Section 1 – DAO Assets
DAO Land will be the primary DAO Asset held by the GST DAO.
Only DAO Land shall be included in the green standard calculation.
DAO Land can be located anywhere in the world. However, in many jurisdictions it will not be practical or possible to directly purchase land. In these instances it is permitted for GST DAO Group Entities to contract with or enter into partnerships with regional organisations, which may include but are not limited to land trusts; charities; NGOs; non-profit; private companies; individuals and any other legal entity that is able to lawfully own land.
The GST DAO Foundation may receive and hold Secondary Assets however so received or generated. Secondary Assets may be used for funding the acquisition of land for the DAO or, and notwithstanding anything to the contrary in this GST Constitution, any Secondary Assets may also be applied for the maintenance and preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities) and such application shall be deemed to fulfil the Special Purpose and includes, but not limited to, financially stabilising GST or any other use deemed reasonably necessary or reasonably expedient subject to compliance with any applicable law or regulation.
There is no intention that the DAO Assets will be used by the GST DAO for any investment or investment risk spreading purposes and the sole purpose of the GST DAO is to fulfil the Special Purpose. GST Holders will not have the right to redeem their tokens for fiat or other currency from the DAO.
It is the intention to place all agreements with Land Stewards on-chain for GST Holders to access. This is to allow full transparency and more effective oversight of the governance of DAO Assets. However, it is agreed that it will not always be possible to place these contracts on-chain due to legal and/or regulatory reasons (which may include confidentiality), but to the extent reasonably possibly the GST DAO Operating Company will seek to agree that the agreement can be placed on-chain.
None of the DAO, the DAO Foundation or the DAO Group Entities may borrow any amount, issue guarantees or otherwise incur indebtedness except on a short term basis to finance the acquisition of DAO Land pending receipt of funds made by GST Holders or in relation funds secured from future GST Holders.
Section 2 – Acquiring DAO Land
The process of acquiring land requires actions from GST Holders, Foundation Council Members, the Operating Company CEO and independent third parties. No DAO Land shall be acquired without the express permission of GST Holders.
The Operating Company shall be responsible for sourcing DAO Land, and shall have sole and absolute discretion as to which DAO Land is proposed for acquisition, however, the Operating Company is obliged to consider land for acquisition if 1% of all GST Holders propose a specific parcel of land.
Any land that the Operating Company considers suitable for acquisition shall be presented to the Foundation Council Members and the Foundation Council Members may veto the proposed land acquisition before it is presented to the GST Holders if they decide by simple majority that the acquisition shall not reasonably further the Special Purpose.
The Operating Company shall seek, to the extent reasonably possible, to verify with an independent third party (a) the key elements of why the Operating Company considers the proposed land acquisition reasonably furthers the Special Purpose, and (b) the existence of the land. To the extent reasonably possible, such verification shall be made available to both GST Holders and the general public.
GST Holders can permit the acquisition of land in two ways:
(i) The first is by funding the purchase of land using the Project Raise Protocol.
(ii) The second is by omitting to enforce the Veto Protocol with regards to potential acquired land where the Project Raise Protocol is not applicable. The instances where the Veto Protocol shall be used include but are not limited to land donations, land exchanges or land acquisitions resulting from either financial donations or application of Secondary Assets. In such instances, GST Holders shall be given 30 days to enact the Veto Protocol regarding any particular parcel of land. Should more than 33.3% of GST Holders veto the acquisition or donation of such land, this action will automatically void any agreement in relation to that land.
In order to release the funds to acquire the land confirmation will be required from the Operating Company CEO, a delegate of Foundation Council Members, the GST Treasury Chair and to the extent reasonably possible, an independent third party shall confirm that the transaction documents will validly transfer the land to the DAO Foundation (or any DAO Group Entity). Following this GST will be minted in accordance with the minting calculation.
Section 3 – Application of Secondary Assets
In instances where Secondary Assets are not allotted for the purpose of acquiring DAO Land, Secondary Assets shall be applied using the following process. Both GST Holders and the DAO Administrators may propose how Secondary Assets are applied subject to the following protocol.
