It probably helps to be incorporated, which Strasburg is, I'm sure. That's the real difference between Strasburg, and say, the guy who owns the monster P&LE engine in Pittsburgh. The corporation, whether for or non-profit, is an entity unto itself, and with proper governance will survive the demise of the founder. Of course, it helps if there is a plan to obtain an adequate return on investment, otherwise the shareholders of the corp. will eventually tire of the money drain, and install board members that will end the bleeding and rescue their equity, even if that means disposing of the assets, but so long as there is a business plan that returns enough to cover expenses, conceivably, either form of corporation can go on forever. A sole proprietorship (sole owner) on the other hand, loses its vision when the owner dies, if the heirs don't share the owner's interest and vision. This is one reason why wealthy people set up foundations; they incorporate an entity that will preserve their vision after they are gone. How many private collectors of railway artifacts have done so?

Those with good memories will remember that we've discussed and debated the propensities of these "syndromes' at length in past threads, with certain individuals taking severe offense at the suggestion that Asperger's may be involved and/or that some of us in the avocation might be compared to the "mentally challenged" or whatever term is in vogue (oddly, one of them seemingly quite eager to depict "all" railfans in a bad light in this very thread).

I repost, from 16 September 1991 when I was traveling the length of the UK to see and ride behind/on specific locomotives (and this story was in most of the major newspapers that day in the UK):

This discussion brought back memories of early days at my "home" museum, which was (like many of the older railway museums) way out in what was then the boondocks. People hearing about our collection would drive (and drive and drive) in those days before many freeways were completed, and find a collection of streetcars and other rolling stock in a sunbaked railroad yard with a few small buildings nearby. I suspect many of them were looking for a large edifice with classical columns and maybe some carved stone lions out in front. The idea that our exhibits didn't sit on platforms or hang on a wall, but (at least when the generator was fired up) would move around and make assorted nostalgic noises took a bit of getting used to.

Interesting that this should come up.

In a detail that in one sense is "none of our %$*# business," but on the other hand is completely relevant to the discussion at hand here.....

The Strasburg Rail Road was acquired in 1959 by a somewhat large group of shareholders, leading to the old adage of "five vice-presidents per mile" or something equally absurd to that effect. I have been led to believe that over the past half-century or more, that group of shareholders has been reduced by buy-outs to a core few shareholders, with allegedly one majority holder. (We don't need to discuss their identities here--suffice it to say it's a privately-held corporation.)

I recently sat in on a discussion about one particular non-profit museum (they call themselves that) where, I am told, serious progress towards additional preservation measures are thwarted by one majority shareholder whose decisions overrule the rest of the membership. The Strasburg, by comparison, is lucky enough to enjoy a benevolent "dictatorship", and we are the better as an avocation for that.

Shareholders in a non profit? Interesting....let's all start selling shares NOW. We can always print more.........an endless funding strategy, so long as the BOD holds a majority and is in agreement.

Seriously, I didn't think it was legal.

Benevolent dictatorships are great private businesses to work for. The proverbial buck stops, there's no room for argument over priorities and direction, and things get done in efficient and practical ways. I've seen one of the best I had the privilege of working for fail to make a good transition into the next generation of management........which brings back the necessity of planning for either a smooth transition to a proven competent and benevolent new dictator, an evolution into a different but effective model, or a responsible and practical shutdown and dispersal.

dave

The institution in question allegedly grants members "votes" on proposals based on their financial giving--basically meaning that you can "donate" (buy) your way into controlling such an organization, which is allegedly exactly what has happened to this particular organization.

I've been told it's a "textbook" example of exactly why such a practice is foolhardy at best and potentially fatal at worst. In theory (at least), it would allow a developer or other "pirate" to "buy out" control of the organization and liquidate as they see fit.

We had a share system at NCTM based on the one described here. Folks earned shares by donation of cash dollars or hours of service. There was a cap on the number of shares one could vote as a percentage of the whole. The shares carried no market value and could not be redeemed like common stock. Happily the share system was itself voted out a few years ago.

Wesley

I see....not actual ownership of anything but the volume of your voice relative to others. Yeah, bad idea........probably should not be legal.

Earmarked donations and funds, sure. The right to impose on others funded projects, probably not. If you're going to choose the model of a democratically elected BOD responsible to the membership at large, do that well and openly without diluting it. Next thing we'll have the corporations with the most money getting to buy our national elections with complete freedom. Senseless in both instances.

Oh, wait.......never mind.

dave

There are usually "model" laws which are created by a committee of legislators to be a model for the various states and nations to adopt. UPMIFA is one very successful example of such. There is a Model nonprofit corporation act, which has been slow to catch on, perhaps a dozen states use it. It does not allow governance by shares. However, some states do. For instance In Michigan law, the phrase "members or shares" is repeated probably a hundred times, in reference to member voting either by headcount or share strength. This kind of language led one to believe that memberships WERE shares, and could be bought, sold and traded. This in turn had the effect of seeming to ratify the use of proxies. Which led outsiders at one museum to try to manufacture a proxy takeover by buying memberships for "the phone book".

So yes... bad, bad, very bad. Ironic I should say that.


IME, voters are extremely hostile to ballot propositions which they believe have been "bought and paid for" by large corporations. Not a year goes by that PG&E, Shell or some other large player tries to hoodwink the California people. And as Rocky says, "come on, that trick never works."


That is a weird UK phenomenon. Those people are trainspotters. They are not like us. They actually count road numbers with the goal of seeing or riding behind every single unit of a class. Does anyone have a chart at home of every Amtrak engine number, and the dates you have ridden behind it? Didn't think so. Obviously they are crazy. And on drugs, heroin usually.

When I was a lad, I lived next to the Pacific Electric Monrovia-Glendora line, and toward the end of that line's operation, kept a log of every Red Car I saw. I spotted all of the 1100's, most of the 1200's, all of the 1370 and 1372 class combines, all of the 496 class combines and about a dozen of the 1000-class wooden cars. Unfortunately, that log disappeared many years ago, but the fascination with PE led me to join Orange Empire and (in this century) log into websites like this.
(I suppose the British would dub me a "tram spotter" or an "electric railway spotter")

I recall very clearly, on my first visit to the UK in 1959, seeing boys and men, sometimes whole knots of them, standing on station platforms and writing down engine numbers in notebooks. I also recall that a "platform ticket" could be purchased for a penny so one could be right down there where the action was. I believe it was also possible to purchase special notebooks to indulge this hobby.

I know/knew at least four railfans whose summer vacation/retirement hobby was going to obscure corners of the (vastly larger) nation to photograph industrial locomotives--the more remote/obscure, the better. They're not the only ones, by far.

Two of them were guys Extra 2200 South depended on for accurate roster/data information. One of them died and left his photos (ca. 60,000 slides/photos, all captioned) and roster binders (3.5 feet of shelf space) to the Maryland Rail Heritage Library.

We also have railfans that strive to photograph every loco on a particular railroad, or who will spend thousands of dollars to add more "rare mileage" to the tens of thousands of miles of track they've already ridden over.

So don't act all "holier than thou," mate.

Sorry, that was an attempt at humor, a pun on the movie "Trainspotting" that I inadvertently mangled beyond recognition. No judgment was ever intended to actual train spotters.

Regarding the discussion of what happens in the case an educational non-profit needs to dissolve, at least under New York State education law, there are minimum requirements imposed on the process. In our case, the museum by-laws have a few paragraphs to cover the process of dissolving the museum, and these were required in order to incorporate as an educational non-profit...and this was in the 1960's.