Borrow’d (borrowd.org) is a nonprofit, open-source platform that lets neighbours borrow and lend everyday items within trusted local groups. It is deliberately anti-extractive: no fees, no ads, no data harvesting. Borrow’d is a 501(c)(3) incorporated in California, but its Executive Director is based in Victoria, BC, and its volunteers, pilot, and users are international.
Running a US entity from Canada has become difficult, and we are considering incorporating in Canada and pursuing CRA registered charity status. We haven’t decided on a structure. The options we see are moving fully to Canada, operating two entities, or establishing a Canadian entity while keeping the US entity dormant. Our US status currently provides free or discounted software (Google Workspace, Slack, and others) and eligibility for funders that require 501(c)(3) status, so we don’t want to give those up without understanding the cost.
What’s getting in the way is capacity. We are a small, largely volunteer team with limited revenue, and our energy is focused on product. We are preparing a briefing for our Board on this decision and need help with the practical, non-legal side of it.
By the end of the project, we want a Board-ready options analysis and a focused set of questions to bring to legal and accounting professionals. Specifically:
An options analysis comparing the three structures above on setup and ongoing cost, administrative burden, access to funding in each country, and retention of our current US-based software benefits. Where an answer depends on legal or accounting advice, the analysis should flag it rather than resolve it.
A list of questions that require qualified legal or accounting advice, so we can engage professionals efficiently. We expect this to cover incorporation jurisdiction (federal or BC), what CRA registered charity status would require of an organization like Borrow’d, governance requirements under each structure, and how assets, funds, and the open-source codebase could be held or moved between entities.
Success looks like our Board having a clear picture of the practical trade-offs between the three structures, and Borrow’d going into legal and accounting conversations prepared, with focused questions rather than starting from scratch.
