A new legal framework for OuiShare

I know the construct of a 100% owned commercial entity to the non-profit entity, for exact the reasons you mentioned.

So, if the decision is in full consent with core connectors, I would apprechiate it.

I am actually not so sure about the Fest, as that would raise consumer prices for the 20% (probably different taxation for education or tickets), if it was tax-deducted so far.

In my opinion that is a case for a tax advisor that is knowledgeable with NPOs. Probably that consultation is done already.

@josefkreitmayer not really because the Fest was not tax-deducted, precisely because selling tickets and getting sponsors are considered commercial activities anyway. So the only way to organize OuiShare Fest as it is, without compromising the tax-deductible non-profit status, is to take the event production out of the non-profit.

And just to clarify: the organization to which we would delegate its organization, would be run by a specific team of connectors, but cannot be owned by the non-profit (to be clarified)

I would personally advocate for kickstarting a new project in the OuiShare ecosystem which would be an event production company specialized in the organization of collaborative / open source events (it could be a co-op, or a social enterprise, or even a commercial non-profit though I don't think it fits the nature of the activity). This organization would have for first project OuiShare Fest (nothing set in stone and we could change that anytime) as well as other customers, the kind of which are asking us to help them design or organize events nowadays (we see some of these requests already)

Its relationship with OuiShare could be of three kinds :

a) OuiShare and this organization are co-producers of the Fest

b) OuiShare delegates to this organization, the organization of OuiShare Fest (as a supplier)

c) OuiShare licenses the OuiShare Fest brand to this organization

@albertcanigueral yes, it does, definitely in Germany cc @davidwe . This is why it's super important to take this into account in organizing events like the Fest in other countries if you have a non profit structure. Ideally the way I see it, we should have 1) non-profit structures in all of OuiShare's most active countries, to be able to get subsidies and grants 2) 1 commercial structure, to group all European commercial activities like event organization.

I found from this document https://www.inextenso.fr/Documents/Marches/Associations/dossier-regime-fiscal-associations.pdf that says: "if the commercial activities are not preponderant but the resources they bring in go over 60 K€ annually: given that we count seperately the commercial activities and the non-commercial (sectorisation), the association is subject to taxes for the lucrative activities, and on patrimony tax and employees tax for the non-commercial activity. Without sectorisation, all activities are taxable."
Even though I can understand the interest of having other commercial entities to organize events for third parties, I'm not sure the OuiShare Fest should be treated like that. An interesting exercise would be to "count" the volunteer work done by the community and value it in the account of OuiShare. Because I am not sure the commercial activities are really preponderant... If we take all the community building activities done all over the world, all the free events organized everywhere by OuiShare members, all the volunteer time spent on projects, the volunteer work in the OuiShare Fest... I think the Fest commercial activity is not preponderant, event if it goes beyond the 60 K€ threshold. Then maybe sectorisation is a solution?

I'm afraid it makes our mission less clear if we seperate the Fest from the other activities. Seperating the activities we do for third parties is important, like consulting, and if we organize events for other insitutions. We develop expertises through what we do in the non-profit, and we sell those expertises through commercial entities we create as a side. But the events we do in our own name, and to serve our social purpose, I'm not sure we need to take them out if we value all the other contributions. Which I don't think it is too complicated to do (every connector could evaluate its time contribution).

Then there is the question of "sponsorship" vs "mecenat". If the amount which is given by global sponsors are invested to finance the non-profit activities (pay for the OuiShare employees who work to support the whole community for example) then I think it can be considered as mecenat. So here again, maybe the work is to distinguished money given only for the fest, with an "image benefit", and money which is given more generally to support OuiShare activities. MAIF could maybe make two donations: one as a sponsor for the Fest, and one as a "mécène" to support OuiShare community activities, and for that they shouldn't expect any counterpart. Having two separate entities will not solve the problem of a global partner that gives money and want some trainings/consulting in return (this wil still be sponsorship).
If you have a contact with a legal advisor, the question to ask would be: can a company be at the same time a sponsor and a mécène?

I am not opposed to the fact to seperate the Fest from the non-profit, but when investigating more on that, I feel that maybe we have not investigated this option of valuing the volunteer work, and that the commercial activities may not be so important... But maybe I'm wrong:-)

@myriamboure actually we have been considering these options :-) as Flore reminds in the introduction of this post, we have had two sector (one commercial and one non-commercial) for the past two years already. In 2014, the part of the commercial sector was around 75% of the total budget ... and in 2015, we might be closer to 50-60% commercial but only thanks to POC21 which brings 700K€ of non-commercial activity in the balance ... we had thought of issuing tax receipts for "mecenat" on the project, counting on the fact that we would value volunteer work to try putting the ratio even more in favor of the non-commercial, but the risk of "redressement fiscal" was really too high. Plus, we won't have a POC21 every year ;)

The core of the problem is that the Fest in its entirety is considered by the tax administration to be a commercial activity, because of ticket sales (way over 60K already), sponsors, and the fact that the nature of the activity (a conference on innovation / collab eco) could be considered to "compete" on the market of professional events.

So that's why putting the production of OuiShare Fest in another structure makes the most sense to make the best of both worlds :) (non-profit & conference organization). Which does not mean we would "lose" it: it's still OuiShare Fest and belongs to OuiShare. Only its execution would be delegated to a third party (which would actually be a team of connectors)