or would like clarification about anything.
posted by Gorgik on Aug 19, 2024 at 8:19 AM
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I just want to tell you all good luck. We're all counting on you.
posted by grouse at 8:30 AM
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Amazing, thanks for all the work you and others have been putting in. I know from my own day job that this kind of thing is almost always more time-consuming and complicated than it first appears, but you are doing important foundational work for all of us. You have my gratitude and appreciation.
posted by rpfields at 9:00 AM
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Thank you so much!
posted by signal at 10:15 AM
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Thank you, one and all, for this intricate and necessary work! ♥
posted by Lynsey at 10:15 AM
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Thanks! We appreciate y'all and your good work!
posted by gentlyepigrams at 10:20 AM
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Thank you for this update, and all the hard work that went into getting here and to come. <3
posted by ApathyGirl at 10:25 AM
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Thank you.
posted by yellowcandy at 11:01 AM
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Thank you all so much. I know this has been a lot of hard work.
posted by It's Raining Florence Henderson at 11:20 AM
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Thank you all involved, i appreciate what you are doing.
posted by 15L06 at 11:26 AM
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Is there a reason why it's essential do a full public process and finalize the bylaws before filing the paperwork? I understand that we need some sort of bylaws to incorporate, but also, bylaws can be amended. It looks like a huge number of important things (quoting and buying insurance, legally transferring ownership, applying for non-profit status, accepting volunteer help, etc etc etc) are blocked behind that filing, and they could be unblocked by filing with a very simple set of bylaws, working on all that other stuff while gathering public comment on what the bylaws ought to be, and then amending them once that process is complete.
Sure, it would mean a little bit more paperwork, but it seems like that would be more than worth it to accelerate the timeline of all those other things by weeks or months.
posted by firechicago at 12:19 PM
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Since the MCF is about placing the community in the driver's seat, it would seem weird to keep the bylaws secret from the community. There's a lot of expertise here, and getting a good start is important. Bylaws can be changed, but knowing what they are at the start could save a lot of headaches later.
"There will be an initial board with three members, 1Adam12, Rhaomi and Gorgik." Don't you mean three fellows?
posted by rikschell at 12:35 PM
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"There will be an initial board with three members, 1Adam12, Rhaomi and Gorgik." Don't you mean three fellows?
Dammit!
posted by Gorgik at 1:18 PM
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rikschell has it. 1adam12 said to me the other day the very same thing in response to my asking firechicago's (essential) question, and added that in an iterative process, it's important to get the first step right.
We'll do it as expediently as possible.
posted by Gorgik at 1:23 PM
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Thanks for handling this!
posted by 1adam12 at 2:02 PM
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I appreciate the intent behind sharing the bylaws with the community prior to filing them and it's important that the broad community has the chance to have input into the structure of the next phase of the community.
That doesn't mean there can't be changes at a later date, but it is critical the community supports the bylaws in general from the start. It's on us as members of the community not to nit-pick the initial bylaws to death, delaying indefinitely the finalisation of what are nothing more than interim rules. However, I'm more than a little concerned about the model of dribbling the draft out in 'chunks' and believe this will lead to far more less-than-useful feedback because it will be impossible for anyone to see the totality of the rules. You'll get lots of 'but what about ...' because people can't see that the issue they are concerned with is resolved in another part of the rules. Just throwing the bylaws in a .pdf and put it up for comment is the quickest way to get initial feedback. Unless you want to wade through a thousand tracked-changes-enabled Word documents ;-).
posted by dg at 3:52 PM
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In the spirit of changing broken processes, I'd strongly recommend the board check out Loomio and Consider.it, both of which would enable a far more more robust and equitable community-scale discussion and revision process than what Metafilter's homemade tools are able to offer.
posted by knucklebones at 5:13 PM
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I very much appreciate the team working on forming the nonprofit. It's just that I thought one of the reasons for choosing Delaware as the state of incorporation was the ease/expediency in setting up the structure? [For example, DE Code § 109: The original or other bylaws of a corporation may be adopted, amended or repealed by the incorporators...]
posted by Iris Gambol at 8:25 PM
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Thanks! Good to see this progress happening!
posted by TheophileEscargot at 3:19 AM
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knucklebones Look out for a DM from me, if you're willing to help make one of those happen it's a possibility.
posted by 1adam12 at 6:53 AM
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Exciting news! Can you-three get a "board" badge the way mods have a "staff" badge?
posted by Jesse the K at 1:48 PM
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Can you-three get a "board" badge
Aaargh please no.
posted by 1adam12 at 5:56 AM
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Thank you to all who have been involved in making this happen. I'm very proud of you all!
posted by hydra77 at 8:26 AM
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Cheers to MeFiCoFo, Inc.!
posted by hydra77 at 8:26 AM
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Aaargh please no.
Pirate badges, then.
posted by Gorgik at 4:26 PM
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Thank you all so very much!
posted by humbug at 4:54 PM
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Hi, just realized I meant to respond and didn't. We weren't going to spread out bylaws posts over a long period of time, but it does makes sense just to post them as one file. We haven't finalized the plan yet, but appreciate the suggestions. Stay tuned.
posted by Gorgik at 7:14 AM
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Great news, and thanks to all who helped!
I do encourage y'all to give consideration to knucklebones' comment!
posted by Wretch729 at 6:34 PM
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Posting the bylaws as one file makes sense, and remains compatible with discussion and approval happening a section at a time if the board's judgement is that this is needed to stop each such discussion becoming unwieldy.
posted by flabdablet at 12:06 PM
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Thank you so much for all of your hard work. I very grateful!
posted by bluesky43 at 12:19 PM
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