First, as an overarching comment, I think that @DAOvolution and @kkopczyn did a lot of excellent work here and I highly appreciate their time and commitment to this ongoing project. I am also very hopeful at the positive overall nature of the comments on this forum post and note the spirit of collaboration. Having said that, I, too, have some concerns about what has been discussed above.
First, in terms of quorum, since that was one of the main issues that led to the rewriting of the OA, just so it is clear, the OA would now have three categories of entities, which is to say a “member”, a “person” and a “citizen”.
A “Member” is any “Person” in lawful control of a Citizen NFT. However, in Sec. 4.01 it clarifies that members are not “legal members” of CityDAO, LLC. I do not see the term “legal member” defined in the OA, so I’m not sure who is a legal member of CityDAO LLC.
A “Person” is quite broad, and could include an individual; corporation; business trust; estate; trust; partnership; limited liability company; association; joint venture; government; governmental subdivision, agency, or instrumentality; public corporation; decentralized autonomous organization; or any other legal or commercial entity.
A “Citizen” is any wallet in control of an NFT (so it doesn’t matter who own the wallet). A citizen is not a “person” or a “member” but rather a wallet.
“Quorum” is the number of “Citizens” (or wallets) required to participate in a vote for such a vote to be valid.
As is noted in the comments above, this means that people can still use sybil attacks by creating a large number of wallets (though I understand that there’s little we can do about that until there is proof of humanity, as mentioned in Sec. 9.06). However, it does beg the question of why we are moving from a pure NFT count to a wallet count, when the system can still be easily gamed. Why not just continue with an NFT count? Also, I didn’t notice this OA clarify whether CityDAO will still use the quadratic (which is to say square root) method that is currently in place.
In terms of quorum levels, I agree with comments made above by @ScottA that with our level of tech, we might be able to come up with an algorithmic method to establish quorum levels that is superior to a single range of $10K - $500K which, as he pointed out, will likely lead to CIPs for $9999 or $499,999 just to easily game the system.
At the very least, it seems like there could be more intermediary levels between $10K and $500K. I think a more reasonable range might be:
0 - $10K = 50 wallets
$10K - $50K = 75 wallets
$50K - $200K = 100 wallets
$200K - $300K = 200 wallets
$300K - $400K = 300 wallets
$400k - $500K = 400 wallets
And above that, 500 wallets.
Just a suggestion.
In Sec. 2.05, it is stated that “citizens” (which is to say a wallet, according to the definitions, “should be aware that they bear certain risks involved in becoming a Citizen. Citizens also bear the risks involved with holding any Citizen NFT, if any, for as long as they hold a Citizen NFT.” My question is, aside from the value of the NFT dropping to zero, what risk could a wallet possibly bear? Especially as it’s not a person or a member that bears the risk, but a “citizen”?
In Sec. 2.06, it says that “Authorized Citizens” may require Citizens to provide certain
information to establish identity. In Sec. 7.02, which appears to be about indemnity, it defines an “authorized citizen” as “Citizens exercising their Governance Rights”. So does this mean that any wallet (again, “citizen” being defined as wallet) that is voting (exercising governing rights) is an “authorized citizen” and can demand that other wallets provide information to establish their identity (dox)? How could an authorized citizen make such a demand? What happens if someone refuses to comply with the demand? Couldn’t this lead to everyone who votes demanding that other citizens be doxxed? While a citizen may withdraw or dissociate from the DAO according to Sec. 10.02, the OA makes no mention (that I saw) of blocking any specific citizen (wallet via their ETH address) from voting.
In Sec. 6.04(b), it states that the main multisig signers must be confirmed via CIP. Will a new CIP be created so the community can vote on them? Can anyone “run” for the position of main multisig signer? This echoes @gugz’s comments above calling for the possibility of a DAO-wide election for signers. My only comment to that would be that it may be reasonable to have limitations on who may run. This may be similar to my next comment, which asks whether it must be U.S. Citizens who run for this position.
In Sec. 6.04(b) it says that all multisig signers must be U.S. Citizens, currently residing in the U.S., and must be willing to be KYC’d. Why are these geographic requirements in place, and where will the KYC information be kept? With finance guild, or with outside counsel (or another place)?
In Sec. 6.04(c) it says that multisig signers are “reasonably compensated for their time”. Who gets the choose the compensation and by what standard is it considered reasonable? Is it by the same CIP that confirms who is on the multisig? If a member, person or citizen wants to appeal this, is there a mechanism, or would they need to create a new CIP suggesting that multisig signers are being overly compensated?
In Sec. 6.04(b), if the multi-sig signers appoint the “Good Governance Committee” of 3-5 of their own members, how are these two groups any sort of check on each other’s power? If the Good Governance Committee can “ensure” that CIPs meet minimum requirements, does this give them the power to veto any CIP they choose, on the basis that it doesn’t meet requirements? How can a Member, Person or Citizen appeal the committee’s decision? This echoes comments above that giving this level of authority to 3 people creates the possibility for oligarchic control.
According to Sec. 9.05, all CIPs must be submitted using a template created by the “Good Governance Committee”. Why can’t someone write a CIP in a way that is meaningful, easy to understand and readable but doesn’t follow a committee’s requirements? What if the committee chooses to make restrictions that hamper the ability of members to create CIPs? This seems like an unnecessary requirement, though a reasonable request. Similar to my point above.
There are no provisions in the OA about removing members, people or citizens from discord or banning them. Who has this authority, and would this be mentioned in the OA, or would this remain in the City Charter?
Thus, my final question is whether this OA completely removes or invalidates the CityDAO City Charter. I see no mention of the Charter in the OA. Once this OA passes, is there room for some kind of aspirational document that still discusses things like guilds, goals, missions, values, etc.? Sec. 3.05 discusses the “purpose” of the DAO, but the Charter goes deeping into the values and missions.