Any appointed members are chosen by the Council AFTER election
Appointed members can be from outside of CityDAO (at the Councils discretion)
From the proposal:
Prominent members of the ecosystem that aren’t currently part of CityDAO (this is a great opportunity)
The inaugural Council is basically serving as representatives to a convention to implement our foundation (rules, rights, democratic process). This is a big deal, it is a complex deep task. There are people still outside of the DAO that have been focused on digital states, citizenship, and democracy for many years. I feel we would do a great disservice to ourselves if we didn’t consider this.
However it would be up to the inaugural Council to decide even if this happened. And then the Charter would dictate how it happens in the future.
Agree with @gugz that we should have at least 50% presentation from Citizens. I have the same observation that the citizens don’t have enough say in what matter. We can archive that ratio by either:
Increase number of council members to 30. In which 10 from core team, 5 from outside, and 15 from citizens. Personally I don’t prefer this option as it will be to many voices.
Keep number of council members as 20. In which 10 from citizens, 5 from core team (core team is expected to arrange this internally), the remaining will be appointed by the 15 council members from either core team, outside, or citizen.
I saw the argument on the council members shall or shall not from outside. My view is it does not matter where he/she is from. Thing matters the most is he/she want to contribute to CityDAO and capable to do so.
That said, if an outsider is appointed to be a council member, I would suggest he/she to purchase a CityDAO NFT on Opensea. If someone is really interested in CityDAO and want to contribute I don’t see it shall be a problem.
I appreciate your well thought out concerns. I share many of them. For me the goal would also be 100% representation of Citizens, but also keep in mind the Core Team are all Citizens.
One could make the argument that today non Core Team Citizens have 0% representation. There is no clear definition of what power the Core Team has and a subset of the Core Team controls the treasury. Some things are brought to Snapshot vote but the context or how they got there is thin. Other things are simply decided by the Core Team directly. I believe the Core Team has done a great job and that we have operated holding the DAOs interests at heart. It is an amazing group that has poured a lot of time and money into CityDAO. But I also believe it is time to move away from that.
As a Citizen who is also a member of the Core Team I am excited about having clearer organization. For me this lack of a foundation has been the source of frustration, blocked progress, and prevented coordination with the wider citizenry. However we should transition into this carefully. The intention of this proposal was allowing the Core Team to maintain close to a 50% majority in the inaugural Council. This is where nearly all of CityDAOs institutional knowledge is stored. Then with the ratification of the Charter/Operating Agreement the Core Team becomes part of our early history.
I am not against this. Curious to hear what other Citizens think.
You bring up a good point, we should be aware of this. Please see my reply above for another perspective.
They are basically two sides of the same thing, the Charter is internal (how the DAO operates) and the Operating Agreement is external (how the DAO operates as an LLC in the legacy world).
My mistake for misreading @Justin, @gugz. In that case, I think we need to be very careful about who we appoint. More distinguished people are also busier, and inactive Council members would be detrimental. I’m really not sure what the best way of approaching that is.
Given that, I’m not sure about appointing outsiders. I’m not against it, just on the fence.
hmm a bit concerned on the 20 people been even number, what happens if the council need to vote on something internally and there’s a tie? may 21? or 19.
Ah no, I do know what the charter and the operating agreement are. It was more asking what you meant by ‘ratify’ and ‘implement’.
It seems that by:
Ratify the CityDAO Charter (previously referred to as the Constitution)
Implement the DAO LLC Operating Agreement
You mean, to draft and approve both, without a snapshot vote? If so, I think that’s worth explicity spelling this out in the proposal text, as it wasn’t obvious to me, and it might not be clear to others.
This interpretation would, in effect, give huge power to the council to shape the future of the DAO. I think it might be too much power.
How about modifying the proposal such that the council is empowered to draft the charter and operating agreement, but they would still go to a snapshot vote?
I also think 20 people might be too many for this? Perhaps a council of 10, with 5 citizens and 5 core team members, would be able to move more quickly.
