[GEP-0001] To adopt proposal "Council structure, elections and decision process"

Governance process: Council structure, elections and decision process

This document sets out the IF community governance framework, comprising the Impossible Town Hall, and the Impossible Chamber, and the Council.

1 Key concepts 1.1 Any DAO related decision is initiated by one of two kinds of proposals: 1.1.1 Governance Enhancement Proposal (“GEP”), which contains proposed changes to existing parameters of the system, especially those relating to governance; 1.1.2 IF Improvement Proposal (“IFIP”), which relates to any other changes that seek to improve the IF community and form the basis of Council activities (as defined below); collectively, they are known as the “proposals”. 1.2 The processes for the creation, submission, adoption, and implementation of proposals are set out (see GEP-0002). For clarity, a community member or a Council member (as defined below) may create and submit a proposal, subject to the mentioned processes. 1.3 Any vote on a proposal will occur on Snapshot, or a similar gas-less and wallet-based voting platform that aims to promote fairness and access among voting community members. 1.3.1 Voting on GEPs will be deemed to take place in the “Impossible Town Hall” on Snapshot. 1.3.2 Voting on IFIPs will be deemed to take place in the “Impossible Chamber” on Snapshot.

2 What is the Council? 2.1 The Council has duties to represent, protect, and further the interests of the IF community by: 2.1.1 creating, developing, investigating, interviewing, debating, and deliberating about / on proposals and related matters; 2.1.2 coordinating protocol changes with the DAO and hosting periodic community governance meeting; and 2.1.3 ensuring prompt and proper execution of validly approved and adopted proposals. these activities are collectively known as the “Council activities”. 2.2 To seek proper advice on and assistance in the execution of Council activities, the Council is authorized to: 2.2.1 set up, delegate to, and manage committees, task forces, and working groups (collectively, “IF Team”); and 2.2.2 instruct, procure, and engage the services of relevantly qualified and experienced consultants, professional firms, and vendors (collectively, “Contractors”). 2.3 The Council comprises three (3) members, each serving a term of 12 months (“Term”). 2.4 The number of Council member seats can be modified via a GEP.

3 How does a Council elect ion take place? 3.1 An election will be held to fill a Council member seat when the seat becomes vacant because the member has: 3.1.1 served a full Term; 3.1.2 resigned and vacated the seat; 3.1.3 been voted out by a GEP. 3.2 The Council will set an election period and notify the community 1 to 7 days before the election period begins. 3.3 The Council will set a nomination period, and invite the IF community to nominate and stand for election before the nomination period ends. 3.4 Any community member or incumbent Council member is entitled to nominate any member of the IF community to stand for election. For clarity, a past or incumbent Council member can re-stand for election provided that the member is duly nominated. 3.5 The Council will submit the nominated candidates as GEPs for the IF community to vote on. 3.6 The three (3) highest vote weights will be elected to the Council.

4 Are Council Members compensated ? 4.1 Council members, like other DAO roles, may be paid a stipend by the DAO to conduct their duties on the relevant governance channels. 4.2 The stipend level and conditions are to be approved by GEP and are reviewed from time to time.

5 How is a vote to elect a Council member or pass a GEP validated? 5.1 A community member can propose or second a proposal or vote if the member has staked any amount to the IF protocol. 5.2 A proposal in the Impossible Town Hall is open for voting when it is submitted and passed to Snapshot by the IF Team . 5.3 The DAO assigns a voting member a vote with which the member can cast votes in the election or voting period, as the case may be. 5.4 A proposal in the Impossible Town Hall passes validly if 3% or more of the issued IF token holdings in circulation participate in the election or voting period, as the case may be.

6 How would the Council vote on IFIPs? 6.1 The Council members will vote directly on IFIPs under these conditions: 6.1.1 One vote per each Council member, using Snapshot’s IPFS signature voting on the staking governance site. 6.1.2 If the composition of the council changes during a proposal it is invalidated if it would have changed the result. 6.1.3 Each proposal requires a minimum of two (2) affirmative votes to pass. 6.1.4 The DAO can require a re-vote at its own discretion.

7 How could this and other governance documents be amended in the future? 7.1 As circumstances change, the community may need to adapt this and other governance documents. 7.2 For clarity, this document is a GEP. It is approved by ratification via the required process, and may similarly be modified by a subsequent GEP approved in the requisite manner.