Re: [newtech-1] LLC + 501c3 question

From: user 1.
Sent on: Tuesday, March 19, 2013 11:05 PM
But without an address how can he sit outside your window with a boombox playing "in Your Eyes"?  I mean I think this is the only way this gets resolved.

On Mar 19, 2013, at 11:04 PM, Ryan Finnesey wrote:

Stuart

 

That’s fine you can believe what you wish.  I was simply trying to help you and you seem to think I tried to mislead you.  We can simply agree to disagree.  Again I wish you the best in what you are trying to do.

 

Cheers

Ryan

 

 

From: Stuart Mason Dambrot [mailto:[address removed]]
Sent: Tuesday, March 19,[masked]:52 PM
To: Ryan Finnesey; [address removed]
Subject: RE: [newtech-1] LLC + 501c3 question

 

Ryan,

 

If you claim my saying that, if after sending you these documents and not hearing from you after reaching you and you saying that you would call the next day, that I would become “very uncomfortable” to be a threat, then you are simply lying – as you are when you say I called six rimes in one day. Also, you knowingly misled me when I asked if I could retain you by not pointing out that you are not an attorney. You are essentially invisible, having no physical or online presence other than on social media, with no photographs of yourself.

 

After one week, when I sought other ways of communicating with you about my documents, your behavior and carefully created online invisibility seemed to be that of someone with fraudulent intentions (such as your other company, Inpora Technologies LLC, claiming on LinkedIn to have[masked] employees but having no verifiable physical address and having a phone number that doesn’t answer), so I consider my becoming concerned to be a normal reaction and others on this list know me to be reasonable and fair.

 

Note that some of the information you provided was incorrect, so for that reason alone I would no longer seek your “help.”

 

Finally, as you fully know from our conversations, the company has not yet been approved for corporate status due to the possible need for Department of Education consent, this being the issue that launched this whole sorry incident. I therefore repeat my still-polite request that you delete my email and attachments and email me a confirmation that they have been deleted.

 

Stuart

 

From: Ryan Finnesey [mailto:[address removed]]
Sent: Tuesday, March 19,[masked]:17 PM
To: [address removed]; [address removed]
Subject: RE: [newtech-1] LLC + 501c3 question

 

Stuart

 

I offered to share my knowledge with you regarding nonprofits for free. We had two rather long phone calls.  – Over an hour each.    I am always happy to help the community but when you call me over 6 times in one day and you leave me very unprofessional messages some with a threating tone I no longer wish to help you.

 

You did not send me any sensitive filing documents, the documents are public record.  I wish you the best.

 

Cheers

Ryan

 

 

From: Stuart Mason Dambrot [mailto:[address removed]]
Sent: Tuesday, March 19,[masked]:57 PM
To: [address removed]; Ryan Finnesey
Subject: RE: [newtech-1] LLC + 501c3 question

 

Ryan,

 

After our initial (and quite helpful) conversations based on my 501(c)(3)/LLC question to the list, It’s been over a week since I sent my 501(c)(3) documents that you offered to review and reply to, that offer to include the names of your Albany Department of State contacts. However, despite my numerous emails and voicemails (including one time that you picked up, confirmed that you received the email, and said that you’d call the next day) and emails, I’ve not received any communications from you.

 

I’m posting this here because, if you have the time to look at websites and post comments, you surely have the time to keep your word and get back to me after almost 10 days – and that my doing this in the public space in which we first connected would hopefully motivate you to finally do so.

 

If you don’t intend to respond, fine – but then please honor the request I made by voicemail and (1) delete the aforementioned email and its attachments, and (2) email me confirmation that these have been deleted.

 

Stuart

 

PS. I apologize to the list for posting this, but Ryan has my (what I consider to be sensitive) filing documents – and despite a thorough search, there is no publically available accurate location, website or other contact information for Ryan other than his cell number and email (except, of course, using his company’s Department of State filing, which I am very hesitant to do). Perhaps I shouldn’t have sent them, but I assumed that Ryan was an attorney from his response to my questions (below), and didn’t say he wasn’t an attorney when I asked by phone if I could retain him – he simply said he wasn’t available.

 

 

From: Ryan Finnesey [mailto:[address removed]]
Sent: Thursday, January 24,[masked]:23 PM
To: <[address removed]>
Subject: Re: [newtech-1] LLC + 501c3 question

 

Very welcome 

Sent from my iPad


On Jan 23, 2013, at 4:25 PM, "Stuart Mason Dambrot" <[address removed]> wrote:

Thank you so much, Ryan. Your time and generosity in speaking with me just now are very much appreciated indeed.

 

Best,

Stuart

 

From: Ryan Finnesey [mailto:[address removed]]
Sent: Wednesday, January 23,[masked]:05 AM
To: [address removed]
Subject: RE: [newtech-1] LLC + 501c3 question

 

Feel free to give me a ring[masked] I have setup something similar. 

 

From: [address removed] [mailto:[address removed]] On Behalf Of Stuart Dambrot
Sent: Wednesday, January 23,[masked]:40 AM
To: [address removed]
Subject: RE: [newtech-1] LLC + 501c3 question

 

This issue is more complex than I had anticipated, so I need to consult a lawyer with experience in this area. If anyone on this list is or knows such an attorney, please let me know.

