Decent Improvement Proposal 001: Operating Bylaws

PENDING LEGAL REVIEW

Decent DAO Operating Bylaws

Decent DAO: The world of cryptocurrency has seen its growth accelerate tremendously in recent years. Significant advancements have come in the fields of decentralized finance, digital assets, and blockchain gaming, putting cryptocurrency near the forefront of public discourse and bringing interest and energy into the blockchain space. This phase of growth has created an exciting atmosphere that bodes well for continued innovation and the advancement of decentralization as an organizational philosophy throughout the world.

Unfortunately, that rapid growth in interest has also brought with it a number of challenges, primarily brought about by a culture of short-term thinking and value extraction. Focuses on speculative token value and malpractice by centralized entities in the space have brought heightened regulatory scrutiny and have stifled the progress of the many promising real-world use cases for blockchain technology.

These practices are supercharged by individuals with outsized influence, who have wielded their status to catastrophic effect while taking advantage of user trust. Unfortunately, despite the failure of several such projects over the last year, the underlying attitudes that led to those collapses still need to be addressed directly.

We believe that the solution to these problems can be found through the holistic adoption of a regenerative mindset in our industry. In this context, we refer to regenerative practices as those that provide more value to an ecosystem than they extract.

A critical function of Decent’s DAOification efforts is to ensure that we are building these regenerative practices into the fabric of our venture studio. This shapes exactly how Decent is going about the work of creating successful, standalone ventures, as the brute force, volume-based approach of traditional venture capital does not lend itself to sustainability.

Article I: Purpose, Vision, Mission, Thesis

Section 1.1: Purpose Our goal is to build an economy in which resources are earned fairly by anyone proving direct contribution to solving the most pressing issues of our planet and society.

Section 1.2: Vision Together, we aim to build a future where the world’s most vital institutions are decentralized, enabling others to work in more transparent, equitable, human systems.

Section 1.3: Mission The mission of the DAO is to set the standard for building, funding, and governing open-source, decentralized protocols through unparalleled transparency.

Section 1.4: Thesis We build and invest in ideas that optimize human coordination, justly distribute ownership, and incentivize adjustments in individual behavior that benefit the whole of humanity.

We focus our investments on eight industrial impact verticals that align with our purpose:

Education Energy Environment Finance Food Healthcare Housing Law

We are the only decentralized venture studio that values individual, social, & environmental impact over profit.

Article II: Governance Structures and Decision-Making Frameworks

Section 2.1: Decision Makers The following sets of decision makers will participate in the governance and decision-making processes of the Decentralized Autonomous Organization (hereinafter referred to as "DAO"):

Decent Stakeholders: Co-Founder (CF) Workstream Leaders Group (WLG) Workstream Leader of relevant workstream (WL) Hiring Managers (HM) - members of a workstream with the authority to lead hiring efforts within the workstream Workstream Members (WM) Subject Matter Experts (SME) Active Decent Contributors (ADC) - those paid for creative work in the month of x, and are considered active through month x+1 Individuals w/ Advisors or Investors (IDA) Venture Team (VT) Venture Leaders (VL)

Section 2.2: Types of Decisions In general, if a decision affects the entire organization, affects contributor lifestyle, or is a budgetary request it should be written as a proposal and voted on by the DAO.

The four roles that stakeholders might play in any project include the following:

Responsible: People or stakeholders who do the work. They must complete the task or objective or make the decision. Several people can be jointly Responsible.

Accountable: Person or stakeholder who is the “owner” of the work. He or she must sign off or approve when the task, objective or decision is complete. This person must make sure that responsibilities are assigned in the matrix for all related activities. Success requires that there is only one person Accountable, which means that “the buck stops there.”

Consulted: People or stakeholders who need to give input before the work can be done and signed-off on. These people are “in the loop” and active participants.

Informed: People or stakeholders who need to be kept “in the picture.” They need updates on progress or decisions, but they do not need to be formally consulted, nor do they contribute directly to the task or decision.

Responsible Accountable Consulted Informed

(see attached image for decision matrix)

Section 2.3: Decision-Making Procedures 2.3.1. The specific decision-making procedures and authority for each type of decision and each set of decision makers will be determined and documented in separate guidelines which shall be approved by the appropriate decision-making body and made available to all relevant parties.

2.3.2. The DAO may, from time to time, update the list of types of decisions and decision-making procedures as deemed necessary by its decision makers. Any changes to the types of decisions or decision-making guidelines must be approved by full ADC approval and documented accordingly.

2.3.3. In the event of a conflict between the decision-making authority or procedures outlined in these Operating Bylaws and any policies, guidelines, or standard operating procedures, the provisions of these Operating Bylaws shall prevail.

Section 2.4 Feedback and Communication 2.4.1 Importance of Feedback Decent DAO recognizes the value of open, constructive, and respectful feedback in promoting a healthy and collaborative working environment. The organization is committed to fostering a culture of continuous improvement, learning, and innovation by encouraging the exchange of ideas, perspectives, and experiences among its members.

