Proposal: Governance Council (GC) Formation

[Jamilya]

Hi all, thank you so much for all your thoughtful questions and comments!
Replying to some of the questions raised above:

@Kene_StableLab

Generally, I am very pleased with the DAO’s overall council structure so far. Could you throw more light on why there are two seats for the Scroll Foundation and one seat for the DAO?

After some thoughtful consideration, we thought it would be better if Foundation (Governance team) would take 1 seat (shared by the gov team) and there would be 2 seats for external contributors (delegates, external professionals, etc.).

@eugene

Additionally, whoever sits on this seat will have to be someone who will not be pushing their own governance proposals / be involved in other groups, so it would be easier to start with one person who works closely with the gov team, which makes it easier to roll off one of the gov team folks sometime in the future for a second external person.

Applicants to the GC should be aware that holding a council seat excludes the possibility of also serving as a service provider in tooling or services that intersect with the council’s scope. We see this as necessary to avoid conflicts of interest.

@antoine

Hi, As mentioned in the Gov call: It would be good to add a standard Conflict of Interest paragraph like:

Candidates and members agree to avoid any situations or relationships that could create a conflict of interest during the duration of their mandate.

Thank you for the suggestion! Yes, since the questions on COI resurface often, we suggest to put this disclaimer in the proposal:

"Candidates and members agree to avoid any situations or relationships that could create a conflict of interest during the duration of their term. A conflict of interest is understood as any circumstance where personal, professional, or financial interests may compromise, or appear to compromise, a member’s ability to act impartially and in the best interest of the DAO.

That may include, but is not limited to:

1. Acting as, or seeking to become, a service provider in areas that fall within the council’s scope of responsibilities.
2. Holding financial interests that could benefit from decisions taken by the council.
3. Maintaining professional or personal relationships that may bias judgment or decision-making."

Lets us know if there’s anything else you would want to see added/clarified.

@SEEDGov

We support having those three verticals but we do want to point out the particular focus on governance operations, something that the latest bullet refers to. In that sense, we think that the GC should act as a key stakeholder behind the governance process while providing live-operational support, something that could translate into some non-exhaustive tasks such as:

Thank you for the detailed feedback! We can increase the commitment by 15 hours per week, however, please note that this would raise costs, given that the Foundation will hold only one seat while the two additional seats would be hired council members. At this point we are not adjusting that and would recommend that be an adjustment in the future (especially given there will be two external seats, so 20 hours per week total)

Having the GC actively involved in experimentation and research would strengthen decision-making and improve governance processes overall. In terms of overseeing decision-making, that responsibility seems to fall more within the scope of the EOC, particularly when it comes to cross-council coordination.

From my perspective, the GC’s primary focus should be on developing the DAO’s roadmap, conducting research, and leading experimentation. Ideally, this would generate RFPs, experiments, and investment opportunities, rather than day-to-day operational support. For example, tasks such as “providing support and guidance for proposal drafting and ideation” could remain with the Governance team for now—at least until roles like Scriber and Weaver or the alternatives to that are introduced.

@GozmanGonzalez

My only lingering thought is more about optics and trust-building than immediate function. Even if Foundation-heavy makes sense now, signaling a clear path toward shifting the balance could help reassure contributors that this won’t become a permanent default.

From a legal/governance perspective, the current setup works fine short term, but it’s always stronger when councils that hold funding/approval power build in gradual decentralization milestones. It reduces any perception of capture and sets a precedent for fairness if tough decisions ever come up.

Another point I would love to state that i couldn’t mention in the call today is that since this council will be funding experiments (possibly with service providers), it might be smart to include a basic disclosure + conflict policy for GC members.

Thanks for your comment. As mentioned above, the updated draft will include only 1 seat reserved for the Foundation out of 3. On the gradual decentralization perspective - yes, we agree. For instance, from the proposal itself:

@eugene

The GC would be able to use it’s budget to approve new growth initiatives. The council would need a 2/3 vote to pass any proposal that uses less than 25% of the total budget, and a 3/3 to pass any proposal that would use more than 25% of the budget. Requests for more budget for the council would need to be put to a full DAO vote.

On a more general note, please check timelock test (if haven’t already) that we hope to include in the September voting cycle. On your point for inclusing the statement on COI, we agree, please find the suggested phrasing earlier in this post.

@ModularCrypto

However, to build long-term legitimacy, we recommend the incorporation of formal decentralization milestones within the six-month timeline. These milestones would act as tangible signals of commitment to gradually transition from foundation-led structures to community-driven decision-making.

I can definetely see GC assesing the state of the governance and building up on the performed research producing those decentralization milestones. We can discuss whether this is something we would want to see GC accomplish within the first months of work, also please share your thoughts if you have any particulat milestones in mind that you would want to see included. Other than that, i don’t think it’s feasible to come forward with the set decentralization milestones just yet to be included in the proposal, it seems more like one of the deliverables for the GC to produce those.