Non-Profit Joint Venture Proposal to CLN Inc. Board

[Community LIFE Network]

Hi Heather & Mel,

Bellow is the Draft Proposal for the Partnership with YaySay Inc. This will need to be approved by both boards in order for it to be finalized.

Of course you can change or amend the proposal to get agreement on it, and then the updated version would need to be resent to the YaySay Inc. Board.  Once both boards agree to the same proposal then the Non-Profit Joint Venture will be established. :)

Note: we may need to have a phone discussion before approving this, as it is interlinked with a lot of details, but I tried to simplify it as much as possible.

Jay

Jay Blas Jacob Cabrera

831-332-2486

http://CommunityLIFEnetwork.org 

Non-Profit Joint Venture Proposal

Proposal: For CLN Inc to join into a non-monetary Joint Venture with YaySay Inc?

Description: This Joint Venture will legitimized three primary active collaborations that CLN Inc. and Yaysay Inc are working on together. 

The primary purpose will be co-coordinating the 51% equity control in Scalechange Inc / Worldplay Ventures (a B-corporation).  Both CLN Inc. and Yaysay Inc are going to have 25.5% of the voting shares of the company, and instead of separating those and having them count as direct assets, instead the goal of the Joint Venture is to combine the 25.5% equity to make 51% controlling equity in the B-corporation. This is essential in appointing the primary decision-making Board.

Secondly the Joint Venture will oversee the overall 51% Community Equity, and instead of just 25.5% going to each non-profit, together the Joint Venture will collectively decide where the 51% equity will go if substantial dividends or value is created through the B-Corporation. Currently the model would be 17% Societal Equity, 17% Environmental Equity, and 17% Community Equity, but we can break that out further or change it however we want to.

Thirdly the CLN Inc and Yaysay Inc are already in a community partnership to support and incubate non-profits. This Joint Venture will further solidify the commitment to incubate non-profits together, and support social good and the community. The Joint Venture will NOT directly sponsor or oversee individual or specific incubated projects, and each project will still need to propose its individual sponsorship to become fiscally sponsored. This includes a separate proposal for organizational charity sponsorship of YaySay Inc. or any other sub or additional program. Therefore the Joint Venture itself does not need a bank account, and will not be officially registered at this time, but could be in the future if the need arises, only with agreement of the Joint Venture Boards.

Decision Making will Occur in 3 Levels

• The top level with be direct approval within the separate Inc. Boards
• The middle level will be a Joint Venture Board that includes all of the Board members of each Board, and a minimum of one yes vote from each Board
• The lowest level will be a single representative from each Board. If this level decided to open a bank account, it will be as a sponsored-LLC Joint Venture account, and not be tax-deductable.

Link to Detailed Draft Decision Making Doc for Non-Profit Joint Venture: https://docs.google.com/document/d/1titcF_iBNqb7yYbRYY9YVWYlMFS3lAoAMFrmxZBWf-Q/edit?usp=sharing

[Community LIFE Network]

Just reminding us about the Community Equity Non-Profit Joint Venture Proposal Bellow - I’m ready to Vote Yes on it myself but would love to hear your opinions… Should we set up a Call? In-person meeting over lunch?

J