Subject: [tt-inc] Dissolution, Revisited.
Date: Wed, 14 Jun 2000 08:11:10 -0500
From: Nancy Lieder <zetatalk@zetatalk.com>
Reply-To: tt-inc@egroups.com

I have been thinking of how to address the perception (ala Michel’s
comments during the last Board Meeting) that someone getting funding to
work on a project is getting their survival site furnished. It occurred
to me last night that a simple solution to this perception would be to
require, by January 1, 2003, that anyone receiving funding for a THING
(such as a windmill or hydroponic unit) be required to pay the
corporation for this by that date, or have the THING removed from their
possession and delivered to an orphanage or some such. For instance,
the hydroponic setups, worm beds (which Ron built to be taken apart so
they could be moved), and radio antenna could be removed from my home at
that time, unless I purchased this from the corporation so these funds
could be donated to an orphanage or some such. An exception would be
where a public service is being done by the THING, at sacrifice to the
operator. Short Wave Radio antennas can be located and mobbed, and seed
team hubs (I hope to require any recipient of seed in the last year to
be a community hub, known to their community) likewise open to
hysteria. These THINGs by their nature are already donated to a worthy
cause, not an individual survival site owner.

US law requires nonprofits to specify how they will disolve, to address
the issue of folks hoping to “have theirs” and then simply disolve the
corporation, leaving them with the goods. This is detailed in the
Bylaws, at:

Article 6: Funds

Section 11: Dissolution

No such person or persons shall be entitled to share in the distribution
of, and shall not receive, any of the corporate assets on dissolution of
the corporation. All members, if any, of the corporation shall be deemed
to have expressly consented and agreed that on such dissolution or
winding up of the affairs of the corporation, whether voluntarily or
involuntarily, the assets of the corporation, after all debts have been
satisfied, shall be distributed as required by the Articles of
Incorporation of this corporation and not otherwise. Should Troubled
Times, Inc. disband and dissolve:

(a) all unspent grant funds will be returned to the grantors

(b) any properties or assets will be sold to cover outstanding debts

(c) any profits from such sale or funds in the general accounts will
be donated to another non-profit organization per a resolution by the
Board of Directors

(d) any outstanding debts will either be covered by the disbanding
membership, if the debts are small or inconsequential, or will result
in a formal bankruptcy if the debts are large or burdensome

Subject: [tt-inc] Project Disolution - Draft
Date: Thu, 15 Jun 2000 12:45:25 -0500
From: Nancy Lieder <zetatalk@zetatalk.com>
Reply-To: tt-inc@egroups.com

I'd like to propose, and place before the membership and Board Members
for early consideration, the following draft of changes to Article 6:
Funds, Section 6: Sharing Corporate Assets, of the Bylaws. My suggested
additional verbiage is enclosed in [brackets].

Article 6: Funds

Section 6: Sharing Corporate Assets

No member, director, officer, employee, or other person connected with
this corporation, or any private individual, shall receive at any time
any of the net earnings or pecuniary profit from the operations of the
corporation, provided, however, that this provision shall not prevent
payment to any such person of reasonable compensation for services
performed for the corporation in effecting any of its public or
charitable purposes, provided that such compensation is otherwise
permitted by these Bylaws and is fixed by resolution of the Board of
Directors.

[In that the premise of the corporation is that a pole shift will occur
in early 2003, where corporate assets have been either housed at sites
not owned by the corporation or to support the development of corporate
projects, these assets will be liquidated by January 1, 2003 and
disbursed as through the corporation were in a dissolution to the extent
that such dissolution covers the project. Payment for work effort
promised a Principal shall be taken into consideration during this
liquidation, being considered a debt settlement. The assets may be
purchased by the Principal, to remain on site, at a fair market value,
or returned to the corporation.]