The P2P DAO (Peer-to-Peer Decentralized Autonomous Organization), expressed as “P2PD”, is an organization whose operating rules govern the assembly of products produced, services performed, and distribution of revenue toward every member of the organization. The P2PD’s operating rules are established by this charter in the form of a Ricardian Contract whereas the rules are described in plain English within this document and simultaneously executed exactly as described using digital software code, blockchain, and smart contracts. All members of the P2PD must abide by this contract in order to receive any revenue or benefits generated by the P2PD.
The P2PD is a for-profit organization. All received payments to the P2PD for subscriptions, products sold , services rendered, and reserve gains are considered “Revenue”. Revenue is distributed to all active members of the P2PD in proportion to their member type and/or contributor position. Disbursement of revenue to all members of the P2PD is accomplished using blockchain, smart contract and digital currency technologies. The blockchain and digital currency technologies must be decided by a majority vote of all active Board Members. The smart contracts that facilitate the distribution of revenue are to be built by the P2PD’s contributors and these contributors must be compensated with their appropriate percentage of revenue for building them. Compensation received from revenue is split by member type. Refer to Appendix A for a list member types and their portion of revenue received.
Members of the P2PD are individual entities who are performing or have performed services for the P2PD and are actively collecting a percentage of revenue generated by the P2PD. A member is considered “Active” if they are either receiving a percentage of revenue from the P2PD, or they are performing work for the P2PD with the permission of a board member or a contributor in a supervisor/manager position of the P2PD. Members of the P2PD exist in the following rolls:
- Board Members
- Contributors
Board Members declare the P2P DAO Charter (“The Charter”) and thus the operating rules stated in this contract. The Charter is decided upon by the board members by way of voting. The charter cannot be updated, modified, or amended without the unanimous agreed upon vote of all active board members. Once the charter is agreed upon by all active board members, the equivalent software code and smart contracts that enact the charter must be instantiated and executed with in a reasonable time decided upon by the active board members. If an extension of time is needed to execute the code and smart contracts to enact the charter is necessary, the active board members must inform all members of the P2PD of the new release date. A board member can be added to the P2PD by any one of the following acts:
- By invite from the existing active board members via majority vote in his/her favor ⋅⋅* This would increase the number of board members by one and add the entity being invited by the board as a board member
- By purchasing a seat as a board member with the agreed upon amount via majority vote of the active existing board members; ⋅⋅* This would increase the number of board members by one and add the entity purchasing a board member’s seat as a board member Once the position of a board member is obtained, a board member cannot be removed by any other members of the P2PD, except in the case that said board member is chronically absent from voting (as specified in the Board Member Seat Absentee Revocation clause of this charter) or in the case that the board member’s seat is bought by the existing active board members, with the consent of the board member whose seat is being bought. A board member can be removed from the P2PD by any one of the following acts:
- Voluntarily withdrawal by their own volition ⋅⋅* This would decrease the number of board members by one
- Their seat as a board member is purchased by another entity with the consent of the board member being removed and with a majority vote of all existing active board members ⋅⋅* The number of board members would remain the same, the board member whose seat was purchased would be replaced by the new board member who purchased the seat
- The board member’s seat is bought by majority vote of all active board members, with consent of the board member being removed ⋅⋅* The number of board members would decrease by one and the removed board member’s seat would be deleted
- Chronic absence from board member votes as specified in the Board Member Seat Absentee Revocation clause of this charter Compensation for all active board members’ participation to the P2PD is paid by a designated percentage of the P2PD’s revenue (refer to Appendix A). Each board member receives an equal share of the board member’s allotment of revenue. Board members’ compensation is paid on an “instantaneous” basis; each board member receives a percentage of revenue per diem only for as long as they are an active board member. All board members are established in Appendix B of this document. A board member may, at any time, select a successor board member to take his/her place in the unfortunate event that the selecting board member were to die or be rendered mentally and or physically incapable of performing the duties of a board member. In which case, the board member’s successor inherits the existing seat of his/her predecessor and the number of board members remains the same. A board member does not need permission from any other board member nor majority vote of active board members to choose a successor. A P2PD board member’s successor may be declared in a board member’s will and is declared active once their preceding board member dies or is rendered physically incapable of acting as a board member.
