DAO Admin Team Q&A Request on upcoming review of the Sandbox DAO Foundation, Constitution, Articles, & Memos

Hey DAO Team! @Geraldine @Fawne @Cyril

I know you’re hard at work with the delegate interviews. I’m posting this request in advance of a podcast episode I’m doing within the next week about the Sandbox Foundation.

I’m moving this episode up the priority list due to what is happening in the ApeCoin DAO with AIP-466 (Context: Link 1, Link 2, Link 3, Link 4). It has revealed an interesting connection to their APE Foundation that is affecting the ApeCoin DAO community. That same APE Foundation structure in the Cayman Islands mirrors what we have with the Sandbox Foundation, so there’s a need to cover this topic earlier than I expected.

I again want to invite @Cyril , or any representative of the DAO Admin Team, as guest on the episode. I promise you’ll be in good hands and I’m not interested in demonizing or being unreasonable. If you can’t attend, I understand :slightly_smiling_face:

Here are my findings & questions I intend to pursue in the upcoming episode. If a member of the DAO Admin Team is unable to attend, I’ll cover it with what information I currently have.

Open Discussion Questions

  1. Who has control of the Sandbox voting wallet? Single person or Multisig?
  2. Who has control of the 9 treasury wallets? Single person or Multisig?
  3. If the DAO Team is approving the milestones for SIP authors to be paid, who is sending the funds from the wallet?
  4. How often do you interact with the Special Council?
  5. How often do you interact with the Advisory Board?
  6. What is your role during the Special Council meetings?
  7. How much are you compensated?
  8. How big is the DAO Team?
  9. Who wrote the Constitution, Memo of Association, Articles of Association?
  10. Do you have any connection at all with the ApeCoin DAO or APE Foundation?

Going over the organization chart

I’m constructing an organization chart and process flow map for how the DAO is structured and operates, it’ll include

Going over Memo of Association

  1. Pg.2: What does “without any share capital” mean in Memo of Assoc
  2. Pg.2-3: Section 4 grants wide authority to do almost anything, is this what you meant when you said you wanted to set things up for the DAO to take over in phases so that the DAO is ready when it’s granted the ability to take over?
  3. Pg.4: What does “The Foundation Company may cease to have members” mean?
  4. What does “wound up” mean?
  5. Pg.5: This begun 20 November 2023?

Going over Articles of Association

  1. When are Ordinary Resolutions & Special Resolutions made?
  2. Pg.2, Section 2.1: Per Cyril & Seb’s AMA statements the the goal is to transfer responsibility to the DAO…What legal power does the DAO have over the Founder (Section 3) or the Foundation’s members (Section 4)? What is envisioned in the future?
  3. Pg.3, Section 3.2: It seems as though the Founder has unlimited power without ability by anyone else to stop or limit the Founder? Seb also said in AMAs that he could be fired, how is this possible with the power bestowed on the Founder?
  4. Pg.3, Section 3.2(d): What does “settle their powers” mean?
  5. Pg.3, Section 3.3: what does “free of any duty” and “exercised for own benefit” mean?
  6. Pg.3, Section 3.4: What does this section mean? Is this how the Founder will give up power to the DAO?
  7. Pg.4, Section 4: What purpose does the Member serve?
  8. Pg.4, Section 4.1: Who is the “initial subscriber”?
  9. Pg.5, Section 5.6: Who are the “Directors and Officers”? Is it the Special Council?
  10. Pg.7, Section: 6.1: Who are supervisors? How do they differ from members, directors, officers?
  11. Pg.14, Section 15.2: The Directors can override the Articles of Association?
  12. Pg.14, Section 15: Why are there so many references for “Winding up” and does it mean liquidation?
  13. Where are the elections of the board members, founder or director?
  14. What clause in either Articles forces an election come December 31, 2025?

