Total Volume
Likelihood
Price
MCAP
Pass
Spot
FailIF FAILS
SPOTIF PASS
Proposal
PassSpotFailSPOT
SOLO-004
LIVE
Likelihood
PassSpotFailSPOTStatus: Draft (proposal memorandum; to be voted)
Version: 1.0.12
NON-BINDING SUMMARY. This memorandum is informational only and is subordinate to the governing instruments and any adopted resolutions. In the event of conflict, the normative resolution text controls.
This proposal packages a tightly related post-formation set of actions into one vote while keeping
each lane separate. DP-00003 now does six things: it records a clean governance-side acknowledgment
that SOLOMON DAO LLC has been formed in the Marshall Islands; it adopts a full proposal memorandum
that tables four attached full memoranda and one attached Operational Pack as part of the same
package; it establishes the Licensing Subcommittee as the DAO-side body for Protocol IP licensing
matters only and not as a downstream operating or registration body; it ratifies and activates the
Treasury Subcommittee, styled "The Illuminated," following the pre-formation path already
adopted in DP-00001, for designated Company Treasury Account(s) only, designates the Squads v4
multisig account 8GVq1srBAZBsCeYpwdKUwEXzDffwAE5xSLWB1ec2gerr titled SOLOMON TREASURY SUBCOMMITTEE as the Company Treasury Vault, confirms a 3 of 6 control structure with four
Treasury Subcommittee-member signers, the main DAO / Governance System address
DzYtzoNvPbyFCzwZA6cSm9eDEEmxEB9f8AGkJXUXgnSA retained as a signer that may act only through valid
Governance System approval, and one backup-only continuity signer subject to a 2 day timelock,
authorizes an initial transfer of 4,500,000 USDC from the main DAO treasury into that vault,
applies the same applicable per-period treasury spend limit across that treasury lane on a shared
no-duplication basis, requires a corresponding Smart Contract Registry update through the
SOP Registry, and preserves a confidentiality-first operating posture for security-sensitive
treasury details; it also now makes explicit that drafts, summaries, chats, registry notes, and
other facilitative or partial materials do not amend or override the governing instruments, that
authority remains collective, written, and lane-specific, and that no treasury-side approval,
allowlist, reporting step, or payment flow by itself creates broader duty, apparent authority,
pass-through rights, or downstream operating attribution; it adds a bounded legal-budget
clarification memorandum so the previously released DP-00001 Legal Budget may also cover audits,
documented payment, settlement, or reimbursement of accrued and unpaid legal and related
professional expenses, and other similar DAO-related professional or administrative expenses without
becoming an unrestricted general discretionary fund; and it bundles an Operational Pack that
ratifies SOP-00001 and SOP-00002 as adopted Tertiary Instruments and anchors them into the
SOP Registry architecture.
What this unlocks is a cleaner post-formation governance record without having to run a fragmented sequence of closely related proposals. The Marshall Islands formation acknowledgment, licensing lane, treasury lane, and initial tertiary-instrument ratification can each be tabled in one package while still being read separately, narrowly, and within the existing firewall logic.
Who
DAO members voting through the Governance System.
The Head Steward, acting only within narrow ministerial, documentary, and notice limits stated in the full texts.
The Licensing Subcommittee, once appointed, for Protocol IP licensing matters only.
The Treasury Subcommittee, styled "The Illuminated," for designated Company Treasury Account(s) only, with the members confirmed here from DP-00001: Drew, Usman, Kru, and Kollan.
What
This proposal does six main things:
Records the Company's formation footing. It puts a clean on-chain governance acknowledgment on record that SOLOMON DAO LLC exists as a Marshall Islands DAO LLC and that post-formation governance proceeds on that footing.
Adopts a full omnibus proposal package. The proposal uses one full memorandum together with four attached full memoranda and one attached Operational Pack, each covering one proposal lane being tabled in the package.
Establishes the Licensing Subcommittee. This creates the DAO-side body for Protocol IP licensing matters only, with bounded delegated authority, record discipline, optional Professional Determinations, and express limits clarifying that Company-side IP licensing is not, by itself, downstream direction, agency, registration control, or operational supervision.
