Talk:Wikimedia UK v1.0/Memorandum of Association
Objects edit
I see two possible problems with the objects as they are currently presented. They may not be sutible for us to register as a charity at a later data and they may not be agreed by the Wikimedia board. As far as charity status goes I think we have to show that we are for "the advancement of education" - do we need to mention education in the objects? We could add "d. to make use of such information resources for the advancement of education", for example. We don't mention wiki's - this is sensible from the point of view of not limiting future work (I understand changing MoA is a major problem) but would the board have a problem with this? Andreww 09:02, 15 November 2005 (UTC)
- Education is certainly part of our aims (see WMUK home) and I agree that it should be one of our main concerns. We could add a (d) as you suggest but we could also add education and/or learning in (a). I'm not sure if we need to mention wikis - this is the medium through which we work, sure, but I don't know if we need to refer specifically to them in our MoA, providing we mention information and learning resources. This is all, you understand, IMHO. Cormaggio @ 10:27, 15 November 2005 (UTC)
I agree that education should be mentioned as an object and that wikis need not be mentioned in the MemArts. —Theo (Talk) 22:19, 15 November 2005 (UTC)
- I have added a part (d) and added learning to part (a) - which may be a bit over the top. I suspect there is a better way to say this though. Andreww 07:40, 17 November 2005 (UTC)
I'd not bothered to register here before, but this is a good reason.
It is worth mentioning (in case you are not aware) that the definition of "charity" will change once the Charities Bill 2005 is enacted. A charity will need to be established for "charitable purposes" only[1], and "charitable purposes" will include an express "public benefit" requirement (so, for example, the presumption that charities for educational purposes are for the benefit of the public will go). On the other hand, the list of charitable objects will increase to include "advancement of the arts, culture, heritage or science" and purposes "that may reasonably be regarded as analogous to, or within the spirit of" the charitable purposes. There is some helpful guidance at the specific page on the Charity Commission website.
I think similar changes have already been made in Scotland under the Charities and Trustee Investment (Scotland) Act 2005.
The objects also need to navigate the two stools of being reasonably wide, to avoid "ultra vires" issues, but sufficiently narrow to avoid going outside charitable objects.
To get tax reliefs, it will need to be "established for charitable purposes only" (section 506(1) ICTA). Registering with the Charity Commissioners is not required, although it will make things easier. However, I understand there can be issues with US citizens resident in the UK giving to UK charities. The gift to the UK charity gets relief from income tax in the UK, reducing the UK tax bill, but the US citizen remains subject to tax in the US on their worldwide income, and income tax relief is not available in the US for donations to UK charities; although there would usually be credit in the US for tax paid in the UK, reducing the UK tax bill can increase the US tax bill. It may be worth considering forming the charity as a company limited by shares which is a subisdiary of a US-tax-exempt organisation (Wikimedia itself?). If the subsidiary "checks the box" in the US (i.e. elects to be a "disregarded entity") then the US citizen is treated in the US as making a charitable payment to a US-tax-exempt organisation, and also gets tax relief in the US (in addition to the relief in the UK for making a donation to a UK charity). In case you think I am an expert, I am just repeating something that I saw in a recent edition of Tax Journal (11 July 2005).
- Oh, having poked around, I see the subsidiary thing was dismissed for potential libel reasons. Shame. -- ALoan 14:07, 17 November 2005 (UTC)
In terms of names, there is a Wikibroadband Limited, and a Wiki Consulting Limited, and, inevitably, a Wikid Limited, but otherwise nothing too close at Companies House. -- ALoan 13:48, 17 November 2005 (UTC)
- Agreed. UK is not a reserved term either, so that will not require approval [2] -- ScottKeir 26 November 2005
- It's not clear when we will be seeking to register with the charity commission, it could be very early next year (which would be before the 2005 act is in force) or later under the new act. It's worth making sure that our objects would allow us to register under both the current and future acts. Would the current objects allow this? Andreww 19:35, 17 November 2005 (UTC)
- I think so - advancement of education is will still be a charitable object - but it may be an idea for the future to add a refernece to one of the new charitable objects (I have already mentioned the obvious one, "advancement of the arts, culture, heritage or science", above). -- ALoan 11:41, 18 November 2005 (UTC)
Further to meeting of 27 November 2005 edit
A few notes further to yesterday's meeting:
- It was great meeting you all, and many thanks to those arranging the meeting
- A charity with more than £1,000 income (not £10,000 as I mistakenly said) needs to be registered with the Charity Commission. This is due to be increased to £5,000 next year.
- We can omit the name "Limited" from our name - we just submit form 30(5)(a) along with forms 10 and 12 when we incorporate. [3].
- Similarly, "Educational" is not a restricted word - so there'd be no problem incorporating the name "Wiki Educational Resources". There are restrictions on "Educational Trusts", which usually deal with things like private schools. I can't see anything specific on educational charities myself (others at the meeting expressed a concern here). Is it a mix-up with Educational Trusts?
- James, you can order forms from here [4]. We'll no doubt want a stash of company director and secretary forms in stock too as well as forms 10, 12 and 30(5)(a).
- There's no problem having a business name different from the company name, and no need to register it. As we're proposing using "UK" in the business name, however, we need to confirm it with Companies House (acting on behalf of the Secretary of State). I don't see this as being anything other than an administrative nicety (ie I can't see that they would seek to stop us using "UK") [5]
- Similarly, once we are a registered charity, getting people to give via "Gift Aid" where they are UK taxpayers (ie income tax payers) is easy - an online declaration, for example, would suffice [6]
- Those interested in reading up about Gift Aid and the taxation of charities may find this section of HM Revenue and Customs' website useful, and this link in particular
- Finally, I look forward to James putting up the revised draft MoA and AoA for final comments before proceeding to incorporating (next month, maybe?), Jguk 09:33, 28 November 2005 (UTC)
Confirmation of MoA edit
Just a note to say I think this MoA looks fine, Jguk 22:26, 11 December 2005 (UTC)
Could we have "signature" spelt correctly at the very end please? ;-P --AlisonW 11:06, 18 January 2006 (UTC)