Going over DAO Consitution

  1. Pg.1, Section 1: Articles & Memo of Assoc don’t reference the Constitution, how much power does this Constitution have versus them?
  2. Pg.2, Section 1: Transparency, “Transparency is the cornerstone of our operations…We actively involve our community in the decision-making process” How does this align with the early decision to not include the community in the DAOs formulation?
  3. Pg.2, Section 2: The types of SIPs (Financial, Ecosystem, Governance) don’t show in the SIP template, how do these three play a role in the DAO?
  4. Pg.4, Section 3: 1% quorum is 30M VP, which has been difficult to get. Should it change?
  5. Pg.6, Section 4: “Members may be re-elected but may not serve more than 3 consecutive terms.” What does this rule protect? How does it benefit more than it hurts well-qualified Members?
  6. Pg. 6, Section 4: “A Special Council member may be removed and replaced before the end of the member’s term pursuant to an approved SIP.” How does the Founder’s power in Articles of Assoc (sections 1 & 3) integrate with this power? Can’t the Founder override this?
  7. Pg.6, Section: 4: “politically exposed person” what qualifies as this? “Moral turpitude” as defined by whom?
  8. Pg.7, Section 5: Why are Advisory Board members not compensated?

Sent out a tweet here: x.com

2 Likes

Postponed the episode to same time on Monday.

@Lanzer – I cannot make the show today, but I can assure you that questions from the community will be addressed.

I’m just jumping into this comms role here at the DAO. You’re free to DM directly at x.com

Right on, Kunta! Happy to have you on board! If I were to postpone it until the week of the 21st, would you be available to make it?

edit: By the way, just watched your video, gonna do a short video response. :slightly_smiling_face: I want to maximize our cooperation as much as possible.

Whoooops! @sebga You are totally right, I copy pasted it all wrong. Thanks :slightly_smiling_face:

Fixed it

1 Like

Can’t commit at this moment, but you can HMU in DMs on X!

TBH, I also don’t [yet] have answers to some of the questions you’ve outlined above.

You’re also invited to submit questions (later this week) for our first podcast (towards the end of next week). We’ll post a form soon.

Edit: My intro video gets its very own response video??
: ) lol – I’m excited to open comms… We’ll chat soon.

I sent you a DM on X and commented on your intro video. I’m pretty excited and I’ll be submitting questions when I see the form. They’ll likely have a number of repeats from this post. I fixed the OP per Sebga’s note. I accidentally had a copy paste issue.

2 Likes

Hello,

Allow me to provide some answers:

We do not disclose who has control over The Sandbox or the DAO wallets, to protect the individual safety of the operators.

I interact we the Special Council (SP) on a weekly basis. These are informal 1 to 1 meetings where, upon appetite or personal preferences, we could discuss topic like decentralised governance in general, how to attract more voters to the DAO, brainstorms new SIPs, various web3 and ecosystem news etc etc. We are very fortunate to have brilliant SP with a lot of knowledge in the space. These conversations are on top of the SP primary constitutional mandate articulated around SIP review. They are organised asynchronously with them. My role during those exchanges is DAO Administrator.

I don’t interact has much as I would like with the Advisory Board, as I have been very busy since the launch and I need to do a better job with that.

The DAO “core team” aka “admin team” aka “operation team” is today 5 people, of which roles are detailed in this post: operation update . The “extended team” has: lawyers, compliance officers, design and web agency, accountant, tech support and other back-end specialist. There are also roles specific to the foundation: Director, Supervisor, and Secretary. Via a Service Agreement (SA) with the Sandbox, we can also tap into The Sandbox resources and have access to more departments like art, marketing, content etc etc. The Sandbox will be billing the DAO for its services (the SA is being finalised). In the future we could bring more specialists, should the need arise.

All of these actors fees are financed by the “operation wallet”, of which budget has been approved as per SIP3. This wallet is also used to pay for our various subscriptions and general expenses that we need to “keep the lights on” (wallet custodian, payment software, banking services, ENS, domains, cloud, ledger, sub ledger, accounting software etc, the list is too long :slight_smile: )

As member of the Animoca family, The Sandbox and by extension it’s DAO has frequent interaction with various actors of ApeCoin DAO.

cheers

3 Likes

I really appreciate your response, Cyril. I think it’s coming together much more clearly now. I think I only have 4 followups:

  1. Is the wallet controlled by the Sandbox Foundation or the Sandbox Company?
  2. Are the Directors/Officers named in the Memo of Association & Articles of Association the same as the Special Council? If not, who or what entity do they belong to?
  3. Who does your Administrator position answer to? I can’t tell if Special Council answers to you, or you to them, or to the Director/Officers of Sandbox Foundation
  4. What lead to you becoming the DAO Administrator?
  5. The earliest I could find that work for the Sandbox DAO began was Nov 2023, but could go back as early as March 2023 or even Feb 2022. When did your efforts begin?