Activates the treasury-side Company account pathway. This ratifies and activates the Treasury
Subcommittee, styled "The Illuminated," for designated Company Treasury Account(s),
designates the Squads v4 multisig account 8GVq1srBAZBsCeYpwdKUwEXzDffwAE5xSLWB1ec2gerr titled
SOLOMON TREASURY SUBCOMMITTEE as a Company Treasury Account and the Company Treasury Vault,
authorizes an initial transfer of 4,500,000 USDC from the main DAO treasury into that vault,
applies the same applicable per-period treasury spend limit across that same treasury lane on a
shared no-duplication basis, and preserves a confidentiality-first operating posture for
security-sensitive treasury details, subject to the Formation Condition and the attached treasury
memorandum.
Clarifies and widens the DP-00001 Legal Budget on a bounded basis. This tables a dedicated memorandum clarifying that the capped DP-00001 Legal Budget may also be used for audits, documented payment, settlement, or reimbursement of accrued and unpaid legal and related professional expenses, and other directly attributable DAO-related professional or administrative expenses of the same character, while expressly prohibiting treatment of that budget as an unrestricted general discretionary fund.
Bundles an Operational Pack for initial SOP ratification. This tables a dedicated Operational Pack that ratifies SOP-00001 and SOP-00002 by identifier, version, registry path, and content identifier so those two instruments become adopted Tertiary Instruments and can be recorded in the SOP Registry as the current ratified copies.
Where
The vote happens in the DAO's on-chain Governance System.
The full normative text is split across the omnibus memorandum and the attached package texts listed in the index and metadata.
The public formation-evidence trail is expected to point to the
compiled-documents/company-agreement record set, including
Company_Agreement_SOLOMON_DAO_LLC_IND-index.md, which indexes the clean compiled reading copy
together with the filed, stamped, certified, and related Marshall Islands return documents.
Formation evidence, controlled-record references beyond the public vault address and stated control structure, SOP content identifiers, and other execution items are intended to be completed at posting time or linked by recorded authority evidence where stated, while security-sensitive treasury operating details may remain confidential.
Why
To keep the post-formation record clean and harder to attack later with bad arguments about silence, footing, or supposed absence of member acknowledgment.
To establish the licensing lane now, rather than requiring a separate proposal immediately after formation.
To activate the treasury-side Company account pathway under explicit limits rather than informal drift.
To ratify SOP-00001 and SOP-00002 through the charter-described Operational Pack pathway, rather than leaving them as interim-only tertiary texts.
To preserve a clear, recorded movement path from the main DAO treasury into a second multisig or vault without drifting into unstated treasury powers.
To widen the already released DP-00001 Legal Budget in a bounded way for audits, payment, settlement, or reimbursement of accrued and unpaid legal expenses, and similar DAO-side professional expenses without turning it into an unrestricted general discretionary fund.
One attached full memorandum records the DAO's on-chain acknowledgment that SOLOMON DAO LLC has been validly formed in the Republic of the Marshall Islands and exists as a legal person under the applicable Marshall Islands framework.
That attached text also records that the Company Agreement takes effect according to its own terms and that later governance actions are being taken on that post-formation footing. It is evidentiary and governance housekeeping in character. It does not purport to re-form the Company or create the fiction that a later vote was needed for the Company to exist.
The intended public anchor for that evidence trail is the compiled-documents/company-agreement
record set, especially Company_Agreement_SOLOMON_DAO_LLC_IND-index.md, which indexes the clean
compiled reading copy together with the filed, stamped, certified, and related Marshall Islands
return documents. The current public commit anchor for that record set is
d3e6999a5edd2413857516f450c90faab60fa5b9.
This matters because it gives the governance record a clear post-formation anchor while avoiding nonsense arguments from silence later.
Another attached full memorandum establishes the Licensing Subcommittee as the DAO-side body for Protocol IP licensing matters only.
