Any LPFM App Boards Who've Worked Out Written Agreements With their 501 C3 Umbrella Org Board

Any LPFM Apps who've worked out Agreements with 501C3 Umbrella Org Board, such as-

1. Potential Liability & Resolution Agreements  between Station's Board & their Umbrella's Board.

2. Station Mgt Agreements between Station's  Board & their 501C3's Umbrella's Board

Any help/guidance much appreciated. Shouldn't need to reinvent the wheel every time, if we all work together.  Right? We're also happy to share what we've learned too in our preparation and app development.

Thanks!

Rick

Comments

esmith334

Board of Directors makeup

Our parent, Museum Africa, Inc., is a 501(c)(3) that was incorporated in 2010.  I suppose, then, that Museum Africa is the "umbrella" organization in this case.  The 15-member Museum Africa board, however, is composed mostly of people living outside the United States, in places like Paris, Montreal, London, Dubai and Copenhagen.  In reading the application, as I recall, it stipulates that the chief officers and directors should add up to 75 percent of "ownership."  My question is, since we are a U.S.-based nonprofit but our board is dominated by at least eight people who live outside the U.S., do we still qualify to file the application, which I have filled out, pending a resolution of this question.

Incidently, I am chairman of the board of Museum Africa as well as president and CEO, while the remaining seven officers and directors are based here in the U.S., but not in Chicago, where the LPFM station would be built.  Should we still apply?

Earl Smith

 

 

mediajustus

The LPFM rules allow a

The LPFM rules allow a nonprofit two different ways to qualify as a valid applicant for an LPFM.

1) Your organization is physically headquartered within 10 miles of your proposed antenna site (or for applicants outside the top 50 urban radio markets, your organization is headquartered within 20 miles). PO Box is not enough; your organization must be able to document your actual address.

OR

2) 75% of your board members reside within ten miles of your proposed antenna site (or for applicants outside the top 50 urban radio markets, they reside within twenty miles).

So if you locate your antenna within 10-20 miles of your proposed transmitter site, you do not need to meet the 75% nearby residency requirement.

Also note that 80% of your board members must be US citizens. This refers only to citizenship.  Where board members live has no bearing here. 

 

 

Portajon

Filed today

Completed and filed today.  No real problems,  pretty much anyone who has an existing organization and has registeted / applied / filed / jumped through hoops for the government before should have no problem with this. 

We are a 501 (c) 3,  more than 2 years old,  studio, transmitter and tower will all be on our current headquarters site. 

 

No airports,  no AM stations nearby,  in fact,  we are so far out in the boondocks we had many available channels,  and one with no interference references at all.... completely clear. 

 

Used all FCC and Rfree tools to determine our technicals.....  basically took me a couple hours over the last month checking out conversations here,  one phone call to and from Prometheus and all day today to prepare a hard copy,  review it,  prepare the online and all supporting PDFs (lots of our educational stuff,  community projects, state and federal paperwork already in PDF form on the machine),  test submit,  corrected two small erorrs and then away it went.  I expect to have communtiy radio for the Tyger - Enoree River Alliance soon! 

 

Woohoo!  Thanks to all those who have made all this information available,  all the tools supplied online by the NGOs and the FCC.  Much appreciated.

 

Jon Durham

Director,  TERA

 

rcapper

coax

"if you locate your antenna within 10-20 miles of your proposed transmitter site" Then you will need a lot of coax! (clearly that is not what you meant :) )

mediajustus

Haha, oops. Thanks Robert.

Haha, oops. Thanks Robert.

SomersetRadio

The FCC says you don't have to be 501c3

The FCC clearly states that your organization does NOT have to be a 501c3. It just has to be a qualifying non-profit. Some non-profits are exempt from having to apply for 501c3 status, such as churches. (You'll find that on the IRS website documents about applying for 501c3.) The organization does, however, have to be able to show that it is recognized by it's state as a non-profit organization. The FCC does NOT require the organization to be two years or older. Those that are two years or older are able to qualify for a point. Points are very important if you are in an area which is very competitive for frequencies. If you're in a rural area with lots of frequencies, you might not have to worry about points. Points are only used to settle cases where 2 or more organizations apply for the same frequency in the same area. The one with the most points wins. Someone from an organization which has helped 100+ organizations apply for LPFMs explained all this to me. I hope that I've explained it as well.

