TargetTalk

My junior club's sponsoring gun club and I have come to the realization that having a junior program that travels around the country to shoot matches like Palmyra, Sectionals, Regionals, and JOs to prepare kids to shoot in college and beyond is outside the scope of what the gun club wants to deal with. We are therefore researching starting a separate LLC to continue what we have built, and the gun club is willing to help us with the costs associated with setting it up, and possibly donate the advanced equipment to the new LLC.

We will likely become an Explorer Post or Venture Crew to fill our insurance needs.

This helps us fix a problem where you can be a member of the gun club's junior club without joining the club (creates insurance issues).

The drawbacks off the top of my head are reduced funds due to smaller enrollment, reduced supply of equipment, increased costs to our devoted families.

What does everyone think of this? Has anyone done it themselves? What would you be worried about in doing this?

THANKS.

Before I begin, I'm going to state for the record that I am NOT a lawyer. I have an undergraduate degree and graduate certification in Non-Profit Management. I consult for non-profits involved in land use and real estate issues regularly. None of these recommendations should take competent legal advice from qualified legal and/or tax professionals. Also, this is NOT, I say again, NOT a Do-it-Yourself project. You need a Lawyer and a CPA. Odds are your club probably has both of these already and they're probably qualified to do render all the necessary services.

First and foremost, it sounds like your junior group has outgrown the current structure (and pecking order) of your current club. While I'm sure everyone is amicable to each other, my guess is that the day-to-day operations, scheduling issues, general existence of both entities have lead to some hurt feelings and bruised egos. You cannot go forward without mending those fences. Everybody needs to take a deep breath, behave like adults, and have a clear path forward. If, under your state's commercial code, a Non-Profit LLC, LLP, or similar is possible and permitted, then it may be a viable option.

With all that said, there needs to be a clear, precise path forward. What exactly will this new entity be and do? Who will run the day-to-day operations? Who will manage and control this entity? What will be the relationship between the junior and adult group? All of these need to be clear from beginning to end. You also need to know that every question and decision needs to be examined from both the point of view of both this new, proposed group, as well as the current organization. Everyone needs to be in perfect agreement from start to finish.

When you're able to answer all of these questions, you can move forward. You must know exactly what exists now. This includes, but is not limited to: the exact structure of the present club, how it is filed with the state, is everything current and up-to-date, who owns the range, what is permissible under the present organizational constitution and by-laws, and the exact assets this new group will use. Do the juniors currently use club guns? Targets? Equipment? Will this new organization retain use of such equipment? What are the current (and future) group affiliations? What about insurance? What is the membership status of the parents/ adults in charge?

The formation of a new entity cannot take place until all of these details have been worked out. I highly recommend that these details be ironed out by a committee formed by the board of directors. A couple willing parents and a couple board members should be enough. There are three things I recommend once you're here:

1. Decide who will own this new entity. Without knowing the details of the situation, I highly recommend that the current club remain the SOLE owner of this new juniors club.

2. Have a very clear, unambiguous operating agreement between the current club and new proposed entity. This should spell out, very clearly what exactly was, is, and will be. What are the obligations to each? There must also be a clear, written procedure as to the real possibility that the adult club must take back over this youth group.

3. Now is the time to engage a lawyer. Your ideas need to be clearly articulated and the specific procedures to move forward must be known by all from here on in.

After all of this is together, bring it all back to the board for a vote. If the board gives it their okay, you really should (irregardless of the by-laws) bring the issue to a vote of the general membership.

Understand a couple of things. First, Limited Liability entities are designed to shield principals and corporations from the inherant risks associated with certain business operations. While many benefit from protection provided by the formation of LLCs and LLPs, they may not necessarily be the way to go in this case. As for any connotation or stigma you're referencing in your original message, know that it's usually possible for you guys to file some sort of DBA, fictious name, trademark, or other name to use in place of the official LLC name, as long as it is understood and known.

Second and finally, I hope that you and all involved understand that this decision of formally separating from your current club should not be taken lightly. It must be decided and agreed upon after careful and deliberate consideration. It needs to be done in absolute and complete sunlight for all to see. Approach this as what's best for both the kids and the adults. These types of things need to be ruled by consensus, not by force of personality. Egos on all sides need to be checked at the door, remember, the kids are watching.

Wish you all of the best,

Wm Eilers

Weilers,

Thank you for the post. We have a lawyer in mind who's also a CPA that has done work for one of our volunteers in the past.

I should say this is not the end of the junior program for the gun club, just the part of the junior program that has activities away from gun club property. My part actually only gets special range time at the club one day a month. The rest of our practice is done at the county range which is much closer to our families (45min drive or 15min drive, hmm, tough choice). The gun club junior club only practices once per month. That program is very well equipped to handle those practices, and that will continue. The club junior program also cycles through about 200 Boy Scouts a year as well.

Seeing as we only charge $35 PER YEAR for that program, anyone that is a part of our program is welcome to be part of that program, so long as they pay $35. Beyond that one practice a month, my juniors shoot in the public matches the club puts on, and that's it. So there is little need for a continual operating agreement. Though there will be one for a short time while we build up gear for our new program. I plan to try to have the gun club agree to continue to allow us to borrow coats, slings, gloves, etc.

I'm looking for 5 parents to step up to take 5 leadership roles:

President, Secretary, Treasurer, Quartermaster (manages non-gun equipment), Armorer (manages guns)

I want to make sure the parents are actively involved and learning. They will only be involved while they're kids are involved. When their kids age out, the parents leave too, that's just the way youth organizations are most of the time.

Unfortunately the gun club really wants ABSOLUTELY nothing to do with junior activities off of gun club property, so we will be on our own. At the last BOD meeting for the club, one of the officers bold face said he was recommending that our program be shut down (he's an IPSC shooter with NO smallbore experience and that's driving me nuts because he asks stupid questions and makes even worse recommendations). So our choices are pretty much separate, or wait to be ended. I have families that have invested hundreds if not thousands of dollars in equipment banking on the fact that we will have rifles for them to borrow until they can afford their own.

Thank you for your note.

All,

Even if you cannot give legal advice to help our situation, please give insight as to what you would worry about, plan out, etc. I'm only 25 and pretty much am about to found a company for this junior program so it's a first for me too. Hopefully we can have a bit of a how to book on there for the future.

Thanks.

Well, if it makes you feel any better, I'm only 28.

Soupy,

You never did tell us how the new club is coming along?

Sorry for the delay, been a bit busy.

We found out that the lawyer cost for forming the 501(c)3 would come to about $2000. The reason I started this post was one of our club officers suggested the club seed that money, along with an amount of equipment. Well when we presented our finding on doing all this, he went back on this and it was decided the club wanted to see us form it ourselves before they'd be willing to donate any money or equipment.

In theory, having a 501(c)3 sponsor a Venture Crew looks like a good setup. The c3 just has to sign for the NRA grant and will have no other operations, limiting liability. The Venture Crew runs the daily operations and provides insurance at a rate of $10 per kid per year (beat that). The Crew can do fundraisers, divide that money between the kids for their use.

We just need $2000 and equipment to get this all off the ground.