Organisational Structures: Choosing the Shape of the Thing

What you will learn

• Compare eight organisational shapes open to a research venture, from a limited company through consulting practices, non-profits, and open-source projects to fiscal sponsorship and hybrids
• Separate the business model question (how value is created and captured) from the structure question (what legal and organisational shape holds it)
• Understand fiscal sponsorship and other low-overhead structures as legitimate starting points, not compromises
• Weigh structures specifically against New Zealand's legal entity options and case studies, not generic international advice
• Choose a working structure for your own venture, and name what would make you change it

The Business Model Types lesson asked how value gets created and who pays for it. This lesson asks a different question: what legal and organisational shape should hold that model? The two choices are related but not the same, and researchers routinely default to "start a company" without seeing the other options.

Structure Is Not Business Model

You can run the same consulting business model as a sole trader, inside a limited company, through a university's commercialisation arm, or as a fiscally sponsored project of a non-profit. The revenue and the client relationship look identical. The legal exposure, the tax treatment, the overhead, and the story you can tell funders and partners are entirely different.

Eight Structures on the Spectrum

1. Licensing and IP held by the researcher or institution, monetised without building an operating entity at all.
2. Commercial entity (limited company): full control, full liability exposure, the default most people reach for first.
3. Virtual or distributed organisation: a loose network of contractors and collaborators operating under a light legal shell, low fixed overhead.
4. Consulting or "lifestyle" business: sole trader or small company optimised for income and autonomy, not growth or exit.
5. Non-profit structure with commercial activity: mission-locked, can still charge for services and products, different funding access (grants, donations) than a commercial entity.
6. Open-source organisational model: value and community built in the open, monetisation through services, support, or dual-licensing layered on top.
7. Fiscal sponsorship: operating a project under an existing non-profit's legal and financial umbrella, no new entity required, fastest and cheapest way to start receiving grants or donations.
8. Hybrid models: a non-profit paired with a commercial spin-out, a foundation that owns IP licensed to a for-profit operating company, and similar combinations.

Sprint TODO: expand each of the eight into its own subsection with the honest trade-offs (setup cost and time, liability, tax treatment, funder and partner perception, exit optionality), matching the depth of the moat and business-model-archetype write-ups in the Day 1 lessons.

Staying Small and NZ-Based Is Not a Consolation Prize

The programme philosophy behind this course is explicit: creating a job for yourself, or a handful of others, inside New Zealand is an economically sound outcome, not a fallback from "real" venture-scale ambition. A well-run consulting practice or a fiscally sponsored research-service project can be more resilient, more autonomous, and better aligned with a researcher's actual goals than a venture-backed company chasing exponential growth it may not want.

New Zealand's Actual Legal Entity Options

Sprint TODO: a short, accurate reference table of the real New Zealand entity types relevant here: Limited Company (Companies Office), Charitable Trust, Incorporated Society, Cooperative Company, and how fiscal sponsorship typically works through an existing NZ non-profit, CRI, or university commercialisation office. Confirm current setup costs, timeframes, and compliance obligations against Companies Office and Charities Services guidance before publishing; do not rely on this scaffold's numbers.

New Zealand Case Study

Sprint TODO: select one or two New Zealand science ventures that illustrate a structure choice made deliberately (for example, a fiscally sponsored project that later incorporated, or a non-profit/commercial hybrid). Show what structure they started with, what changed, and why.

Reflection Prompts

1. What structure did you default to assuming, before reading this, and why?
2. Is there a structure on this list you dismissed too quickly?

Activity 1: Sort the Ventures (20 min)

Small groups.

Give each group a set of short real or composite venture descriptions (a mix drawn from the case studies used across this course plus the New Zealand case study above). Groups sort each onto the eight-structure spectrum and justify the placement. Debrief on where groups disagreed: disagreement usually means the venture is a legitimate hybrid.

Activity 2: Fiscal Sponsorship Deep-Dive (15 min)

Many participants will not know fiscal sponsorship is an option at all. Walk through how it works in practice: an existing non-profit hosts your project legally and financially, typically for a percentage fee, letting you receive grants and tax-deductible donations without incorporating anything. Discuss what it is good for (speed, low overhead, testing an idea) and its limits (loss of full control, dependency on the host organisation).

Activity 3: Structure-Fit Exercise (25 min)

Individual, then pairs.

Each participant scores their own venture idea against three questions for their top two candidate structures: How much control do I need to keep? How much overhead can I absorb before I have revenue? What story does this structure tell the people I need to trust me (funders, clients, collaborators)? Pairs pressure-test each other's answers.

Produces a working structure choice and the conditions under which you would revisit it.

Part 1: Structure Choice

Name the structure you would start with, and the one runner-up you seriously considered. Write two sentences on why the choice beat the runner-up for your specific situation.

Part 2: Two-Year Stress Test

Describe one plausible way your venture could grow or change over two years (a new funder, a co-founder, a large contract, a mission shift). Would your chosen structure still hold, or would it need to change?

Part 3: The Trigger

Name the single, specific event that would make you reconsider your structure (a revenue threshold, a hire, a liability exposure, a funder's requirement). Naming it now means you will notice it when it happens instead of drifting past it.

Key Concepts Reference

Structure vs. business model: the business model is how value is created and captured; the structure is the legal and organisational shape that holds it. They are chosen separately.

Fiscal sponsorship: operating a project under an existing non-profit's legal and financial umbrella, typically for a fee, without incorporating a new entity.

Hybrid structure: two paired entities (commonly a non-profit and a commercial operating company) that divide mission-locked and commercial activity.