2.4.2 Guidelines for Giving and Receiving Feedback Members of Decent DAO are expected to adhere to the following guidelines when giving and receiving feedback:

Providing feedback:

1. Prepare a list of specific and focused feedback on behaviors or actions rather than personal attributes.
2. Do NOT use a one-way communication method (email, text, voicemail) to give feedback unless it is 100% positive. This method is so that you can see the person's reaction.
3. Affirm the positive value of the relationship
4. Offer feedback in a timely manner.
5. Frame feedback in a constructive and respectful manner.
6. Watch the body language of the person to monitor for tension or triggering.
7. Reassure them that your intent is not to criticize or attack. Rather you value them and want them to succeed to their fullest potential.

Receiving feedback:

1. Ask for it. Create opportunities to learn about your areas for improvement. Listen actively and attentively.
2. Acknowledge you received the feedback. Confirm your understanding with “I think I heard you say…”
3. Ask questions for clarification, if necessary.
4. Appreciate the feedback.
5. Act on it. Co-create an action item that will effectively address the feedback.

2.4.3 Regular Feedback Loops Decent DAO encourages periodic reviews or check-ins among workstream leaders, members, and other decision-makers. These may be formal or informal and should provide opportunities for individuals to share their thoughts and ideas on projects, processes, and the overall direction of the organization. Contributor reviews, formal or informal, should be documented in writing and agreed upon by both parties as an accurate account of the concerns addressed and a path forward.

2.4.4 Transparency in Decision-Making In all decision-making processes, Decent DAO emphasizes the importance of sharing the rationale behind decisions, considering diverse perspectives, and being open to revisiting decisions based on new information or feedback from stakeholders.

Section 2.5: Access to Information In order to ensure that all contributors have access to the necessary information to make informed decisions and to promote transparency within the Decent DAO, the following guidelines shall be adopted:

2.5.1. Meeting minutes Decent is committed to fostering better habits around documenting our meetings and calls to create a comprehensive paper trail and establish a historical record of our work and decisions. As part of this commitment, we have set the following expectations around the records of all top-line meeting minutes generated from workstream leader meetings, core team meetings, or any other governance meetings:

Weekly record of the WLG meeting (they do not need to be accessible to the entire organization, they just need to exist within the main online workspace) that include:

Meeting agenda Key items discussed Decisions reached Action items and timeline Record of ad hoc meetings that could be considered core to the organization or an individual workstream (they do not need to be accessible to the entire organization, they just need to exist within the main online workspace) that include:

Meeting agenda Key items discussed Decisions reached Action items and timeline

2.5.2. Meeting access Contributors may request (verbally or in writing) to sit in on non-private meetings directly related to the execution of their role and responsibilities to minimize second hand information wherever possible.

2.5.3. Financial statements The DAO will regularly maintain its public record of monthly financial summaries that include income, expenditures, balances for each of the DAO's wallets, and work stream budgets.

2.5.4. Smart contract code The DAO will make all smart contract code publicly available and easily accessible to all contributors. The code should be kept up-to-date and include documentation on how to interact with the contract.

2.5.5. Community discussions All community discussions should be held on public platforms and be open to all contributors. Discussions should be recorded and made available to all contributors who could not attend.

2.5.6. Educational resources The DAO and its leaders assume the responsibility of educating the community. Educational resources, such as tutorials, videos, and guides to help contributors understand how the DAO operates and how to participate in governance will be part of new contributor onboarding processes.

Article III: Conflicts of Interest

Section 3.1: Disclosure and Enforcement Conflicts of interest must be disclosed at any time a change is being made to any relevant decision-maker or set of decision-makers. Failure to disclose a conflict of interest should be enforced at the social level, and punishable by encouraging other decision-makers to not renew the offender's contract with the DAO.

"Conflict of interest" refers to a situation where an individual or entity involved in decision-making has a personal, financial, or other interest that could potentially compromise their objectivity, judgment, or decision-making process.

Article IV: Dispute Resolution

Section 4.1: Disputes and Disagreements Any contributor can request the convening of a tribunal "hearing" to resolve a dispute or disagreement as long as he/she can provide evidence of having already raised the issue with the relevant parties at least 2x with no satisfactory resolution.

A tribunal is made up of three ADCs—-one co-founder, one WL that does not directly oversee the requestor, and one SME—-and will convene within 7 days of the tribunal request.

Article V: Collaboration with External Organizations

Section 5.1: Autonomous and Decentralized Collaboration The DAO shall collaborate with external organizations in a manner that supports its mission. The DAO shall operate as an accessible platform for various entities, without a central set of core decision-makers, resource allocation, or gatekeeping.

Article VI: Amendments to the Operating Bylaws

Section 6.1: Amendment Process Changes to these Operating Bylaws shall only be allowed if approved by the widest set of decision-makers: DCNT token holders.

Until DCNT tokens are distributed, changes to these Operating Bylaws shall be allowed if approved by the second widest set of decision-makers: ADCs.

Proposed changes will be voted on and approved on a quarterly basis (though proposals may be introduced at any time) and ratified as a package of changes.