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I agree with Ben - there are a number of very good reasons for forming a foundation.
To name but one, by placing the 'ownership' of the this project in the hands of an incorporated foundation, the Core Dev's would have some legal protection should anything ever go wrong.
As things stand the Core Team would have a personal liability should someone ever successful sue over a patent or copyright infringement - as an incorporated foundation that liability would be legally limited. If something went wrong, you simply fold the foundation, killing the liability with it, and move on - the software being open source can simply be picked up and taken forward, by the same development team, under a new name - and a new foundation if necessary.
Miro's got it wrong because of the way they structured their foundation to:
a) take back complete control of Mambo
and
b) try to ream money out of the community for their 'official sanction' - $1,000 membership fee for a 3PD is a total piss-take.
I've worked in the field of non-profit organisations for the last 6 years and know my way around governing documents very well - I write the damn things - and the construction of Miro's 'Mambo foundation' is an utter joke.
People have rightly picked up on the cash aspects of it, the membership fees and the $500 for breaking the foundation's rule.
What no one has noticed as yet - the Core Team will have but have most likely been told to keep schtum for legal reasons - is the manner in which voting rights are set out in the Foundation which, to say the least, are rather unusual by normal standards.
The simplest form of non-profit organisations uses simple one-member, one-vote for decision making - each full member having a vote.
More complex organisations may, as the Mambo Foundation does, have more than one class of member with each having different voting rights - so an ordinary member might have one vote, but a 3PD would count for, say five votes; or, alternatively, it would have block voting structure, so however many ordinary members there are, each with one vote, their votes count as 15% of the voting rights; 3PD's, of which there will be fewer, might still only have one vote each, but their votes count for 20% of the total voting rights, and so on...
... the point being that the various cmembership classes voting rights are clearly set out in the Foundation;s constitution, so you know where you stand, which membership classes have which voting rights and what proportion of the total votes belong to each class.
Under the Mambo Foundation's rules, your 'voting points' as a member are assigned to you by the Board on assessment of your membership application - it's up to Miro's 'Board of Regents' to decide who gets what votes and how many based solely on their own judgement - one thing you can bet on from that is Miro and its representatives will never see their personal voting rights fall below 51% of the total.
This creates, for example, a situation where 2 3PD's sign up and pay their $1,000 - per year - fee. One of them, who produces, say, a few small, simple but useful and totally free modules, could be alloted 5 voting points, while another who produces a single full-on commercial component - something fairly complex like an intergrated forum, could be allocated 100 voting points because the foundation's Board, see it as being more in their interests to keep the latter 3PD sweet.
Contrast that with the Mozilla foundation which, from what I can tell, has 30-40 members at most - all appointed by the foundation, and no membership fees. Because of its endowment from Netscape it doesn't need to build a mass membership to make money of its members, its simply has enough people involved in it do drive the development of the project, no membership fees and no particular contraints or restrictions on its community. You can be a member of its community and contribute to its development without being a member of the foundation and having to stump up any cash for the privilege.
A foundation for this project would not push the community to one side or make unreasonable demands, as the Mambo foundation does, nor would it need the community to become members - the community is so large, anyway, that such a structure would become completely unwieldy and unworkable.
All it would need to be is a small body, comprising the Dev Team and maybe a few others who bring useful skills to the table or represent useful interests, which exists to keep the project on track, serves as a place to collect voluntary donations - and if set up right, get the tax breaks for it - hold the copyrights and provide the core team with a few useful legal protections - like Mozilla it need be only 25-30 people, given the size of he current Dev Team, in whom the community places its trust to keep the project on track.
As community members we don't need to be members of the foundation or have voting rights to have imput into the future development of the project, all we need is for the Dev Team to keep right on doing what they've always done, talking to us, listening to our views, ideas and opinions and taking anything worthwhile on board.
The fact is that while Miro may have put up the cash backing for Mambo, and I'd dispute that it came to $200,000 a year, the contributed little or nothing to the development of the software over the last couple of years - all that was the work of the Core Team. That's why so many of us are, or should be, pissed off with Miro's foundation, because the way it was set up meant that the people who were doing all the work and carrying the project were being pushed out of the decision-making loop.
A foundation which is controlled and run by the Core Team is not something we could reasonably object to as all it would do is formalise things as they exist already and give them a bit of legal cover they wouldn't otherwise have.
There's nothing wrong with taking this project into a foundation in principle, its what Miro did in practice that's at issue.
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there will have to be a formal body to organise and distribute things for shows, ads travel, etc. I know the last thing anyone wants is to pay TAX on anything that the community gets.