Any active board member of the P2PD may declare an item to be voted on by way of a board member voting session. The time, date and duration of a voting session must be determined by at least a one-third (1/3) percentage of all active board members. During a board member voting session, the item that is voted upon must be ratified by a majority vote of all active existing board members. Any change to this charter must be ratified by a unanimous vote of all active board members. All votes for any decision made by board members of the P2PD happen during a voting session. If any board member is absent for a board member voting session, then said board member receives a mark of absence in accordance with the Board Member Seat Absentee Revocation clause of this charter. If the necessary number of active board members needed to ratify an item are absent to a voting session or if voting on an item exceeds the time period declared for the voting session, then said voting session is postponed to a future date decided by at least one-third (1/3) percentage of all active board members.
If a board member is continuously absent from board member voting sessions by the “Continuous Board Member Vote Absence Suspension Period” clause specified in Appendix B of this charter, then said board member is to be suspended from future votes for the time period specified in the aforementioned clause. When a board member is suspended, he/she is declared inactive and their vote is unnecessary to ratify items voted upon by the remaining unsuspended board members by way of majority vote or unanimous vote. While a board member is inactive, he/she shall not collect any revenue of the P2PD during the time period that he/she is suspended, unless the majority of active board members vote that he/she is still “eligible” to collect. In which case, the percentage of board member revenue allocation is split evenly upon all active or eligible board members of the P2PD. If a board member is suspended for a declared number of times in the “Board Member Seat Absentee Revocation” clause in Appendix B of this charter and the majority of active board members vote that he/she is to be removed, then said board member loses their seat as a board member and the number of board members is decreased by one (or the number of board members whose seats are simultaneously revoked by the aforementioned clause) and the removed board member seat(s) are deleted.
Contributors are active members of the P2PD who are performing work to generate revenue for the organization and who are collecting a percentage of the P2PD’s revenue. Contributors perform work for the P2PD ad-hoc on a per diem basis and may decide as many arbitrary hours per day that they wish to work. Each contributor is assigned a position which describes the work in which he/she is to perform for the P2PD. A contributor is granted the ability to work for the P2PD by either someone who is in a supervisory/management position of the P2PD or by a board member of the P2PD. A contributor may work in their assigned position for as long as the position is necessary or until the time when a supervisor, manager, or board member of the P2PD informs them that their services are no longer needed. Compensation to the contributors are known as “Royalties”. A contributor is compensated for his/her labor by means of periodic disbursements of revenue to the P2PD within proportion to the number of individuals working as his/her position, the percentage of revenue allotted to his/her position, and the percentage of revenue allotted to all contributors of the P2PD (refer to Appendix A) per the designated unit of work attributed to the contributor’s position. Each contributor is paid their royalties via digital currency distributed via smart contract on a blockchain agreed upon by all active board members. A contributor’s royalties are “on-going”, meaning each contributor will continue to receive royalties in their defined proportions per the contributor position’s units of work completed on a regular periodic basis until the assigned “royalty collection” time period for the contributor’s position has expired or the P2PD has been dissolved . The list of all contributor positions, the maximum number of contributors per position, contributor position assigned unit of work, assigned royalty collection time period, and percentage of revenue assigned to each contributor position are declared in Appendix C.
The P2PD holds a given percentage of its revenue as a Treasury fund. The treasury holds monies that active P2PD board members must vote to delegate. Funds in the treasury are to be used for necessary expenses for goods and services incurred by the P2PD. Monies in the treasury must be made visible to all members of the P2PD. Withdrawals from the treasury must be made via multisig technology with a majority vote of all active P2PD board members. A detailed explanation of its expenditure is required to be made visible to all members of the P2PD before a withdrawal is made from the treasury. The percentage of incoming P2PD revenue that is to be held in a treasury is declared in Appendix D.
A loan of digital currency may voluntarily be given to the P2PD by any member of the P2PD. Loans are never required to be given by any member. When a loan is given to the P2PD by a member, the active board members must decide, by majority vote, the percentage of the loan that is to be held in the P2PD treasury and/or reserve and the percentage of the loan that is to be distributed to all active P2PD members in accordance to each members designated revenue percentage. The active board members must also decide, by majority vote, the time period that the loan is distributed to the reserve and all active P2PD members. Repayment of an internal loan must be given to the active member of the P2PD issuing the loan by an agreed upon percentage of the P2PD’s incoming revenue for an indefinite time period until the loan is payed off. The percentage of the P2PD’s revenue used to pay back the loan is to be suggested by the member issuing the loan but must be agreed upon by majority vote of all active board members. If the majority of active board members and the member of the P2PD issuing the loan cannot agree to the terms of repayment of the loan, then the loan is rejected and will not be distributed to the treasury or any member of the P2PD.