It keeps the licensing lane separate. The Licensing Subcommittee exists to review and administer Protocol IP licensing matters within the existing IP framework, maintain licensing-side records, and use bounded delegated authority where permitted. It is not an operational body, and it does not collapse licensing into any other lane. It approves Company-side IP licenses only; it does not and shall not direct downstream entities, licensees, or implementers on registration, licensing strategy, treasury, or day-to-day operations.
That attached text also retains optional Professional Determinations, the no-single-person rule, register discipline, and the rule that the Company is not made into the operator of any licensee business merely because licensing-side diligence, contractual protections, or package conditions exist. It also adds stronger capacity, agency, and cross-lane-effect limits to keep the licensing lane firewalled from treasury and downstream operating lanes.
Another attached full memorandum is the post-formation treasury activation step and successor to the pre-formation readiness path already approved in DP-00001.
It designates the Squads v4 multisig account 8GVq1srBAZBsCeYpwdKUwEXzDffwAE5xSLWB1ec2gerr titled
SOLOMON TREASURY SUBCOMMITTEE as an official Company Treasury Account and the Company Treasury
Vault, ratifies and activates the Treasury Subcommittee, styled "The Illuminated," for
designated Company Treasury Account(s) only, confirms the DP-00001 Designates (Drew, Usman, Kru, and
Kollan) as the Treasury Subcommittee members under this post-formation memorandum, confirms a 3 of
6 control structure with the main DAO / Governance System address
DzYtzoNvPbyFCzwZA6cSm9eDEEmxEB9f8AGkJXUXgnSA retained as a signer that may act only through valid
Governance System approval and with one backup-only continuity signer subject to a 2 day
timelock, authorizes a transfer of 4,500,000 USDC from the main DAO treasury into the Company
Treasury Vault, clarifies that use of the main DAO treasury and the Company Treasury Vault within
the same approved treasury lane counts toward one shared per-period treasury spend limit without
duplication, requires a corresponding Smart Contract Registry update to be recorded through the
SOP Registry, and keeps the detailed operating posture confidential where disclosure would
prejudice security.
This part is intentionally hard-gated. Formation evidence must exist. The public memorandum now states the vault address, the main DAO / Governance System signer, and the core 3 of 6 / 2 day backup continuity structure, while controlled-record details beyond that may still need to be linked by authority evidence. Not every treasury operating detail is intended for unrestricted public posting. The updated text now also makes clear that informal materials, partial extracts, and historical practice do not override the adopted treasury lane, that no one acquires treasury authority merely by role, access, or association, that no pass-through or holder-style rights arise merely from interacting with the vault or receiving a transfer, and that treasury-side constraints do not by themselves make the DAO or Treasury Subcommittee the operator of a third-party service stack. Nothing in this part authorizes buybacks, governance threshold changes, or other extra treasury steps not expressly stated there.
Another attached full memorandum supplements DP-00001 by clarifying that the already released and still-capped Legal Budget may be used for more than narrow forward-looking legal and compliance work. It expressly permits bounded use for program, smart contract, protocol, treasury- control, legal, regulatory, and compliance audits; for documented payment, settlement, or reimbursement of accrued and unpaid legal and related professional expenses; and for other similar DAO-related professional or administrative expenses of the same character.
It does not increase the cap, does not change the Legal Budget Wallet, does not create new signers or spending authority, and does not turn the Legal Budget into an unrestricted general discretionary fund or open-ended operating pool.
Another attached full memorandum is the bundled Operational Pack for initial tertiary-instrument ratification under Founding Charter Article VIII and SOP-00000.
That attached text states the scope statement, change log, registry-reference fields, content-identifier fields, and effective-date mechanics for the pack. It ratifies SOP-00001 and SOP-00002 by identifier, version, registry path, and content identifier, and it provides the anchor path by which those adopted instruments can be recorded in the SOP Registry as the current ratified copies without discretionary rewriting.
DP-00003 is structured as:
one summary memorandum;
one full omnibus proposal memorandum;
separate full memorandum texts for each proposal being tabled in the omnibus package; and
a registry-linked Operational Pack adopting two identified SOPs without bundling their full text in the proposal packet.
One of those attached full memoranda is now the bounded legal-budget clarification memorandum tied back to DP-00001.