Thanks for your openness! :slightly_smiling_face:

1 Like

Hello,

I hope you had a nice weekend.

  1. The Sandbox DAO wallets are controlled by the Sandbox DAO, and The Sandbox wallets are controlled by The Sandbox. I’m afraid I cannot go into more detailed for the reasons stated in my previous reply, above.
  2. The Director of the foundation is Michael Robinson, as per SIP2.
  3. This is a 3 party relationship (more precisely, it’s 4 once you account for the community). No hierarchy between us. In our DAO, there is no Chief “Something” Officer. We all have our own respectful mandates, with checks and balances between us. A quick fun example: I have helped to recruit Michael, but he is now the one with authority to approve certains bills, or sign contracts, where I’m not. It’s kind of a chicken and eggs situation, which makes it fascinating to navigate.
  4. A combinaison of multiple factors. Story time:
    • An Engineering Master degree in Electronic followed by an MBA, allow me to navigate back and forth between technical and business spaces. On Monday I could have deep discussions with Lawyers about commercial agreement or matters of the constitutions. On Tuesday, help debug and prioritise work on the Website, or buy more cloud storage space, or discuss with a Web Agency. On Wednesday, discuss Financial Forecasts, Token Swap and Liquidity Pools, or work on new Transactions Authorisation Policies, etc etc.
    • More than 15 years of international experience with global roles in Product Management, with Director and Executive positions in big corporate like HSBC or Allianz Partner. This allowed me to be equipped to tackle innovative projects with remote and diverse teams, where there is no real “reference point”, nor real training you can have. When engineering it, I chose to treat the DAO like a “digital product”.
    • An interest in crypto and some fun “pro bono” work on other DAOs, allowed me to develop skills in the space.
    • Finally, being in charge of the Decentralisation at The Sandbox, allowed me work on what a Sandbox DAO could look like, and uniquely positioned me as the natural choice for Administrator.
    • So a lot of preparation, with a dash of opportunity as they say :slight_smile:
  1. My efforts begin when I joined The Sandbox, in August 2023.
2 Likes

Hey Cyril! Yes, I had a great weekend, thank you. I hope you had a great weekend too!

  1. We’ve known that the Sandbox Company had custody of the 27M voting wallet. This has been publicly revealed by the Sandbox Company. What we don’t know is if that has changed, and which entity has custody of the treasury wallets. It should be acceptable to say which entity has custody of these wallets, no?
  2. Ahh. Full circle, I reread SIP-2 and missed that first connection. Do you have a website or business listing for IP&A? There are too many listed and I can’t seem to find Michael’s connection to IP&A. All I see is his connection to Horizons Global via LinkedIn.
  3. Do you hold a position within the legal entity Foundation Company? Founder, officer, member, supervisor, beneficiary, or otherwise?
  4. Excellent! Do you have a bio we can access? I see I’m unable to access your LinkedIn profile, would feel comfortable resolving this please?
  5. Sounds good, thank you!

Merci beaucoup!
-Lanzer

1 Like

Hello,

  1. Sorry if my answer was not clear. The DAO has indeed custody of the treasury wallets. The only SAND in the DAO “books” are the 15.5m SAND (minus what has been spent), donated by The Sandbox at launch. And later some NFT (we are working on getting some of The Sandbox collection in parallel, as well as some LANDs, but this has been de-prioritised because of The NFT collection management SIP was rejected for lack of quorum)
  2. I don’t, sorry
  3. Not at all, because checks and balances and segregation of duties :slight_smile:
  4. Weird. I just tweaked my privacy parameters. Feel free to check again!
1 Like
  1. Yes, that is much clearer. Thank you.
  2. Okay, no big deal, I’ll list it as best I can on the Relationship Map. Would you mind asking Michael if IP&A is connected to his Horizons Global group? Also…what led to Michael/IP&A being selected?
  3. Makes sense to me! I see now SIP-2 detailing that IP&A is the founder, supervisor, and director. I’m confused about the “appointed Michael Robinson as the sole professional director of the Foundation before resigning as a member of the Foundation” sentence. Can you expound upon this please?
  4. I see you listed now. Thank you! :slightly_smiling_face:
1 Like

Cyril, requesting your followup when you are able. I’ll be podcasting a readthrough of the Constitution, Articles, and Memos this coming week.