Community Founding and Limitation of Liability
Who are the founders of the community?
What inspired the founders to create the community?
What is the mission statement of the social community?
How was the community funded and capitalized? Was founder capital used, was outside or member capital raised, or was bank or other lender financing obtained?
Have the founders and/or members act as guarntors on any of the social community's obligations? E.g., the lease, contract with third parties?
Do the founders and/or members periodically recapitalize the company and, if so, what form does such recapitalization take (debt, equity, etc.)? Does your operating agreements authorize capital calls?
Do the founders and/or contributing members expect to be repaid or to recoup their investments or loans to the community? E.g., repurchase of founding equity, repayment of notes or loans.
Does the community carry insurance? Are the founders named as beneficiaries? Directors and officers insurance? Premises insurance? Business liability insurance? Insurance for negligence?
Has the community entered into any partnership, sponsorship or other contracts with existing organizations?
Does the community expect to enter into any other major contracts?
What are the community’s top contractual priorities? E.g., our negotiating lease terms, vendor agreements, etc.
Are there key teachings or writings that you consider important for the community?
Does the community have forms of intellectual property that would be considered “trade secrets” and subject to confidentiality and protection from the outside world?
Community Membership and Communication
What is the application process like? What is the acceptance rate? Is there an application fee?
When people join the community, do you envision them paying dues or some other membership fee?
Has there ever been disputes about admission criteria, community membership decisions, or allegations of favoritism or bias?
What are your members buying with their membership fees or dues? For example, if you’re setting up a coworking space, dues might cover the cost of accessing the space and related activities.
What is the commitment you are expecting from your members? How involved with the community do you want them to be? Can they join similar, related communities, or do you want them to be exclusive to yours?
How do you expect that members might leave the community if they no longer wanted to be part of it?
Is the membership flat or hierarchical? Are their levels or ranks of members? Are there opportunities for members to become part of the decision amaking structure?
Does the community ever subsidize membership fees or dues? If so, how do you subsidize dues or fees - discounts, scholarships, deferrals?
Do the community even enter into financial transactions with members? E.g., serving as a mortgage lender or guarantor on outside business transactions?
Does the community have an official social media policy and/or acknowledged or implicit policy regarding posting and/or not posting about the community’s and members’ activities?
Are you concerned about members slandering, or defaming the community, its members or founders or using club secrets to extort members or founders?
Do you have a mechanism and procedure to deal with claims of harassment and/or abuse or other member misconduct? Investigation, board action, notice, hearing, discipline?
How do you communicate with members? Do you have your own internal communication platform? Email, text, apps, social media, etc.?
Do you consider yourself a private membership club and thus outside of regulation of anti-discrimination laws?
Have you considered the application of federal and state acts (and applicable exemptions): Federal Civil Rights Act; State Anti-Discrimination Laws; Americans With Disabilities Acts?
Community Structure and Expansion
Does the community intend to generate profit for its equity holders and investors (as a traditional business organization), or does it intend to operate as a benefit corporation, or a not-for-profit organization?
What is the primary source of community revenue?
What is the primary source of community liability?
Has the community ever been involved in litigation?
How is the community currently managed? How are decisions made for the community? E.g., board of directors, consensus, central decisionmaker who governs with advice and counsel of the membership?
How are leaders such as board members or officers chosen? By stockholders? By the community at large? By other board members? Through an election?
Are disputes among community members a cause for concern? Does your community have an established or informal dispute-resolution process?
What cities do you intend to operate in? After you’ve created the first social community, do you envision creating new colonies for the community? If so, where?
What do you believe new communities will need from the original community in order to be successful?
How much control and ownership do you want to have over any new extension communities? Do they answer to the original community, or are they fairly independent?
Do you currently own or intend to own or manage real property?
Does the community own or operate any leases with real property?
Does the community have or intend to have or use any valuable intellectual property (patents, trademarks, copyrights, etc.)?
Does the community intend to develop or sell digital or physical products or services? If so, which products or services?
What would you describe as the most important legal issues facing your social community?
What are your top organizational goals and priorities?
Is there anything else that would be helpful for us to know in structuring our range of legal and organizational offerings for social communities?