Governance
Last updated
Last updated
Vitruveo's n/DAO Governance Charter serves as a foundational document outlining the guiding principles, operations, and governance structure of Vitruveo’s nascent decentralized autonomous organization (“n/DAO”). In our mission to empower creators through decentralized systems, Vitruveo recognizes the importance of a robust and transparent framework to ensure alignment with its community and stakeholders. This charter delineates the roles, responsibilities, and mechanisms by which the n/DAO operates, ensuring a fair, efficient, and accountable system for all its members.
Members of the Virtuveo n/DAO Senate are responsible for upholding processes and duties detailed through this charter at all times. This charter defines and outlines administrative processes in the following areas:
Membership: Eligibility requirements for n/DAO membership and Vote Credit distribution
Organizational Structure: Roles and responsibilities of n/DAO Senate and Council
Proposals and Voting: Processes for n/DAO governance decisions
Corporate Entity: Administration and fiduciary duties of n/DAO Corporate Entity
Treasury Management: Requirements for disbursing n/DAO treasury funds
Vitruveo n/DAO is on a mission to make it possible for creators to have a sustainable income through their art. In order to achieve this mission the n/DAO’s Governance Charter defines the structure, conduct and administrative processes that it will follow in its day-to-day operations
The “n” in the name stands for “nascent” as Vitruveo is exploring a new, semi-decentralized n/DAO model. It also represents “New Renaissance” as Vitruveo is a champion of the new art renaissance. n/DAO is pronounced “endow” reflecting Vitruveo’s overarching goal — to endow creators with a platform, resources and ecosystem to ensure their long-term success.
n/DAO Membership: Vote on high-level decisions related to the operation of the n/DAO
n/DAO Organization: Execute on decisions made by Membership through voting
n/DAO Members are any individuals who hold one of the below tokens. Each token has “Vote Credits” for use in n/DAO voting. Vote Credits convert into Votes by taking their square root (example: 100 Vote Credits = 10 Votes)
Nexus Token: Nexus Tokens were minted at the protocol’s genesis. The Vote Credits available to each token are calculated by dividing their genesis token allocation by 50 and rounding down. Nexus Tokens will have approximately 440,000 Vote Credits (44%) in aggregate.
Validator Token: 550 Validator Tokens were minted at the protocol’s genesis. Of these, 500 were assigned to accounts who purchased a Validator Node and 50 are held in reserve by the Treasury. Each Validator Token has 200 Vote Credits resulting in a total of 110,000 aggregate Vote Credits (11%) for Validators.
Steward Token: There are five Steward Tokens, each held by Council Leads. The Technology, Marketing, Ecosystem and Creator Steward Tokens will each have 75,000 Vote Credits. The Strategy Steward Token will have 150,000 Vote Credits. The aggregate Steward Vote Credits will be 450,000 (45%). If a Council Lead is replaced by vote, their Steward Token is transferred to the incoming Council Lead by the Senate.
Vote Credits
n/DAO Votes
Nexus Token
444,000
663
44%
Validator Token
111,000
332
11%
Steward Token
450,000
670
45%
Marketing
75,000
274
7.5%
Technology
75,000
274
7.5%
Ecosystem
75,000
274
7.5%
Creator
75,000
274
7.5%
Strategy
150,000
387
15%
The 9-member Senate guides the overarching vision and direction of both the Protocol and the n/DAO, taking on the duty of electing each of the Council Leads. Three of these seats, occupied by non-leads, rotate every quarter. A new representative is chosen by a vote before the start of each calendar quarter, with the stipulation that no individual can occupy a seat for two consecutive quarters. A Validator Rep will be appointed every two quarters by n/DAO’s five governing Council Leads and the same individual may be re-appointed to the seat for up to four consecutive quarters. Only those holding a Nexus or Validator Token are eligible for the four non-Council Lead seats.
The Strategy Council Lead serves as the chairperson, providing leadership and direction in meetings and discussions. This role ensures that deliberations remain focused and that decisions align with n/DAO’s strategic objectives.
Strategy Council Lead – Chairperson of the Senate
Technology Council Lead
Creator Council Lead
Ecosystem Council Lead
Marketing Council Lead
Elected Validator Rep
Elected YouTuber Rep
Elected Community Members x 2
Initial Council Leads will remain in place until there is a proposal and vote to elect a new lead.
Electing a new Council Lead requires a supermajority of 66.66% of the vote with a quorum of 25% of Vote Credits (250,000).
Electing a new Strategy Council Lead requires a supermajority of 66.66% of the vote with a quorum of 50% of Vote Credits (500,000).
If a Council Lead position is initially unfilled, no election is needed and the position may be filled by an individual appointed by the Strategy Council Lead.
In the n/DAO's governance structure, Councils play an instrumental role in operationalizing tasks and initiatives determined by members. These Councils, under the guidance of Council Leads appointed by n/DAO Senate, function as specialized bodies responsible for various domains within the organization.
Each Council is constituted of specialized teams dedicated to executing tasks and initiatives. These teams operate based on directives that are determined and set forth by n/DAO’s primary governing body. The Council Leads' duty is to oversee and ensure that these teams effectively and efficiently carry out their responsibilities in alignment with the overarching objectives and strategies set by the governance. Council Leads are responsible for appointing Team Leads and may remove Team Members at their discretion.
