Law center to ease corporate path for FOSS developers

The Software Freedom Law Center on Monday is due to announce the formation of the Software Freedom Conservancy. The conservancy aims to make it easier for developers of Free and Open Source Software (FOSS) projects around the world to become tax-exempt corporate entities.

The SFLC’s mission is to protect and advance FOSS projects by providing pro-bono legal services. From day one, the law center has helped a number of developers separately achieve corporate status, according to Dan Ravicher, SFLC’s legal director.

Setting up corporations involves a number of repeatable steps including establishing a board of directors and holding annual meetings. The center realized it could “harmonize that work” by establishing a single entity, Ravicher said in an interview. The conservancy will act as a fiscal sponsor for a number of FOSS projects from different developers and provide them with legal, financial and administrative services free of charge.

The first three projects to join the conservancy are SurveyOS, BusyBox and uClibc, according to Ravicher.

“From our point of view, we get a set of services from the conservancy the same way we’d get a set of services from SourceForge,” Rob Landley, the maintainer of the BusyBox Unix utilities project, wrote in an e-mail interview. “And being able to do so in the context of membership rather than ownership is really nice, because claiming to ‘own’ a volunteer collaboration tends to smother the project.”

As well as freeing developers from the burden of establishing and maintaining their own corporate entities, the conservancy will also provide individuals with protection from personal liability, according to Ravicher.

Without such personal liability protection, should someone allege they were harmed by a particular FOSS project, that person could potentially sue the project’s developer who could then stand to forfeit their personal assets, including their house. Under the protection of the conservancy’s corporate status, a developer can only be sued for the assets of the corporation, not for their personal assets, Ravicher said.

On the legal side, BusyBox is struggling to chase down all the companies in alleged violation of the project’s licenses, according to Landley. “But if SFLC sues somebody on our behalf, being a member of the conservancy allows them to defend us from potential countersuits,” he wrote. “If efforts to enforce our license are increasing, it’s nice to have increased protection from countersuits.”

The conservancy will also look to give its members tax-exempt status so that they can receive tax deductible donations as well as filing a single tax return covering each of the member’s projects, according to Ravicher.

Based in New York, the organization’s daily operation will be run by SFLC attorneys, but the intention is to invite other people in the FOSS community to help guide the conservancy in future, he said. The conservancy will be a SFLC client, but conservancy members don’t have to be SFLC clients.

The conservancy’s Web site is set to go live Monday.