Location: Discord General Voice Channel

Time: 09:00 am EST Meeting Minute Writer: JD (DeepSea) Sutton

Minutes

Meeting with MiDAO (Marshall Islands) Representative

Introduction to MiDAO (Adam and Johnathan)

• Introductions

General Aspect of Marshall Island DAO

• Adam suggested our DAO be a non-profit.
• The non-profit gives liability protection to everyone.
• The DAO is setup as a non-profit LLC.
• Very few people need to KYC/AML.
• Any voting member that has over 10% voting power, must KYC. If we use token voting, then any wallet holding over 10% of Shimmer tokens would need to KYC.

*Note: When DeepSea inquired about the ability to separate the IOTA Foundation, given they won’t be voting but technically would be holding over 10% of the supply, Adam from MiDAO said these situations can be written into the DAOs Operating Agreement. Such that, certain people or organizations do not have voting power with their tokens. They then would not have to KYC.

• The DAO, as an LLC, holds all the liability. If the DAO (LLC.) was sued or a government went after it, any funds it held would be able to be sought after. Another reason to have the main funds separate from the Treasury DAO. However, this could also lead to tax implications.
• MiDAO can also use KYB (Know Your Business) when organizations have more than 10% voting power.
• Once smart contracts are in place. MiDAO uses on chain analytics for it’s due dilligence process. The DAO simply needs to act legally within its operating agreement.
• As a non-profit, there are no tax implications what-so-ever.
• The only tax implication would that of possibly implication of the Shimmer tokens on the day of creation (i.e. minting). This would either be in Germany or Switzerland. This needs to be discussed by the community.
• MiDAO provides the documentation and support for creating the documentation which is required by the Marshall Islands.
• Adam from MiDAO suggested that setting a policy not to fund more than 50% of the DAOs operations in a single jurisdiction (i.e. USA, EU, etc.).

*Note: we should discuss this. We don’t want to hinder us if a lot of projects come out of one country, say Germany or Asia, but at the same time we need to protect ourselves. One thing I think we should absolutely make a precedence is that no more than 33% of any operations or funding be conducted in the USA. We need to make a decision if we want to be a global entity, or specific to a few countries.

• With regards to tax implications with employees, employees (i.e. the committee members) are legally abide to pay taxes in their own countries. For protection the DAO should contract all employees.
• For American’s Adam suggested using the company Opolis.co which can setup an LLC within the US that employees the American person. This offers nothing to the DAO, but protection for the employee themselves.