Below are the MonkeDAO Bylaws in reference to the Code of Conduct, a guide to happy chatting in discord and joining our community.
Article I: NAME: PURPOSE
A. The organization is known as MonkeDAO.
B. The legal name of the organization is MONKE BUSINESS INC. with a
registered address of 221 N. Broad St., Suite 3A, Middletown, DE 19709.
C. MonkeDAO’s vision is to be the premier web3 country club.
D. MonkeDAO’s mission is to maximize vibes, community strength and
connections, mutual support, innovations, and value to our members and the
broader Solana ecosystem.
Article II: MEMBERSHIP
A. The person with verifiable control of a wallet which holds at least one SMB Gen2 NFT shall be considered a “Gen2 Member”.
B. The person with verifiable control of a wallet which holds at least one SMB Gen3 NFT shall be considered a “Gen3 Member”.
C. MonkeDAO may on occasion issue NFTs providing access to a subset of MonkeDAO services. The person with verifiable control of a wallet which holds at least one such NFT issued by MonkeDAO shall be considered a “Limited Member”.
D. Memberships are subject to revocation if verified control of the necessary wallet is lost.
E. There are no dues for membership.
F. All members must abide by the Code of Conduct.
Article III: GOVERNANCE STRUCTURE; ELECTIONS
A. MonkeDAO’s governance structure is intended to balance speed, effectiveness, transparency, and risk management. This is supported by a separation of powers between the TreeHouse, Board, Executive Team, Gen3 Observer, and Treasurer.
B. The “TreeHouse” serves as the primary legislative arm of MonkeDAO and
comprises the Lower TreeHouse and the Upper TreeHouse.
i. Gen2 Members and Gen3 Members shall together form the “Lower TreeHouse.”
ii. Gen2 Members shall form the “Upper TreeHouse.”
C. The “Board” serves as the primary supervisory and judicial arm of
MonkeDAO and is responsible for evaluating Objections and mandating
action, including cessation or continuance of MonkeDAO activities and
suspension or termination of the roles or membership of members.
i. The Board shall be comprised of five (5) persons (each, a “Board Member”). Each Board Member must be a Gen2 Member for the duration of their tenure.
ii. The Board Members shall be elected by the Upper TreeHouse, with each SMB Gen2 NFT representing one vote, to serve for a term of twelve (12) months. Board Members may stand for reelection and serve successive terms.
iii. Service on the Board is a part-time commitment. Board Members shall not be compensated for their service.
iv. Upon the completion of each Board election, the Board shall:
a. In collaboration with the Lead Executive, discuss, develop,
and ultimately approve the pool of nominees for appointment
to each open Executive, Gen3 Observer, and Treasurer role.
b. Be responsible for maintaining and implementing a policy
regarding conflicts of interest, including a plan to address and
remove conflicts relating to any outsourcing or contracting by
the Executive Members on behalf of MonkeDAO.
c. Set compensation for the Executive Team, in consultation with the Treasurer; provided, however, that such compensation shall be:
1. a fixed amount, set in USDC, paid on a monthly basis;
2. determined in a manner consistent with MonkeDAO’s
Treasury, budget and revenue expectations; and
3. revisited every twelve (12) months, upon the election
and appointment of each successive Executive Team.
D. The “Executive Team” serves as the primary operational and executory arm
of MonkeDAO and is responsible for the core day-to-day operations of
the DAO, including, without limitation, implementing proposals,
validating strategy, facilitating operations, and identifying and notifying the
TreeHouse of opportunities and risks.
i. The Executive Team shall be comprised of a “Lead Executive” and a
maximum of four (4) other persons (each, an “Executive”). Each
member of the Executive Team must be a Gen2 Member for the
duration of their tenure.
a. The Lead Executive shall be elected by the Upper TreeHouse, with each SMB Gen2 NFT representing one vote, to serve for a term of twelve (12) months. The Lead Executive may stand for re-election for successive terms.
b. All four (4) Members of the Executive team, shall be nominated by the Lead Executive, to serve for a term of twelve (12) months.