A loan may be proposed for the P2PD by any party outside of the P2PD. If a loan is proposed by an external party of the P2PD, the terms and conditions of the loan must be approved by majority vote of all active board members of the P2PD before the loan is accepted. The issuer of the loan must also agree to the methods and timing of loan payments made by the P2PD before the loan is accepted. Repayment of an external loan must be payed out of the incoming revenue to the P2PD and/or by any member(s) of the P2PD that consent to contribute “out of pocket” payments toward the loan’s repayment. During the vote for acceptance of an external loan by active board members of the P2PD, the board must decide, by majority vote, the distribution of the loan to the P2PD’s treasury, reserve, and to all active members. Any member of the P2PD that makes out of pocket payments toward an external loan must decide whether each payment is considered a grant to the P2PD (in accordance to “Grants” clause of this charter), where the entirety of the grant is dedicated toward the repayment of the loan, or whether the payment toward the external loan is considered an internal loan (in accordance to the “Internal Loans” clause of this charter), where the entirety the internal loan is dedicated toward the repayment of the external loan. The active board members must also decide, by majority vote, the percentage of P2PD revenue and/or grants and/or internal loans that are allocated to repay the external loan that coincides with the timeline of repayment demanded by the terms and conditions of the external party issuing the loan. Should the terms and conditions of an external party’s loan be accepted by active board members of the P2PD, the P2PD shall insure that repayments toward the loan are made via digital currency in sync with the periods of repayments specified by the terms and conditions of the external loan. Should the P2PD fall into default of an external loan, no individual member of the P2PD shall be liable for any expense of the loan and all members of the P2PD shall be indemnified and held harmless of any liability concerning the expenses of the P2PD. While in default of an external loan, active board members of the P2PD must vote on the percentage of incoming revenue that is dedicated to repaying the external loan until the loan is payed off or legally forgiven and/or excused by the external party issuing the loan.
The P2PD is open and able to receive grants from members or outside parties with approval by majority vote of all active board members. During a grant’s approval process, all active board members must vote the amount of the grant that is to be held in the P2PD’s treasury and/or reserve. The remaining portion of the grant will be distributed to all active members of the P2PD by the percentages designated in this charter. A grant’s treasury/reserve to member distribution ration will be decided upon by majority vote of all active board members.
Each Board member seat and contributor position is represented by a unique and individual Non-Fungible Token (NFT). Each NFT is instantiated with the ID number and position title of the member it is created for. An NFT is used to track the votes and/or units of work completed by a member and is used to determine the percentage of revenue allocated to an individual member. For a board member, an NFT is used to keep track of his/her active status based on the frequency of voting sessions he/she participates in per the “Board Member Voting Sessions” clause of this charter. For a contributor, an NFT is used to keep track of his/her active status based on the board/supervisor’s discretion as well as the member’s allocated royalties based on his/her completed units of work. These NFTs can be sold or traded amongst other members and on an open NFT marketplace. For board members, an NFT can only be exchanged with majority board member approval and will be deleted with the voluntary withdrawal, or buyout, or revocation of a board member’s seat.
Active board members of the P2PD may choose to keep, or not keep a reserve of diverse cryptocurrencies, fiat currencies, assets, investment accounts, stocks, and/or bonds as a “Treasury” by majority vote. The purpose of the treasury is to be a yield gaining investment which generates residual revenue for all members of the P2PD. This aids in funding the P2PD alongside payments for products sold and services rendered. The board may or may not elect a custodian (treasurer), as a contributor, to maintain the investments held by the treasury via majority vote of active board members. The job of the treasurer would be to maintain the existing investments, research markets and best investment strategies that would yield the highest gain, implement the best investment strategies on the P2PD’s reserve, and direct the reserve’s flow of gains into the P2PD’s revenue stream. If elected, the treasurer has a fiduciary responsibility to yield as high as a gain as he/she can for the P2PD with minimal loss of investment.