That preserves the existing proposal pattern while still letting the DAO vote the package as a single coherent record.
For clarity, this proposal does not:
collapse the licensing lane and treasury lane into a single power center;
create any unstated permanent office, override right, or by-conduct expansion of authority;
use a tertiary instrument or Operational Pack to amend a Primary or Secondary Instrument or to expand authority beyond the existing hierarchy;
create any individual Subcommittee authority, implied bloc voting, or deemed acting in concert among Members by reason only of common Membership or Subcommittee service;
authorize the Company, the Head Steward, or any Subcommittee to direct, supervise, or control the operations of any Licensee, counterparty, service provider, or downstream entity, including on licensing, treasury, registration, or operating posture;
waive existing limits in the Company Agreement;
convert the DP-00001 Legal Budget into an unrestricted general discretionary fund, general operating pool, or open-ended discretionary spend bucket;
create any broader fiduciary, trust, agency, partnership, custody, or advisory duty by reason only of Subcommittee service, signer status, backup continuity status, draft circulation, or facilitation;
permit any draft, summary, chat, registry note, control record, or other partial or facilitative material to amend, reinterpret, or override the adopted text or the higher-precedence Company Agreement instruments;
allow any course of dealing, silence, facilitation pattern, or status-based assumption to create waiver, modification, apparent authority, or cross-lane authority creep;
create any pass-through, holder-style, third-party, or transitive right under the treasury lane merely by reason of receipt, payment flow, appearance in a control record, or reliance on a public summary or posting; or
fill the posting-time execution fields that still need to be completed before submission and execution.
Those execution details, appointments, and implementation steps must stay within the Company Agreement and applicable law.
Full normative resolution text (controls if there is any conflict with this summary): DP-00003_MEM-full.md
Attached full memorandum text -- Incorporation Recognition, Governance Acknowledgment, and Marshall Islands Record: DP-00003_MEM-incorporation-and-recognition.md
Attached full memorandum text -- Licensing Subcommittee: DP-00003_MEM-licensing-subcommittee.md
Attached full memorandum text -- Treasury Subcommittee Ratification, Company Treasury Account Designation, and Initial Treasury Transfer: DP-00003_MEM-treasury-subcommittee-and-transfer.md
Attached full memorandum text -- Legal Budget Clarification, Approved Use Expansion, and Spending Boundaries: DP-00003_MEM-legal-budget-clarification-and-bounded-use.md
Attached Operational Pack text -- OP-00001: Initial Tertiary Instrument Ratification: DP-00003_OP-00001-initial-tertiary-instrument-ratification.md
Company Agreement record set: company-agreement
Company Agreement record index (clean compiled reading copy + filed, stamped, certified, and related Marshall Islands return documents): Company_Agreement_SOLOMON_DAO_LLC_IND-index.md
Company Agreement record-set commit anchor: d3e6999a5edd2413857516f450c90faab60fa5b9
Compiled Company Agreement PDF: Company_Agreement_SOLOMON_DAO_LLC.pdf
Canonical SOP Registry venue for current ratified copies: https://github.com/SolomonDAOrg/sop-registry
Expected SOP Registry living path for SOP-00001:
SOP-00001_SOP-Registry-and-Corporate-Equivalency.md
-- anchor: commit:2670db073a89d9e4fcaa040bdb25997fbf211346
Expected SOP Registry living path for SOP-00002:
SOP-00002_SOP-Futurnetic-Principles.md
-- anchor: commit:ecc262aa20476c496bd6d75860423bfab76ac868
Proposal repository (canonical history + execution artefacts): https://github.com/SolomonDAOrg/dao-proposals
Disclaimer (Governance Proposal; No Professional Advice).
This document is a governance proposal and governance communication. If adopted by the DAO through its governance mechanisms, it may become binding on the DAO and persons exercising authority under the Company Agreement to the extent provided in the Company Agreement and applicable law. This document does not constitute legal, tax, financial, or other professional advice. The author(s) are not acting as legal counsel to the DAO or any member or user. No attorney-client relationship is created.
You must obtain your own independent advice for your circumstances.
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