Until the Constitution Lock conditions are met, the GST Operating Company CEO shall decide how the Secondary Assets are applied and shall do so acting reasonably and in good faith, however, no Secondary Assets may be applied if the application would be detrimental to or in contradiction to the Special Purpose, or would have the effect of undermining the maintenance or preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities).
Following the conditions of the Constitution Lock being met, in order to apply Secondary Assets the “Token Voting Protocol” must be implemented. Secondary Asset application proposals must receive both a simple majority of more than 50% of all GST that voted; and more than 1% of GST Holders are required to take part, if the 1% criteria is not met then the Operating Company CEO has the right to decide. Once the vote has been passed the GST Treasury committee will have 30 days to enact a Veto (the “veto period”).
During the “veto period” the Treasury Committee can challenge any proposed application of the Secondary Assets as being detrimental to or in contradiction of the Special Purpose, or would have the effect of undermining the maintenance or preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities). However, the Treasury Committee Members are only obliged to proceed with the proposed application of the Secondary Assets providing the Treasury Committee Members do not reasonably consider, acting in good faith, that the implementation of the amendment is detrimental to or in contradiction to the Special Purpose, or would have the effect of undermining the maintenance or preservation of the DAO. If the Treasury Committee Members do consider that the application of the Secondary Assets will be detrimental to or in contradiction to the Special Purpose, or have the effect of undermining the maintenance or preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities), the Treasury Committee Members shall share their reasoning with the GST Holders providing a reasonable level of detail to allow the GST Holders to consider the objection.
Section 4 – Value Transparency
Digital versions of both the legal documentation in relation to the sale and purchase of the land and land appraisals must be placed on-chain to ensure transparency regarding the value of all land held by GST DAO. However, it is agreed that it will not always be possible to place these documents and appraisals on-chain due to legal and/or regulatory reasons (which may include confidentiality), but to the extent reasonably possible the GST DAO Operating Company will seek to agree that the agreement can be placed on-chain.
Appraisals of DAO Land prove the value of DAO Land over time and shall be undertaken by independent third parties. This process is required every six-to-eighteen months to ensure accuracy of GST valuation. If no third party is willing to undertake such an appraisal, then the Operating Company shall undertake the appraisal to the best of its ability and such appraisal shall be used to value GST.
Section 5 – Liquidating Land
Prior to the Constitution Lock conditions being met, the Operating Company CEO shall have sole discretion, acting reasonably and in good faith, to determine if any DAO Land shall be liquidated or sold. If the liquidation, sale of DAO Land or eminent domain has been ordered by a government, government body, court and/or a regulatory authority, the Operating Company CEO shall have sole discretion, acting reasonably and in good faith, to dispute such an order and if they make such a determination and may initiate legal proceeding to challenge the order. If the Operating Company makes any determination to sell or liquidate DAO Land or initiate legal proceedings in relation to its sale or liquidation, the Operating Company CEO shall where reasonably possible provide the GST Holders with 30 days notice of the determination and a reasonable level of detail as to why the determination was made.
The protocols and procedures in this section shall be enacted once the conditions in Constitution Lock are met. Once this happens, GST Holders will have the authority to enforce the liquidation and subsequent sale of either a single parcel of land or all GST DAO Foundation held land assets. The Operating Company CEO and Foundation Council Members can also propose individual parcels of land to be liquidated and sold.
There are three routes to liquidate and sell individual parcels of land.
(i) GST holder proposals: Using the Veto Protocol, GST Holders can vote to liquidate and sell any individual parcel of DAO Land should more than 33.3% of GST Holders vote to do so. This option must always be available on the GST DAO web application. There will be a 90 day cooling off period before the land sale process is initiated.
(ii) Operating Company CEO or Foundation Council Members proposals: Such proposals must be made on the GST DAO web application. More than 33.3% of GST Holders must vote against the sale of an individual parcel of DAO Land. GST Holders will have 90 days to activate the veto.