Nomination of the following non-Executive roles is also the responsibility of the Lead Executive:
c. One (1) Gen 3 Observer shall be nominated by the Lead Executive, to serve for a term of twelve (12) months.
d. One (1) Treasurer shall be nominated by the Lead Executive, to serve for a term of twelve (12) months.
e. The Lead Executive may source candidates for each of the
nominated roles however they see fit, however public and
transparent application processes are encouraged.
f. The Board must approve all nominations before the roles
may be filled.
ii. The Lead Executive serves as a first among equals within the Executive Team and the representative and voice of MonkeDAO externally. The Lead Executive is authorized to execute the formal affairs of MonkeDAO externally, subject to oversight by the Board.
iii. The Executive Team shall lead and implement the core Operations, Community & Communications, Marketing & Partnerships, and Innovations & Growth of MonkeDAO. The Lead Executive shall appoint an Executive to lead each function during each term.
iv. The Executive Team shall be responsible for proposing a strategy and budget for each function for ratification by the Upper TreeHouse.
a. The Executive Team shall prepare, present and socialize a
statement of its strategy and proposed budget each quarter,
even if nothing changes from quarter to quarter, for ratification
by the Upper TreeHouse (the “Quarterly Statement”).
b. The Executive Team shall not allocate financial or material
resources to a course of action that it has proposed, until such
proposal has been ratified by the Upper TreeHouse. Material
deviations (i.e., greater than 10%) from the Quarterly
Statement must be submitted by the Executive Team to the
Upper TreeHouse for ratification.
v. The Executive Team shall provide reasonable assistance to Proposal
authors to ensure only valid Proposals are submitted.
vi. The Executives and the Lead Executive shall outline their requested compensation for the period in the budget. The compensation shall be structured at a fixed rate.
E. The “Gen 3 Observer” shall be a Gen3 Member that serves as an observer to
the Board. The Gen3 Observer shall represent Gen3 Member interests, attend
Board meetings, and participate in Board discussions, however, the Gen3
Observer shall not vote on Board matters. The Gen3 Observer shall not be
compensated for their service.
F. The “Treasurer” shall be responsible for oversight and reporting of the
MonkeDAO treasury. Transactions will be summarized and reported by the
Treasurer to the Executive Team and the Board on a monthly basis, and to the
full TreeHouse quarterly. The Board, in consultation with the Lead
Executive, will establish thresholds for these reports.
i. The Treasurer must be a Gen2 Member, and may not simultaneously
serve as an Executive or Board Member.
ii.The Treasurer shall receive compensation for their service, which
will be set by the Lead Executive, subject to Board approval.
Article IV: TREEHOUSE PROPOSALS
A. Lower TreeHouse Proposals.
i. Members of the Lower TreeHouse may submit proposals to change
the governance and operation, or mobilize the resources of
MonkeDAO (each, a “Proposal”).
ii. Proposals will be expressed, discussed, and voted on via Discord.
iii. Each member of the Lower TreeHouse shall have one vote.
B. Upper TreeHouse Proposals
i. The Upper TreeHouse is responsible for gatekeeping and discussing
the merits of Proposals, and members of the Upper TreeHouse shall
exercise their judgment to evaluate Proposals with a focus on
disqualifying factors.
ii. Proposals shall be voted be on by the Upper TreeHouse via on-chain
voting, accessible at https://vote.monkedao.io/, with each SMB Gen2
NFT equivalent to one (1) vote.
iii. The Executive Team may establish Committees to implement
successful Proposals and the projects, operations, or processes
contemplated thereby.
iv. Changes to these Bylaws may only be made by passing a Proposal
through the Upper TreeHouse.
C. Objections.
i. Any member may submit to the Board an objection to a Proposal
(each, an “Objection”).
ii. The Board shall discuss and rule on Objections, and notify the full
TreeHouse of its decision on an Objection, with commentary from
each Board Member, within 2 days of submission.
iii. The Board’s ruling on an Objection shall be final and binding.
Article V: TREASURY
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A. The MonkeDAO Treasury includes intellectual property, rights, licenses,
cryptocurrencies including coins and NFTs, and fiat currencies.
B. All value streams of MonkeDAO will be directed to the Treasury, which shall
be controlled by and held in a multi-sig wallet (the “multi-sig”).
i. Multi-sig participants must include, at minimum:
a. The Lead Executive, and
b. At least three (3) Board Members.
ii. The multi-sig shall require participation of at least 51% of participants to process transactions.
C. The Treasury shall be used solely to fund the operations of MonkeDAO, the
delivery of its services, and the implementation of proposals and projects, in
accordance with these bylaws.
The Executive Team and multi-sig participants do not have authority to access the Treasury unless the purpose of the transaction is in line with approved budgets, provided, however, that the Executive Team may manage the composition of Treasury cryptocurrencies and fiat currencies for the purposes of operational expedience.
