From: schuldy@progress.COM (Mark Schuldenfrei)
Subject: Re: West Kingdom's Land Fund, Kingdom Trust, Inc.
Organization: Progress Software Corp.
Distribution: usa
Date: Tue, 26 Jan 1993 17:51:07 GMT

Jalut asked some good questions about KTI, and it's relationship to
the SCA.  I'm no board member, (and may the universe protect me from
such folly) but I'll add my conjecture to the mix.

  What legal actions was the board or the West worried about? Was it
  mostly insurance concerns? With a seperate incorporation, how can
  Kingdom Trust take advantage of any non-profit rules that are used by
  the SCA, Inc? Does an inter-corporation agreement exist that bind both
  parties?

If the SCA is required to pay a fine, by the court, the money to do
so can come from two places.  From the insurance policy, if the policy
covers that amount, and from funds held in SCA bank accounts.  If
the funds are held by another corporation, those funds are separate.
By the same token, if KTI buys land and property, and some legal
judgement comes out of that, it's insurance and funds would pay
those liabilities.

It seems remarkably clear to me that the international membership of
the SCA should be fiscally separate from a piece of property that
was funded purely by members of the West, and vice versa, and if
I were a Board member, that's how I would treat it.  Of course, there
is room for opinion on both sides.

As for the second question, any Corporation which incorporates under
California and Federal Law as a non-profit, get's the same rights and
privileges as the SCA has.  I have no idea how KTI and SCA Inc, inter-
relate.  I believe that the West Kingdom Land Fund was a separate
trustee account, belonging to the SCA but administered by citizens
of the West, and that Trustees had to be approved by a vote of the
SCA Incorporated's Board of Trustees.  Once the funds belong to an
independent Corporation, I doubt the SCA will have any responsibility
whatsoever.

As to whether there will be an interlocking directorate, I have no idea.
I'm of two minds as to whether it would be a good thing or not.  I
suspect not, but I'd love to hear arguments both ways.

  When acquiring land, how will KTI represent itself to state and local
  government, especially with regards to property tax liabilities?

I can't begin to tell you.  Someone would have to check California Law.

  How did the transfer of funds occur? Isn't that a huge tax liability?
  What are California laws like on this question?

If you read the Articles of Incorporation, you will discover that the
SCA can only transfer assets to another non-profit corporation of the
501(c)3 type.  While I am far from an expert on the topic, I doubt
that any tax liability arises under Federal law.  I am clueless about
California Law, but I doubt there would be a tax liability there.
But I haven't checked.

  KTI probably has either a board or a president and trustee group. Is
  there any cross pollenization between KTI and SCA, Inc, i.e. one
  director on both corporations' "boards?"

See my previous comments on interlocking directorates.

  This seems like it could go either way as problems occur. With the
  Barony of Caerthe active in their Land fund work, the experiment in the
  West is of importance and knowing the reasons for the direction taken
  could be of great benefit.

  The biggest question, thus, is why the West and the Board chose this
  direction? 

You've gotta ask them exactly why.  I think the behavior is obvious.
If the "s" hits the "f" for the West Kingdom, this way it won't shut
down the SCA.  Additionally, if it is purely a West Kingdom matter,
why should the national membership have any say in it?

I do admit, I hope that the Articles of Incorporation for KTI allow
for the return of all assets to the control of the SCA if KTI fails
for some reason.  But I'm not sure why I want this.

The SCA ought to get some expertise in handling assets and property
PDQ.  As the organization get's older, the SCA could easily be named
in Wills and Bequests as a benficiary, and right now we have no
capability to handle property and assets that are of significant
value.  For that matter, like most non-profits, we could be soliciting
members to leave money in their wills to the SCA: we aren't doing that
either so far as I know.

	Tibor
--
Mark Schuldenfrei (schuldy@progress.com)
[I'm just showin' you my opinions: this ain't a gift]
Newsgroups: rec.org.sca