Abstract

In November 2024, following discussions on shielded voting and conflicts of interest policy, the DAO adopted a 6.5-month trial of a Code of Conduct and procedural updates. After taking in community feedback, observing outcomes, and discussions with the Arbitrum Foundation, Entropy is proposing the following changes and a 2nd trial period through the end of January 2026:

• Revisions to the Code of Conduct with an additional extension.
• Changes to the DAO’s Procedures:
  • Removal of the Responsible Voting Policy: Remove the Responsible Voting Policy due to the presence of vote-buying services, which make it impossible to enforce appropriately.
  • Member Replacement Process: Dedicated language that outlines a process for replacing a DAO-elected committee/council member who voluntarily steps away from their responsibilities, if a process is not already pre-defined in the original proposal.
  • Cancellation of Ongoing Initiative Process: Dedicated language that outlines the process to wind down/cancel an initiative if a process is not already defined in the relevant proposal. A Snapshot vote with quorum defined as the number of votes FOR meeting 3% of the votable supply. If there are more voting options than the basic FOR/AGAINST/ABSTAIN, the option with the largest number of votes will be applied, given that the options to modify/cancel an initiative together reach over the active non-constitutional quorum.

With the initial trial period now concluded, Entropy is seeking to reignite the Code of Conduct & DAO Procedures conversation and welcomes further input from the community.

Terms

Contributor: An individual or entity who willingly engages in Arbitrum governance and/or is compensated via a DAO-approved program.

DAO-approved program: A structured initiative that is funded and/or authorized by the Arbitrum DAO through a formal governance vote (Tally or Snapshot) and designed to achieve defined objectives. Examples include the Arbitrum Audit Program, the Arbitrum D.A.O. Grant Program, and other comparable initiatives that receive DAO treasury funding or delegated authority.

Community Guidelines: The rules of engagement for the Arbitrum DAO forum as outlined and enforced by the Arbitrum Foundation.

Conflict of Interest (COI): A situation where a contributor, or any entity with which a contributor has a direct professional or financial relationship, stands to directly benefit from the outcome of a proposal or election.

Responsible Voting: The practice of an election candidate casting votes for oneself and other candidates in a neutral manner to fill all open positions.

Shielded Voting: On Snapshot, votes are kept private during the voting process, but made public after the conclusion of the vote.

Motivation/Rationale

The Code of Conduct and Procedural Updates were introduced in late 2024 as a trial to establish clear expectations around delegate and contributor behavior and formalize certain aspects of how the DAO operated. At the time, Entropy envisioned that the Code of Conduct could be added to the Arbitrum Constitution to serve as a cultural anchor. However, after further deliberation with the Arbitrum Foundation, our team is in agreement that codifying the Code of Conduct at this stage is premature.

Constitutional amendments are purposefully a high-stakes process that requires strong consensus from delegates and contributors, and thus, we feel it is unwise to push the Code of Conduct forward until it is in a near-final state.

If the refined Code of Conduct proves effective through continued use, it can be revisited for constitutional inclusion in the future following the conclusion of the 2nd trial period in January 2026. As a reminder, Entropy also proposed adding the DAO’s Mission, Vision, and Purpose to the Constitution. When it comes time to make the amendment, we think it is best to combine all proposed changes into a single constitutional proposal.

Lastly, the language from the first proposal implied that both the Code of Conduct and Procedural Updates would be included in the Arbitrum Constitution. After consideration, Entropy now firmly believes procedural policies such as voting schedules or shielded elections should remain outside the Constitution as a social contract given the DAO’s constantly evolving nature, thus reserving the document for high-level principles that guide the DAO. Instead, these procedures can be revisited once a year in January following the Holiday Break and changed with a Snapshot vote if needed, with the quorum set at the active non-constitutional quorum level.

Specifications

Revisions to the Code of Conduct

In November 2024, the Arbitrum DAO approved the trial of a Code of Conduct via Snapshot vote, establishing shared expectations around civility, integrity, transparency, and responsible participation. That code has since served as a behavioral baseline during the initial governance trial.

The revised Code of Conduct and DAO Procedures will be in effect following its ratification with a Snapshot vote through January 31st, 2026. At the conclusion of this 2nd trial, the DAO can revisit its procedures and discuss if it is time to formalize the Code of Conduct into the Arbitrum Constitution on an annual basis. To ensure that the DAO has ample time to discuss such matters without the Code of Conduct and DAO Procedures losing its validity, the Arbitrum Foundation reserves the right to extend their effectiveness by up to two months through March 31st, 2026 as long as a new version has not yet been officially ratified.

When it comes time to add the Code of Conduct to the Arbitrum Constitution, we envision it as a new Section 7, following the existing Section 6: Community Values. In order to keep the included language sufficiently high level, the following quoted block contains the 5 sub-sections to be included:

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7.1 Values Alignment

Arbitrum contributors should always strive to uphold the seven community values stated above in Section 6:

• Ethereum-aligned: Arbitrum is part of the Ethereum ecosystem and community
• Sustainable: Focus on long-term health of the protocol over short-term gains
• Secure: Arbitrum is security minded
• Socially inclusive: Open and welcoming to all constructive participants
• Technically inclusive: Accessible for ordinary people with ordinary technology
• User-focused: Managed for the benefit of all users
• Neutral and open: Foster open innovation, interoperation, user choice, and healthy competition

7.2 Good Faith and Best Interest

• Contributors should conduct themselves with honesty, integrity, and transparency, fostering trust and confidence among community members.
• Contributors should act and vote in accordance with what they see is in the best interests of Arbitrum, which encompasses but is not limited to all of the following: Arbitrum One, Arbitrum Nova, the Orbit Ecosystem, and any future Arbitrum DAO-governed chains as outlined above in Section 1.

7.3 Due Care and Attention

• Contributors should remain knowledgeable of developments in regard to Arbitrum DAO’s initiatives and the broader Arbitrum ecosystem.
• Contributors should strive to make a professional and unbiased review of each proposal before submitting their vote.
• Contributors are advised to vote abstain when unable to conduct the necessary diligence to understand the proposals.

7.4 Civility and Professionalism

• While separate from the Code of Conduct, contributors are expected to uphold the community guidelines for activity on the Arbitrum DAO forum and de facto understood gathering places for the Arbitrum DAO, whether online or in-person.
• Contributors should seek to create a respectful and inclusive environment for all community members, free from harassment and discrimination.
  • Unacceptable behavior includes, but is not limited to:
    • Publicly or privately harassing or intimidating others
    • Sharing someone's private information without their consent
    • Using sexualized language or imagery, or making unwanted advances
    • Making insulting or derogatory comments about others
• Contributors should strive to provide constr

... please visit link below to view full proposal

https://snapshot.org/#/arbitrumfoundation.eth/proposal/0xd3d164905fee7dfd8516db6150a97f7f91cf6f9377f614fa6a82333c4fb20546