Council
Teams
Responsibilities
Strategy Council
Operations Validators
Responsible for all strategic decisions of the n/DAO. In addition, it is also responsible for certain financial, and governance actions.
Ecosystem Council
Partners Communities
Grants
Events
Responsible for driving the overall growth of the protocol and ensuring its various constituent relationships are created and nurtured.
Technology Council
Protocol
Security Labs
Platform
Responsible for all technology-related decisions of the n/DAO. In addition, it is also responsible for all protocol, security and platform-level governance actions.
Creator Council
Events Programs
Onboarding
Responsible for planning, organizing and managing programs and events to onboard individual creators in Art, Music, Dance, Film, Writing and other mediums to the protocol.
Marketing Council
Content
Sales
Public Relations
Responsible for planning, organizing and managing all marketing and promotion activities
Within the operational framework of n/DAO, members have the right to submit proposals, contingent upon adherence to the prescribed template. To ensure the legitimacy and viability of such proposals, they must be fortified by sponsorship from n/DAO Members, amassing a minimum threshold of 10 votes. Subsequent to achieving this initial benchmark, the proposal is subjected to the evaluation of the Senate. Through a majority deliberation within this governing body, the proposal's suitability for a comprehensive n/DAO vote is ascertained.
In the event of Senate endorsement, the proposal is opened to the broader membership for voting. Its passage is contingent not merely on a simple majority but also mandates an active participation quorum of 25%, equating to 250,000 Vote Credits. It is imperative to underscore that, post-approval, all constituent Councils of the n/DAO are obligated to operationalize the proposal.
Every member possesses the inherent right to cast a vote. Additionally, members have the discretion to delegate their Vote Credits to other members of the n/DAO. The conversion metric for these Vote Credits into actionable Votes is achieved via a square root algorithm; exemplified by the conversion of 100 Vote Credits into 10 Votes. In parallel with the proposal initiation process, the affirmation of a proposal is predicated on both a simple majority and the requisite quorum of 25% of Vote Credits. Upon the consummation of these stipulations and the proposal's subsequent ratification, all Councils are duty-bound to facilitate its implementation.
Setting or modifying the governance structure of the DAO.
Approving changes to the DAO's smart contract or underlying code.
Initiating community events, programs, or outreach activities.
Setting guidelines for community participation and behavior.
Allocating funds to specific projects or initiatives proposed by DAO members.
Setting criteria for project approval and monitoring their progress.
Proposing changes to tokenomics, issuance, or distribution.
Decisions related to staking, rewards, or penalties within the DAO ecosystem.
Guiding the development, upgrade, or modification of platforms or tools used by the DAO community.
Approving integrations with third-party platforms or services.
Forming working groups or committees to address specific issues or opportunities.
Engaging with other DAOs or decentralized entities for collaborative projects.
**In addition to the above, the DAO may vote on any matter that falls within the purview of a DAO Council.
The n/DAO operates in conjunction with a Corporate Entity, specifically VTRU (BVI) PTE LTD, to manage activities necessitating contractual engagements with external parties. The Corporate Entity’s actions are guided by the overall mission and values of n/DAO. . Furthermore, VTRU (BVI) PTE LTD holds the responsibility of safeguarding all intellectual property, acting as the custodian on behalf of the n/DAO.
Employing a Corporate Entity, in this case, VTRU (BVI) PTE LTD, as an integral part of the n/DAO's operational framework to foster accountability and transparency. It provides a tangible, structured body through which formal agreements can be made, ensuring all undertakings are documented and in accordance with standard corporate operating procedures.
The n/DAO's Senate and Council members bear a significant duty to meticulously uphold this charter's protocols, particularly those related to Treasury Management. As stewards of the organization's financial assets, they are entrusted with the grave responsibility of ensuring that every fiscal action aligns with the established guidelines.
Control of Funds: The Senate shall maintain control over the n/DAO's financial assets through a 6 of 9 multisig (multi-signature) wallet. This structure ensures heightened security and mandates consensus among Senate members for financial transactions.
Budgetary Allocations: The Senate is responsible for disbursing funds to individual Council multisig wallets. These disbursements are predicated on budgets that have been previously ratified by the Senate. Allocations are intended to cover a one-month span of anticipated expenses, with additional provisions for any advanced funding required for special projects.
Multisig Transfer Protocols: The approval requisites for fund transfers from multisig wallets are as follows:
Up to USD 1,000: Approval of a Council Lead.
Over USD 1,000 and up to USD 5,000: Joint approval by a Council Lead and any Senator not holding the position of Council Lead.
Expense Documentation: All expenditures that exceed USD 5,000 necessitate comprehensive documentation. Council Leads are obligated to submit these records, which will subsequently be curated and maintained under the stewardship of the Operations Team Lead.
These strict administrative processes ensure financial transparency, stringent oversight, and efficient treasury management in alignment with the n/DAO's objectives and fiduciary responsibilities.
Vitruveo’s n/DAO Governance Charter stands as a cornerstone for the community, highlighting a deep commitment to transparent and accountable governance. This charter lays out governance principles and operational guidelines, spanning from membership to treasury management protocols. Every member of the Virtuveo n/DAO Senate and General Membership bears the responsibility of upholding these principles, ensuring the organization remains dedicated to its mission to endow creators through the development of Vitruveo.
