[Numpy-discussion] NumFOCUS fiscal sponsorship agreement

Ralf Gommers ralf.gommers at gmail.com
Wed Oct 28 18:48:45 EDT 2015

On Mon, Oct 12, 2015 at 11:01 PM, Ralf Gommers <ralf.gommers at gmail.com>

> Hi,
> Thanks Nathaniel and everyone else who contributed for pushing forward
> with formalizing Numpy governance and with this FSA. I'm quite excited
> about both!
> Before I start commenting on the FSA, I'd like to point out that I'm both
> on the numpy steering committee and the NumFOCUS board. I don't see that as
> a problem for being involved in the discussions or signing the FSA, however
> I will obviously abstain from voting or (non-)consenting in case of a
> possible conflict of interest.
> On Thu, Oct 8, 2015 at 7:57 AM, Nathaniel Smith <njs at pobox.com> wrote:
>> Hi all,
>> Now that the governance document is in place, we need to get our legal
>> ducks in a row by signing a fiscal sponsorship agreement with
>> NumFOCUS.
>> The basic idea here is that there are times when you really need some
>> kind of corporation to represent the project -- the legal system for
>> better or worse does not understand "a bunch of folks on a mailing
>> list" as a legal entity capable of accepting donations,
> Additional clarification: NumFOCUS is a 501(c)3 organization, which means
> that in the US donations that are tax-deductable can be made to it (and
> hence to Numpy after this FSA is signed). From European or other countries
> donations can be made, but they won't be deductable.
>> or holding
>> funds or other assets like domain names. The obvious solution is to
>> incorporate a company to represent the project -- but incorporating a
>> company involves lots of super-annoying paperwork. (Like, *super*
>> annoying.) So a standard trick is that a single non-profit corporation
>> acts as an umbrella organization providing these services to multiple
>> projects at once, and this is called "fiscal sponsorship". You can
>> read more about it here:
>>     https://en.wikipedia.org/wiki/Fiscal_sponsorship
>> NumFOCUS's standard comprehensive FSA agreement can be seen here:
>> https://docs.google.com/document/d/11YqMX9UrgfCSgiQEUzmOFyg6Ku-vED6gMxhO6J9lCgg/edit?usp=sharing
> There's one upcoming change to this FSA: the overhead percentage (now
> 4-7%) charged will go up significantly, to around 10-15%. Re4ason: NumFOCUS
> cannot cover its admin/legal costs as well as support its projects based on
> what the doc says now. This is still at the lower end of the scale for
> non-profits, and universities typically charge way more on grants. So I
> don't see any issue here, but it's good to know now rather than right after
> we sign.
>> and we have the option of negotiating changes if there's anything we
>> don't like.
>> They also have a FAQ:
>> https://docs.google.com/document/d/1zdXp07dLvkbqBrDsw96P6mkqxnWzKJuM-1f4408I6Qs/edit?usp=sharing
>> I've read through the document and didn't see anything that bothered
>> me, except that I'm not quite sure how to make the split between the
>> steering council and numfocus subcommittee that we have in our
>> governance model sync up with their language about the "leadership
>> body", and in particular the language in section 10 about simple
>> majority votes. So I've queried them about that already.
> I'd like to clarify that the Numfocus subcommittee is only meant to
> facility interaction with NumFOCUS and to ensure that if funds are spent,
> they are spent in a way consistent with the mission and non-profit nature
> of NumFOCUS. The same applies to possible legal impacts of decisions made
> in the Numpy project.
> Regarding the question about the "simple majority votes" language, we can
> simply replace that with the appropriate text describing how decisions are
> made in the Numpy project.

Hi all, there wasn't much feedback on this FSA, but I want to point out
that it's actually quite important for the project.

Maybe everyone already thought about this when the governance model was
agreed on (it does include a NumFOCUS subcommittee after all), but if not:
read / think /ask question fast, because we're moving forward with signing
of the agreement with the people listed at

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