FoundersDAO Dissolution - Fee Settlements and Transition to Social Club

**CREATED DATE: ** 15 MAY 2025

**AUTHOR(S): ** @Avereth

IMPLEMENTERS: Multi-sig committee, @Avereth

DISCUSSION: Ongoing in Discord (note: some conversations lost)

SUMMARY: The FoundersDAO has struggled to actively build in the Web3 space due to excessive legal oversight and regulatory burdens, which have drained our treasury over the years. This proposal seeks to:

Dissolve the DAO’s legal structure through a “strike-off” process to eliminate costly oversight. Pay all outstanding bills and fees associated with dissolution, including any payments to our Director for assistance. Transition the DAO to a community-driven token or social club model. By approving this proposal, token holders will authorize the multi-sig team to settle debts, transfer assets, and prepare for a leaner, community-focused future.

WHY THIS MATTERS: The DAO’s current legal structure is unsustainable: High Costs: Legal fees and oversight are bleeding the treasury dry. Low Engagement: Participation has steadily declined, limiting our ability to achieve meaningful progress or any steady income. Community Strength: Despite challenges, a dedicated community remains, eager to share knowledge and maintain our “vibes.” Dissolving the legal entity and paying outstanding fees will free the community to focus on what matters most—connection and collaboration—without the burden of excessive costs. This has already begun with the Social Club being established outside of Pixel Vault Discord Server.

DETAILS: 1. Dissolution via Strike-Off After consultation with Silverside Management, gFUNK and our Director, they all recommend a strike-off to dissolve the DAO’s Cayman Islands company.

What is a Strike-Off? A simpler, cost-effective process to remove the company from the Cayman Islands Companies Register, ceasing its legal existence. Suitable for companies with minimal or no recent trading activity, like FoundersDAO. Advantages: Lower costs compared to voluntary liquidation. Quicker process, driven by Director resolution. Simplifies legal obligations. Risks: Creditors or shareholders could petition to restore the company within 2–10 years if debts or assets are mishandled. Any remaining assets not distributed properly may transfer to the Cayman Islands Government. Less finality than a voluntary liquidation, as creditors retain options to challenge distributions.

Why Strike-Off? The DAO has not engaged in significant trading or operations, making a strike-off appropriate. Silverside Management advises that this approach balances cost, simplicity, and risk for our situation.

2. Settling Outstanding Fees The DAO owes $13,329.42 USD in overdue bills, primarily to Silverside Management. View details here: https://drive.google.com/drive/folders/1-_H1_DZMHcoA5C0z7AcAloOTVkfHSu-5?usp=sharing

Payment Plan: The multi-sig team will use DAO assets to settle these fees, likely via USDC transfer, as preferred by Silverside Management. Additional bills (e.g., developer fees for SanLeo or future asset distribution tasks) may arise and will be addressed transparently.

3. Asset Management The DAO holds $55,700 USD in assets, including: 9.5 ETH 9.5 rETH 2.11 WETH 1,800 USDC NFTs in the treasury will also be transferred. View the full list here: https://docs.google.com/spreadsheets/d/1O8c0mBeya2yXKOPhKBjN4hZFKl8BJwCSAjPNpBwXjZI/edit?usp=sharing

Plan for Assets: All assets will be consolidated into the sundry.foundersdao.eth wallet (0x71e75D2F6D7048b8417fDABAd1Ed87376334FF14) after paying bills and developer fees. The future of these assets (e.g., distribution, social club funding, or raffles) will be determined by a future proposal and snapshot vote. All remaining ETH, rETH and WETH in the sundry.foundersdao.eth wallet post DAO dissolvement will be swapped into USDC.

4. Community Commitment By approving this proposal, token holders agree to: Continue to adhere to the DAO’s bylaws and voting processes. Authorize the multi-sig team to manage remaining assets, executing transactions only per future approved snapshot proposals. Support the transition to a community-driven model, free from legal overhead.

BENEFITS Eliminate Legal Fees: No more costly oversight or Director expenses. Community Focus: Retain our vibrant community for alpha sharing and collaboration. Leadership Relief: Allow @Avereth and in time the Multi-sig team to step back from DAO duties. Flexibility: Remaining assets can fund a social club, raffles, community art auction or other community initiatives upon approval of future snapshot proposals.

DRAWBACKS: Loss of Legal Structure: The DAO will operate without formal oversight, relying on the multi-sig team’s integrity. (There are members of the team who are Core Committee members, thus their identity is known, reducing this risk.) Asset Risks: Improper handling could expose assets to creditor claims or government seizure during the strike-off process. Uncertainty: The future of remaining assets depends on future proposals, requiring continued community engagement. What Happens If We Don’t Approve? Ongoing Costs: The DAO must continue paying legal fees and retain a Director, despite our current Director’s intent to resign. Leadership Gap: A new Director (potentially Cayman-based) must be hired, adding complexity and cost. Volunteer Burnout: @Avereth will not continue indefinitely, risking operational stagnation. Missed Opportunity: Without dissolution, the DAO remains trapped in a cycle of high costs and low traction, potentially leading to further community decline.

VOTING CHOICES:

For – ALL Dissolve, Settle, Club: Approve the strike-off, pay outstanding and transition fees, and transition to a community social club model. [Avereth will assist dissolving the DAO and transition to social club]

Against - All: Do not pay debts, retain legal oversight, recruit a new Director, and continue paying high legal costs. [Avereth will retire and no longer assist the DAO with this option]

Abstain: No preference.

Next Steps: Upon approval of "FOR" Option: @Avereth will coordinate with the multi-sig team and Silverside Management to pay fees and initiate the strike-off. Assets will be transferred to the sundry wallet by Multi-sig team with assistance of San Leo. The community will collaborate on future proposals to determine the DAO’s next chapter, such as launching a social club or distributing assets.