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ChenchenYo edited this page Mar 1, 2019 · 12 revisions

Welcome to the wiki of the DAA!

DAA (or DAAS) is the abbreviation of the "Decentralised Autonomous Association Switzerland". This is a project that we have developped with partners and friends in legal practices. The idea is to build up a bare minimum prototype of a legally compliant decentralised autonomous organisation (DAO).

Background and other general information is contained in the rest of this page. For other aspects of the project, please navigate to other pages using the sidebar on the right.

Background

The legendary rise and fall of "the DAO" implies legal risks faced by blockchain-enabled decentralised applications, especially for those that adopts fully or partically the functionality of a DAO. Regulation on organisation varies from countries to countries. Even an organisation does not have a legal entity registered at certain place and operates only digitally and dispersedly, it still may face legal requirements applied on their financial activies, for instance, when collecting investment from citizens of certain countries. It is in the interest of the founding team of a decentralised application, the user of such an application, as well as regulartory entities to build a legal and technical framework for an organisation. As associations have the least legal restriction, Validity Labs and our friends and partners in legal practices have chosen to start the experiment of buildling legally compliant organisations with a Swiss association, the DAAS. The goal of this project is therfore to create a decentralized autonomous association (DAA) that represents digitally and legitimely a Swiss association. The description of architecture is blockchain agnostic but aims at being implemented on the Ethereum public blockchain.

Legal basis

The DAAS is suitable for any Swiss association incorporated under the Swiss Civil Code. The statute details some blockchain-specific requirements on top of the Swiss Civil Code.

Nature of an association

Structure

It is required to have an association being represented by one natural person (delegate), who holds the office and is eligible to perform certain managerial tasks, which will be detailed in section management.

At least two whitelisters are needed to facilite the process of accepting new members in the association.

Membership

Each membership application needs to be examined and validated by two different whitelisters before joining the association. Membership is only effective upon a successful payment of the membership fee. If a yearly contribution (membership fee) is not settle, member losts their membership privilege.

The delegate is a special member of the DAAS, while whitelisters do not necessarily need to be part of the association. They could be independant KYC provider.

Membership structure of the DAAS consists of one delegate and at least two whitelisters. The delegate should be a member of the association. While whitelisters do not necessarily need to be so.

The process of requesting membership is illustrated in section Request Membership

General Assembly

General Assembly (GA) will be held in person and/or digitally among all members of the association. It is the time to discuss and vote democratically for proposals.

There are in general two types of General Assembly. One is the ordinary GA, set by the delegate, which includes annual general assembly and general assembly planned by the delegate for specific topics. The other one is the extraordinary GA, set by a proposal. Such a proposal should be initiated by any member in case of emergency and voted by all members.

Steps to set up an extraordinary GA

We need to call the setProposalToGA first, so that the special proposals are set with an apropiate starting and closing time.

  1. Delegate candidancy proposal (if exists): Each candidate is represented by one proposal. Therefore, all the candidancy propsals need to be open at the same time, so that members can choose which to vote for.

  2. If the election for the new delegate needs multiple rounds. The round is then set to the end of the scheduled GA. If the current GA is fully booked, the GA is automatically extended upon request.

Proposals

Members can create proposals regarding the management and investment of the association. Proposals are performed in form of transaction with required data.

There are two sorts of proposals: The first type of proposals are served for the management of the association. The second one are related with the expenses and investment of the DAA.

Admistrative proposals

Five frequently used administrative topics are defined in the DAA:

  1. Submit the candidancy for the delegate position: createDelegateCandidancyProposal
  2. Propose an extraordinary General Assembly: createGADateProposal
  3. Update or append the statute of the DAA: createUpdateStatuteProposal
  4. Expel a member: createExpelMemberProposal
  5. Migrate the wallet that holds the funding of the association: createUpdateWalletProposal

Investment proposals

Regarding the expenses of the association and financement of other projects, members need to agree on each payout request, which is represeted as a proposal, created via createcProposal.

Voting

Voting are performed per transaction in the DAA. The result is calculated based on the quorum and opinion of majority per proposal. For each type of admistrative proposals, there is a predefined quorum and sucess rate. A simple-majority win is the default handling method for investment proposals. However, quorum of such proposals are customisable.

Management

  • Setup annual general assembly
  • Enforce emergency general assemly.
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