 

Stuart

 

From: [address removed] [mailto:[address removed]] On Behalf Of Stuart Dambrot
Sent: Wednesday, January 23,[masked]:19 AM
To: [address removed]
Subject: RE: [newtech-1] LLC + 501c3 question

 

Yes - this is completely analogous to my intent. In my case, the 501c3 would be my current online (for now) interdisciplinary science discussion channel (think Charlie Rose meets TEDx) which has the purpose of science communications and education. The LLC would also focus on science communications, but on for-profit services that I also currently provide, primarily science writing.

 

In reading the materials provided so far, my initial reaction is that they don’t really address my situation – that is, a sole proprietor (me). I can give up the LLC idea if there’s another way to own the name as a legal entity (and a DBA wouldn’t do it). Similarly, the 501c3 status is to enable me to apply for science and education grants (professional studios are expensive). Also, the 501c3 would not focus as a charity.

 

 

From: [address removed] [mailto:[address removed]] On Behalf Of Anthony Zeoli
Sent: Tuesday, January 22,[masked]:26 PM
To: [address removed]
Subject: Re: [newtech-1] LLC + 501c3 question

 

I do NOT want to link my corporation to a 501(c)3. I want to pursue an open source project under my .org, where we give away our product to the market. Like WordPress.org and Drupal.org. Then, have my .com be like Automattic or Aquia, which provides professional services for those who need service plans or support and we also provide tools, in the same way Automattic provides PollDaddy, Akismet, IntenseDebate and WP VIP hosting.

Tony Zeoli, Founder
<image001.jpg> 
WordPress | Digital Strategy | IA & UxD
310 W. 4th St, Winston-Salem NC 27101
[address removed] | Visit Our Site
[masked] 

My profiles: <image002.jpg><image002.jpg><image002.jpg>
Contact me: <image002.jpg>djtonyz <image002.jpg>tonyzeoli

 

On Tue, Jan 22, 2013 at 10:42 PM, Michael Carroll <[address removed]> wrote:

Not sure how the people who want to link their corporation to a 501c3 are planning to do so, but it's also worth noting that all 501c3 tax records (like Form 990) are legally required to available to the public.

 

So if, for example, your corporation bylaws required a donation of 5% of revenues to the 501c3 (don't know if anybody would do that, but I think it would be cool), some canny competitor could look at the 501c3 filing and use the amount of the donation to figure out your revenues, even if you had been seeking to keep that information private. Even if you don't link the two entities in such a stringent manner, there's probably at least some information that would work its way in to a 501c3 tax filing that you might not want others to know.

 

If you want to search all 501c3 filings, www.guidestar.org is a great resource. Or, at least it was a few years ago when I last used it--there might be better sites out there now.

 

Michael

 

@_mcarroll_

 

On Jan 22, 2013, at 10:25 PM, John Gordon <[address removed]> wrote:

 

Keep in mind that you cannot "own" a 501c3 organization. You can organize it, contribute to it and lead it, but whatever assets you contribute to it, and any growth in value that derives from it, is no longer yours. If the 501c3 is closed for any reason, its remaining assets have to be distributed to other charities - you can't sell it off, much less for a profit. You can be paid by the 501c3 for services rendered, but not "excessively," and your annual return is a public document. If your 2 organizations deal with each other intimately, you need to be able to document how you arrived at preventing conflicts of interest.

 

Just getting 501c3 status itself is a colossal pain; the process in long, arduous and not guaranteed of success. Setting up a B corp or an L3C might be a better route if you can do it.

 

Did I mention that the cost of accounting for a nonprofit is multiples of that of a business organization? Assuming that you can find a competent accountant that will deal with a 501c3, I know from being on a nonprofit board that the cost having the annual Form 990 is very high. If the rate is cheap, then there is probably a reason and this reason will haunt you later.

 

Just some thoughts based on experience in the field.

 

John Gordon

 

On Tue, Jan 22, 2013 at 9:49 PM, Anthony Zeoli <[address removed]> wrote:

Actually, I need to do the same thing with my .com under the LLC and my .org under the 501(c)3. I will read this myself. Thanks.

Tony Zeoli, Founder
 
WordPress | Digital Strategy | IA & UxD
310 W. 4th St, Winston-Salem NC 27101
[address removed] | Visit Our Site
[masked] 

My profiles:
Contact me: djtonyz tonyzeoli

 

 

If a sole proprietor wants to form a two-component business structure (an LLC and a 501c3), what are the legal pitfalls? For example, I imagine that key issues would be resource sharing (one human resource, one computer, one office, etc.), expense allocation, taxes, funding the 501c3 in part through donations from the LLC and/or the sole proprietor, and intellectual property. Note that the names would be structured as Name (LLC) and Name Subname (501c3).

 

Sorry to be vague, but it’s an exploratory question that I’m asking for the first time, and after doing research as well.

 

Relatedly, the LLC web presence would be a WordPress site, and the 501c3 a YouTube or Vimeo channel. I’d like the 501c3 site to present as a page on the LLC site. Any thoughts on how that could be done would be greatly appreciated.

 

Thanks in advance for any and all advice and recommendations.

 

SM Dambrot





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