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Device lab update: Creating a non-profit, setting up the board, and moving forward
When we set out to create a device testing lab, I thought it would go faster than it has. The biggest challenge thus far has been creating a non-profit organization.
While I’ve started one company and been involved in others in the past, I have no experience with creating non-profits. Over the last few months, I’ve gotten a lot of conflicting direction on what to do, whether or not Mobile Portland will qualify as a tax exempt, and how to proceed.
These conflicting directions caused delays. My company, Cloud Four, is still a small business. We couldn’t afford to sit down with lawyers and have them take us from zero knowledge to non-profit incorporation. In order to make minimize costs to both Cloud Four and the future non-profit, I needed to learn a lot more about what it means to run a non-profit.
Thankfully, I got some great guidance from Audrey Eschright who has been involved in a few non-profit organizations. That guidance helped me get to the place where I understood the differences between things like 501(c)3, 501(c)6, organizations with members and those without.
You can look at it two ways. I finally had enough information to communicate efficiently with a lawyer. Or I had enough information to be dangerous.
The Initial Board of Directors
The other thing that I learned on my journey was that my vision for the board of the non-profit wasn’t optimal. I had originally thought of pulling from the group people who had been involved in helping meetings and just making a board. The composition was an afterthought.
But some of the best advice I received was the fact that spots on the board should be given to people who have the best chance of furthering the mission of the non-profit. In order to build a device lab, that generally means people who are going to help with the fundraising effort.
With that in mind, it became clear we needed to recruit outside of the current Mobile Portland organizer group to find board members who are well connected to the companies that are likely to want to help sponsor our efforts.
So instead of filling the board seats immediately, we’re starting with three people: Elia Freedman, Dylan Boyd and myself.
Elia has been involved in Mobile Portland since the beginning and has been doing mobile much longer. He represents the indie and small developers well and is a committed member of the community.
His energy and enthusiasm for what Mobile Portland is trying to do is contagious. And it seems everyone knows Dylan. He is a natural at connecting people and getting commitments from people on projects. He is a huge asset to our efforts and given the large role Urban Airship has had in Mobile Portland’s past and the fact they are donating the space for the lab, it makes sense to have someone from Urban Airship on the board.
And I’m on the board as well. You’re stuck with me for the time being I’m afraid.
The board can have up to seven seats which we will fill out over the next few months, but I’m very excited about working with Elia and Dylan and feel we’ve got a solid foundation in place.
We’ve got legal counsel!
Once I thought I knew enough to talk to a lawyer, we started looking for a lawyer. Fortunately around that same time, I received email from Brian Esler.
Brian helps organize an annual event called Mobile Northwest. We helped promote the event earlier this year, but I had forgotten that Brian’s day job was as a partner with Miller Nash in Seattle.
I reached out to Brian to see if Miller Nash had interest in helping Mobile Portland build the device lab. He put us in touch with William Fisher from Miller Nash’s Portland office.
Will turns out to be great. In the first meeting along he helped keep us from making a big mistake in creating the non-profit. After all of the research I had done, I was pretty sure that we could qualify as a 501(c)6. The tax attorneys at Miller Nash say it is unlikely we will because services—like the device lab—are not usually tax exempt activities. So we’ll still be an Oregon non-profit, but we won’t have 501(c)* status.
So we’ve retained Miller Nash, and Will in particular to be Mobile Portland’s legal counsel. Miller Nash is providing its services at a discounted rate, and Cloud Four is paying the initial costs of incorporation.
Next Steps and Future Updates
Will sent over a new draft of the bylaws and incorporation documents late yesterday. They look really good and include some of the key provisions (e.g., our mission promoting the community and rules preventing one company from having more than one person on the board). We’ve got a couple of small questions, but I expect these to be signed in the next few days and for Mobile Portland to be an official non-profit.
With that hurdle out of the way, we’ve started turning our attention towards a few things:
- Finding the right people to fill out the board of directors.
- Putting together a budget for the first two years of operation.
- Determining what levels of sponsorship make sense and what sponsors will receive in return for their contributions.
- Planning a trip to Vancouver, B.C. to look at a government / private partnership that has a similar lab to learn what they are doing that works and doesn’t work.
- Looking at how we can improve some of the facilities for our month meetings. We spend a lot of money renting chairs and speakers every month.
Finally, I’m planning on posting updates here on a regular basis. I know a lot of you are keenly interested in the device lab and many of you have offered to help. I appreciate everyone who has helped so far and will be calling on those who offered to help in the future. It is a tremendous honor. I promise you that I will do everything I can to both build the device lab and continue to promote Portland as a Mobile Mecca.