Thanks, this makes a lot of sense, and is a concise description of the governance uncertainty that exists with CityDAO today.
I think equal representation between Core and non-Core makes sense. Another alternative is for Core to remain majority, but non-Core to have veto-proof power (something like 2/3 requirement for things to go through).
It does also seem to me that “non-Core Councilmembers” will trend toward becoming part of Core. That doesn’t seem obviously wrong to me, but is worth pointing out.
@Justin , Thank you for putting this together, this was so much needed. I agree with Tyro on still requiring a snapshot vote from the community. I also think 5 core and 5 citizens would be more efficient. We could have the snapshot vote have 3 options: Create a council with 20 member, council with 10 member or no council.
Also, should we include a mechanism for candidates to submit their “why you should vote for me” statement or audio/video pitch, and voting deadlines? We could add these later if this proposal passes…
My thoughts having read through the comments so far
I think 20 may be too many, 10 better and no outside members (specialist skills can be contracted; outsiders that keen to be involved can buy a Citizen NFT)
Let’s use well-worn and tested structures for group Governance and if they need adapting for a DAO let’s apply collective efforts here to create the new standard
a) e.g. fixed term for council members
b) special resolutions required for key decisions
c) how to remove rogue council members
Most importantly let’s standardise on the industry leading set of tools that allow citizens like me to be engaged in decision making with minimal friction (which links should I be bookmarking as a Citizen and how frequently should I be checking in to ensure the path of travel is what I was expecting)
Very excited about this community and the energy thus far!
P.S. One separate suggestion - could we somewhere show all the assets of the DAO (treasury funds, the land itself, other e.g. NFTs?) in one place so we know what we are jointly entrusted with?
This is a good discussion and, personally, I would give great deference to the Core Team to get this underway.
I only suggest this as a guiding principle: make sure the lawyers confirm we are on solid legal ground with the CityDAO LLC Operating Agreement first and, to the greatest extent possible, see if we can ground the CityDAO Charter within that solid CityDAO LLC Operating Agreement.
@Justin, you refer to the Operating Agreement as being in the “legacy world,” but, if any point, the CityDAO is sued, it will be in that legacy world. In other words, since we may be breaking new legal ground in the metaverse, it is best to anchor as much as possible to long-standing legal precedent where we can, IMHO.
Also, I would recommend that the Core Team and the new CityDAO Council consider Directors & Officers Liability Insurance with CityDAO legal counsel.
I saw the discussion about the council members, should it include member from outside or not ? Actually there’re pros, and cons. But in my opinion, I have weighted on the side that we shouldn’t involve them into here in case they are not our stakeholders, since I’m afraid some significant matter/proposal/decision will be casted as non-CityDao citizenship (an external person), and it doesn’t reflect what we really want to direct our ways, but they would be properly considered in terms of one of our consultants instead.
Here are some personal thoughts about the Council.
Shall we clarify the power boundary of the Council? What kind of proposal must be made and approved by the Council? What kind of proposal must be made and approved by all citizens?
Since we are actually at most 10,000 citizens, even if we consider a direct democracy, it will not be unrealistic. And the way of direct democracy is also perfect practice to involve all citizens to participate in the actual construction of our city. As far as I know, there are many token holders. Some are flippers, not even an investor. If we fully adopt the representative system, those who don’t care about the city will never participate in the city’s construction. But if we give most of the power to all citizens directly, that can at least transform some of them into genuinely responsible citizens.
Absolutely, this should be part of the Charter. The idea here is empowering the inaugural group with more trust than usual (by keeping the proposal thin and mandate large), in favor of forming something to iterate off of.
Well put. The Operating Agreement will be (is already in progress) drafted by legal counsel, and will be our anchor to the world. Then the CityDAO Council’s role will be accepting it or working with the attorney for any changes. Part of the complexity here is because we are breaking so much new legal ground the opinions of attorneys has varied. We (Core Team) believe we have the right person leading this now, John Montague. I will personally feel more comfortable if what is put in place is accepted by the proposed Council.
