Re: [44net] Say hello to Rosy Wolfe, ARDC's new Executive Director

-----BEGIN PGP SIGNED MESSAGE----- Hash: SHA1 On Fri, 28 Aug 2020, Phil Karn wrote: Hello Phil, Excellent. Glad that was useful; hopefully the rest is useful too. QED. Metamorphosis has occurred; and further metamorphosis is planned in 2021: https://www.ampr.org/amprnet/ ] (Now that we are receiving significant investment income from our ] address sale, in 2021 we will transition to a private grant-making ] foundation required to disburse at least 5% of our total assets each ] year, on average.) (Please be very, Very, careful with the wording "total assets"...) ...However, the founding document from 2011 is still /the/ founding document, which enabled charitable incorporation, and immutable, and so still to remind incoming employees/trustees of (p.5): ] All assets of this corporation are irrevocably dedicated to public ] and charitable purposes and no part of the net income or assets of ] this corporation shall ever inure to the benefit of any director, ] officer or member thereof or to the benefit of any private person. Which brings us back to the "assets of this corporation"; Tangible numbers are unncessary for discussion of the quarter-billion, which is obtainable purely from remaining intangibles (unsold IPs): * US$0.25+ Billion == nominal book value of the remaining IPs (intangible assets) held by ADRC: ($20 * ~12.58 million) ...accounting for retained IPs in the "total assets" appears to be a necessary condition, to have allowed made the declaration that the sale of ~25% of total assets was "insubstantial". (p.1): https://www.ampr.org/wp-content/uploads/Courtesy-Notice-to-AG-Signed-ARDC.p… ] the Sale represents only about one-quarter of ARDC's IP Addresses ] and is therefore not a sale of substantially all of ARDC's ] assets. and thusly fall under the s.5913 non-prior-notification exception: ] Accordingly, advance written notice of this Sale was not ] required under California Nonprofit Public Benefit Corporation Law ] Section 5913. So putting together (1) the 5% disbursement plans for 2021, and (2) the necessity to account for "total assets" to claim the non-prior notification in 2019, ...: There would shortfall after 5 years, because... disbursing 5% of ~0.3 billion total assets (tangible + intangible) = US$15 million/year outgoing (cash); against investment income of say ~10% of that. Result would be ARDC, Inc. returning to being non-liquid c.2025, ...necessitating a further sale of AMPRNet IPv4 addresses. But, the Trustees would presumably be completely free to give an update on the planned relationship with CAIDA (UCSD Network Telescope), and long-term sustainable plans for AmprGW? -Paul TL;DR: Be very, Very careful of the 5% total assets idea.