Ian

First, you don't need to be a

First, you don't need to be a 501(c)(3) to apply for a low power FM license.

Second, the organization that is applying for the license is the applicant organization and will be the organization running the station-- that means it will be the applicant organization's board of directors listed on the applicaiton. If you are working with a "parent organization" -- it is their board that will be on the applicaiton and they will own the license and be the organization liable for it.

Susan Raybuck

Less than 2 years but likely singleton

My BoD has consistently refused to even consider a fiscal agent - because we have read that legally they would hold the license. They don't want those entanglements. I have brought it up several times.

We legally incorporated 18 months ago - and had some other meetings before then. Some without me involved and under a previous informal organizstion, but a board member or two was in that group. (A charter school group.) I'm waiting on a legal opinion about whether that counts. 

We are a Texas nonprofit, and we have applied as a 501(c)3 as of the last part of July. Hearing back was delayed by the government shutdown but we should know something by mid November, I believe. In the meantime, a local CPA advised us that we can legally fundraise as if we are indeed a 501(c)3 for 15 months.

No official in our county has heard of any other potential applicants in our area. So we may not have to have the longevity point if we are a singleton. At least that seemed to be what the rules indicate.

Ian, what do you think?

 

 

Cjxzoic1970

Um, yes, you or your fiscal agent needs to be a 501c3.

In Prometheus help and overviewing the FCC application, YES, you do have to be an established 501(c)3 in operation for at the least two years as date of you applying. Page 4 of the application has the required 'community based criteria' to even qualify and Prometheus has said time and time again to be prepared for this.

Now, in regards to if you have not established yourself as a non-profit, you can seek a 'fiscal agent' that will act as an 'umbrella organization' as you seek non-profit accrediation. This non-profit has to fit the same criteria of being accredited for two years or more, functional, with a board of directors that don't have interest in other media (i.e. ownership) and no felonies. This is not to be confused with a 'sponsor' for legalities, they are not sponsoring anything.

Essentially the fiscal agent can and will accept potential donations as you seek fundraising for your station. They basically 'hold the money' as they are accredited legally with your state. They will NOT own the license and aren't liable for your station that you are applying for. They are just that, your 'fiscal agent' and the only thing they would be liable for is lost donations funneled through their organization.

Upon application approval we all have up to 18 months to actually get your station up and running. We made a personal aggrement with our fiscal agent for the sole purposes of the application only. Once our 501c3 is approved THEN we can begin our fundraising process using our own accrediation, basically cutting out the middle man. We threw in services for the non-profit such as helping them with fundraising, membership drives and production services. We also invited them to be part of our new board of directors. Its a win-win situation not binding your fledging station down and still giving back.

The application process is just opening today until the 29th, if you don't have a 501c3 yet or an organization fiscal agent with one for two years, then you better hurry and get one!

Cjxzoic1970

Okay, in expanding 501c3 is needed but not required

In expanding on my previous comment - I didn't realize ol' Ian was from Prometheus himself so I had to research further what he meant. In reading FCC's board this is what it says. Do I need a 501(c)(3) certification as proof of my nonprofit status? A: No. As long as you are organized as a nonprofit educational institution, corporation, or entity under your State’s laws, you are eligible to apply for an LPFM license. Although some states recognize unincorporated nonprofit entities, the vast majority of LPFM licensees are incorporated through their Secretaries of State as nonprofits. So, still, you have to have some type of organization recognized by your state to apply; which is where the confusion comes in. Just by building an organization and you have all your duckets in a row to apply, you still have to have some type of paperwork filed with the state that you are legit. As stated, the majority are incorporated as non-profits. Might as well go for your 501c3. As stated before, by obtaining a fiscal agent nonprofit would be your best bet as an 'umbrella organization' at this point if you don't have your 501c3 or equal standing with your state. They would not be liable for your station and they would not hold the license. Hope this helps.
JamesVOM

Follow up

Was the answer obtained? I was an Exec Director for a non-profit for some time. I will help any way I can.