The Charter will need to be in compliance with the Operating Agreement and the laws that govern it (for example securities laws, possible foreign directors, etc). I believe the Council will be drafting the Charter but attorney(s) need to review it to ensure that it isn’t running afoul of our own Operating Agreement or laws.
This is a must. Today I don’t think you could get a policy underwritten that covers anyone other than Scott. But this should be possible once an Operating Agreement is in place (defining directors and officers).
Disclaimer: I am not an attorney, I can’t give legal advice, I am not a director, just a citizen trying to help organize all the pieces.
I am moved by the amount of feedback and conversations around this proposal I have had over the last week. This DAO continues to impress me, so much passion and care for what we are building
I have made the following three changes to the details of the proposal (the first post in the thread):
1. Require any appointed Council member to be a CityDAO Citizen.
Remaining (after elections) are appointed by the Council at their discretion. This may include:
CityDAO citizens that have been prominent contributors.
Prominent members of the ecosystem that aren’t currently part of CityDAO (this is a great opportunity)
Remaining (after elections) can be appointed by the Council at their discretion.
Appointed members must be CityDAO Citizens (hold a Citizen NFT)
I personally liked the idea of having the ability to appoint members from outside the DAO, but was convinced (by many) that it’s a bad idea.
2. Clarify that the Council would have the power to implement without further consensus.
The Council will have the power to put the Charter and Operating Agreement into effect WITHOUT any further approval from Citizens.
This point was confusing to some, intention here was to be more clear.
3. Clarify the 30 days dissolution clause.
If 30 days has lapsed and the Council has not ratified both a CityDAO Charter and DAO LLC Operating Agreement then it will be automatically dissolved.
The Council will have 30 days (after elections conclude) to ratify both a CityDAO Charter and DAO LLC Operating Agreement. If they fail to do this the Council will be automatically dissolved.
There was some concern about what would be dissolved, made the point more clear.
For historical purposes here is the full original with revisions:
Details / Specification
Create a new CityDAO Council that replaces the Core Team
Staff the inaugural Council with 20 members:
Anyone from the core team that wants to accept a temporary declaration of commitment
Core team is currently 10 members
Commitment declaration to be drafted separately
5 are elected immediately by Citizens
All candidates must be CityDAO Citizens.
Election will be coordinated by the Council to conclude in less than 30 days
Remaining (after elections) can be appointed by the Council at their discretion. This may include:
CityDAO citizens that have been prominent contributors.
Prominent members of the ecosystem that aren’t currently part of CityDAO (this is a great opportunity)
Remaining (after elections) are appointed by the Council at their discretion.
Appointed members must be CityDAO Citizens (hold a Citizen NFT)
The Council will have 30 days (after election) to
Ratify the CityDAO Charter (previously referred to as the Constitution)
Implement the DAO LLC Operating Agreement
The Council will have the power to put the Charter and Operating Agreement into effect WITHOUT any further approval from Citizens.
The inaugural Council will focus on nothing else until the Charter and Operating Agreement are in-place.
If 30 days has lapsed and the Council has not ratified both a CityDAO Charter and DAO LLC Operating Agreement then it will be automatically dissolved.
The Council will have 30 days (after elections conclude) to ratify both a CityDAO Charter and DAO LLC Operating Agreement. If they fail to do this the Council will be automatically dissolved.
Current multisig signers will NOT turn over or modify the multisig in any way until BOTH a CityDAO Charter and DAO LLC Operating Agreement are in place.
Council positions will be limited in term with exact details to be part of the CityDAO Charter.
If a council member leaves before the Charter and Operating Agreement are in effect an election will be held to replace them.
Justin, welcome back. Great work on the revisions. I propose that we include some details regarding the 5 elected citizens. Maybe add bullet point #2: “‘Council Candidate Campaign’ discord will be added to discord for candidates that want to run to submit their intent to run and campaign materials in the “Council Campaign” discord channel within 5 days of this proposal being approved.”