(iii) When the liquidation, sale or eminent domain has been ordered by a government, government body, court and/or a regulatory authority in relation to an individual parcel of DAO Land. In this situation, the Operating Company CEO and Foundation Council Members can decide to dispute such an order and if they make such a determination, GST Holders may initiate legal proceedings to challenge said government, government body, court and/or a regulatory order using the Veto Protocol. More than 33.3% of GST Holders must vote to veto the enforced liquidation of that specific parcel; GST Holders will have 90 days to activate the veto. If this happens then the Foundation Council Members will be obliged to initiate legal proceedings on behalf of the DAO Foundation and/or the DAO Group Entities in order to keep the retain of land in question or seek compensation. GST Holders can also accept such an order by not activating the Veto Protocol.
The use of any proceeds from such sale or liquidation of land or legal action shall be used to acquire additional land for the GST DAO Foundation unless otherwise stated in any liquidation agreement.
GST Holders retain the rights to liquidate all DAO Assets For this to occur both the Majority Voting Protocol and the Token Voting Protocol must be satisfied. A super majority of more than 75% of all GST Holders, and more than 75% of all tokens must vote to liquidate all the DAO Assets. Both of these thresholds must be consistently met for a duration of more than 180 days in order to enforce liquidation of the GST DAO Foundation. Subject to any applicable law and regulation, and the rights of any creditors, the Token Voting Protocol shall be used to determine how the proceeds of said liquidation are used, providing the assets and or proceeds are used to serve the Special Purpose.
GST Holders can vote to reverse this decision during the liquidation process should the thresholds reach below a simple majority of 50% of all GST Holders or a simple majority of 50% of all tokens.
Section 6 – DAO Funding
The GST DAO and GST DAO Group Entities shall be funded from revenue generated from DAO Assets managed in accordance with the GST DAO Constitution and adhering to the Special Purpose in the following ways:
(i) DAO Direct Revenue; and
(ii) DAO Indirect Financing.
Section 7 – Operating Company Funding
The GST DAO Operating Company shall be funded from revenue or profit share generated from DAO Assets managed in accordance with the GST DAO Constitution and adhering to the Special Purpose in the following ways:
(i) DAO Direct Revenue; and
(ii) DAO Indirect Financing.
In addition to the above, the GST DAO Operating Company may also generate revenue in any way it considers fit in order to further the Special Purpose.
Section 8 – Allotment of Operating Company Net Profit
Any net-profit resulting from the revenue operations of the GST DAO Operating Company is subject to the following protocols, unless that net-profit is reinvested into the Operating Company itself or required for the ongoing operational costs of the DAO Foundation and GST DAO Group Entities.
A maximum of 50% of net-profit, capped at 10% of DAO revenue, must be distributed as GST to shareholders in the form of shareholder dividends in GST.
A minimum of 50% of net-profit (the “DAO Share”), which is uncapped, may be applied by GST Holders provided that such application is for the furtherance of the Special Purpose or for the maintenance and preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities). GST Holders and DAO Administrators may put forth proposals regarding the application of such DAO Share.
GST Holders may vote in respect of the proposed use of the DAO Share using the Token Voting Protocol. Proposals must receive both a simple majority of more than 50% of all GST that voted; and more than 1% of GST Holders are required to take part, if the 1% criteria is not met then the Operating Company CEO has the right to decide. The application of such DAO Share may include but are not limited to the acquisition of Secondary Assets for the DAO Foundation; funding future DAO entities; or reinvested into GST DAO projects.
The Operating Company is only obliged to proceed with the proposed application of the DAO Share providing the Operating Company does not reasonably consider, acting in good faith, that the implementation of the proposed use of the DAO Share would not reasonably further the Special Purpose, or would have the effect of undermining the maintenance or preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities). If the Operating Company does consider that the application of the DAO Share will not reasonably further the Special Purpose, or would have the effect of undermining the maintenance or preservation of the GST, GST DAO, the GST DAO Foundation (and the GST DAO Group Entities), the Operating Company shall share their reasoning with the GST Holders providing a reasonable level of detail to allow the GST Holders to consider the objection.