Donna

@Cat

Click on this link:

http://radiospark.org/content/basic-umbrella-agreement

 

I am not an attorney, and it is advised to check with your local Board's by-laws and state law regarding these matters. It is also a good idea to retain an experienced attorney in these matters.

mediajustus

Attributable Interest

Keep in mind that the Board of the fiscal sponsor assumes attributable interest in the applicant. This means that the fiscal sponsor's board members are the Parties to the Application and must meet all requirements.

Pastor Rick

sorry

sorry if I caused problems

MikeW

That is quite a leap.  There

That is quite a leap.  There are fiscal sponsor and fiscal sponsors.  

Donna

Attributable Interest

On the spot MJ! 

 

Pastor Rick

sorry what?

i am sorry just an old country boy here. can you repeat what you said 

Attributable Interest

with fewer big words? thank you be blessed.

Donna

Basic Umbrella Agreement Available

Hi there,

While I am not an attorney, I have uploaded a Basic Umbrella Agreement to use as a base-line for incorporating the Umbrella.

Hope it helps!

Donna

unclejoe5756

umbrella agreement

how can we get a copy of umbrella agreement?

Catalina Treviso

where is it?

Where did you upload it at?  I'm new to this site and haven't figured everything out.

 

Cat

 

Catalina Treviso

where is it?

Where did you upload it at?  I'm new to this site and haven't figured everything out.

 

Cat

 

Liyah

501 C3 Umbrella Org Board

Hi there,

 

Where did you find (a Basic Umbrella Agreement)?

My Non-Profit Organization basically did a regular contract agreement.

 

Thanks In Advance! 

 

 

Donna

Basic Contract

The basic contract should work, provided the Sponsor has clearly identified the "Radio Project" as it beneficiary, and negotiated how the beneficiary will identify the Sponsor.  There should be discussion of how income and outflow of revenue is established....i:e: All donation checks to "Radio Project"  are to be written to: "Sponsor" with the Memo line "Radio Project" As explained in the sample umbrella... that way, the income and outflow streams are clear and accountable.

In basic business terms, "radio project" is a division of, or subsidiary of "Sponsor Org."

"Radio Project" should have access to and authority to recieve and use funds for operations.

MikeW

There are programmatic

There are programmatic sponsors, and fiscal sponsors.  The could be the same, or entirely different.  We are looking at a scenario that includes al three. 

slthaw

Sponsorship Agreements

It is also important to note that the sponsoring organization will have report any money for the station on its own audit - it is restricted income - and as such must also explain how the money was spent.  The sponsoring organization is the party that is responsible to the funder for ensuring that the money was used in accordance with the grant so generally there are some reporting requirements as payments are released to the station.

 

Stephanie

MikeW

If they are a 501c3 this is

If they are a 501c3 this is something they would normally do. 

Donna

@ MikeW

There are many reasons for making the "radio project" a stand-alone division of the 501(c)3.  Again, I am not an attorney, but this LPFM, once awarded, MUST be handled just like a business...and needs to be empowered to do so, with all the duties, rights & responsibilites.

Imagine: Project Manager negotiates a tower and studio deal that will give the station a huge coverage area.

Tower owner is approached by another station for the exact same spot on the stick....

The Project Manager has to present to the board and get permission to proceed.

Other station's PM has the authority to make such a decision, and is empowered to write a reasonable desposit in exchange for Tower Owner's Reasonable Assurance that that spot will be available by May 15th, 2014.

Guess who's gonna get the lease?

 

I could go on, with liabilities...but that is a webinar unto itself...

MikeW

me too

Same here.  If you get any information on this topic, please post here.  Thanks!