Hybrid Structuring Strategy Rationale

Team

Our current development infrastructure consists primarily of Marcin Jakubowski, Ph.D., Executive Director, and Aaron Makaruk, Director of Development with support of the Development Team on site at Factor e Farm. The development team currently includes:

Accounting

Accounting procedures protect an organization’s assets, ensure that money expenditures are planned for and reviewed, and establishing a financial track record demonstrates that foundations and private individual donors can feel secure that their grants will be effectively managed and used for their intended purpose. We are required by law to file financial reports with the IRS as a non-profit organization. We are required by foundations to issue grant reports, and it is standard practice to approve an annual budget and track expenditures in relation to it. Most foundations will require that grant applicants submit independent audit reports.

Legal

We filed for tax-exempt status in August with the help of Joe Demko of Armstrong Teasdale, LLP. This allows us to receive tax-deductible grants and contributions, and we will be able to make purchases without paying a Federal Sales Tax. 501c3 organizations are taxed on unrelated business income, and, unfortunately, GVCS machine sales will be eligible for taxation. We will establish a for-profit entity that sells GVCS machines and donates its profits back to the non-profit in order to fund our charitable programs (including machine R&D). Further, we will need to establish a contractual relationship between the organizations detailing roles and obligations.

General liability insurance is important, because our entire operation is at risk without it. Insurance protects FeF infrastructure as well as the organization from legal fees incurred during any potential lawsuits filed against the organization.

Trademark

Trademarks protect OSE from the risks associated with the undesirable use of its names and logos. Since Marcin will own the trademarks, this also gives him some extra weight as he distributes governing authority to the Board of Directors.

We will need policies governing the standards our partners must adhere to if they are to be authorized to use our trademark. A separate policy needs to be drafted describing what obligations partners will have if they make profit using our trademark, because this is a potential significant source of revenue for OSE (5% donation requirements for all sales for example).

Whether we choose to patent GVCS designs or not, we should at minimum clearly understand what our options are and what risks we are taking by choosing either to patent them or not.

Strategic Planning

We have a workable strategic plan draft that we can submit to advisors for review. It is common for non-profits to submit their strategic plans to their larger community for review, because it shows that you are considering stakeholder interest when establishing your plan, and it something nice to say in grants to foundations.

Once we have a final draft, we can publish it in a nice looking report on the front page of our wiki, and we will be able to track our progress in relation to it. Its a vital skill for an organization to set targets and meet them or else take a deliberate approach to understanding why metrics were not met so improvements can be made.

Board of Directors

A board of directors can develop into a highly-qualified team of experts that fulfill multiple organizational functions at a high standard and on a pro bono basis. Board members are generally more committed than advisors, so they can play a more active role in management, fundraising, planning, and oversight. We need to clarify what needs we have and what our expectations of board members are.

The people we would ask to be on our board will most likely want some kind of protection against lawsuits that could potentially be filed against the organization or them personally due to their involvement in the board of directors. This is generally a requirement before people will agree to join our board.

An executive committee is a dedicated team of board members who engage in planning, review, and support/management of the Executive Director. Advisors help in numerous ways by lending insight and experience to the OSE management team.

Pilot & Program Evaluations

One of the strongest things we can do is demonstrate the effectiveness of OSE programs on the ground. By showing tangible benefits to participants of our programming, we can describe in detail the social return on investment and solicit funding for scaling our impact. The process involves a plan and participant community, recruiting a round of seed funding for the pilot, review of management and participants, an evaluations strategy mapping what metrics will be tracked, and the pilot itself.