I think to keep things simple and in line with best governance practice, we should define a Dispute Resolution process to be used for any disputed action of the DAO such as appointments and removals of VitaCore, breaches of Code of Conduct and any other disputed matter that requires a decision. There should also be a right to appeal to either binding Kleros Arbitration or off-chain (e.g. in accordance with LCIA rules), with the person appealing covering the costs of appeal (although costs may be awarded if successful).
We can define the Dispute Resolution process as follows:
Dispute Resolution means a process to resolve any dispute between VitaDAO members regarding any governance or disciplinary matter. In the event of dispute, the parties will use their best endeavours to resolve the matter by mediation and settlement facilitated by a neutral member of the Legal WG nominated by both parties. If the dispute cannot be resolved within 7 days, either party may request a resolution by VitaCore within 14 days, by payment of a pre-determined Dispute Resolution fee (500 VITA or as determined by majority vote of VitaDAO members), which can be repaid at the discretion of the majority of VitaCore if a decision is made in favour of that party. Each party shall be provided an opportunity to make written submissions published in writing and conducted via a public hearing (if requested by either party or any VitaCore member), unless the majority of VitaCore members agree that a private hearing is required for legal reasons. Both parties will be provided an opportunity to make a written submission and a response to the submission of the other party and will have the right to have a support person present at a hearing. The VitaCore members must take submissions into account in an unbiased manner before voting.
VitaDAO members agree that either party shall have a right to appeal to binding on-chain Kleros arbitration or off-chain arbitration (determination by single arbitrator in London according to LCIA rules), with costs borne by appealing party but with the right to request a costs award from the other party if the appeal is successful.
On that basis, we can now amend the following to refer to the Dispute Resolution process, which can be used for any other dispute:
3. If a majority of votes is in agreement, any VitaCore member can challenge the nomination within a week in writing in accordance with the Dispute Resolution process.[currently: step 2]*
In my view, VitaDAO members will benefit from a formal dispute resolution process because disputes are unavoidable, and this will help with resilience and anti-fragility long term. Disputes also have an escalating process which encourages parties to get together and reach consensus at an early stage.
Another question I had was to confirm this process of appointment and removal of VitaCore members will also apply to the newly proposed expanded definition (VDP-34 Defining VitaCore) i.e.
- Group 1: Working Group Stewards and Co-Stewards
- Group 2: Ambassadors of actively and significantly contributing Service Providers (currently Molecule GmbH and decentralized MATTER B.V.)
- Group 3: Ambassadors of VitaDAO’s partner DAOs (currently labDAO)
- Group 4: Representatives from strategic contributors (currently none, TBD.)
At the moment, it’s not clear how members of Group 2 and 3 are appointed, but would ideally want this to occur in the same way. Perhaps can amend reference to Steward to VitaCore nominee, which would include Stewards if the new definition is adopted e.g.
### Onboarding process
1. Any working group member who currently has or recently had significant overlap in their activities with the to-be-nominated VitaCore nominee [currently: Any steward] can nominate anyone as a new steward who fulfils and agrees to the requirements listed below.
2. Once a new VitaCore nominee is nominated, members of all working groups vote on the nomination in the Discord channel #cross-wg-chat. [currently: step 3]
3. If a majority of votes is in agreement, any VitaCore member can challenge the nomination within a week in writing in accordance with the Dispute Resolution process.[currently: step 2]*
4. If the nomination receives support from a majority of VitaCore members, the nominated VitaCore member is offered the position.
5. If the VitaCore nominee accepts, they are officially onboarded as a VitaCore member.
### Offboarding process
We propose to amend the following:
“Any VitaCore member who is offboarded will go through a transition period which includes duties to hand over their role and/or document their know-how. In addition, any VitaCore member who has consistently provided at least 50% of their time to VitaDAO and therefore likely to depend on this income is entitled to receive a severance package.”
Dispute Resolution means a process to resolve any dispute between VitaDAO members regarding any governance or disciplinary matter. In the event of dispute, the parties will use their best endeavours to resolve the matter by mediation and settlement facilitated by a neutral member of the Legal WG nominated by both parties. If the dispute cannot be resolved within 7 days, either party may request a resolution by VitaCore within 14 days, by payment of a pre-determined Dispute Resolution fee (500 VITA or as determined by majority vote of VitaDAO members), which can be repaid at the discretion of the majority of VitaCore if a decision is made in favour of that party. Each party shall be provided an opportunity to make written submissions published in writing and conducted via a public hearing (if requested by either party or any VitaCore member), unless the majority of VitaCore members agree that a private hearing is required for legal reasons. Both parties will be provided an opportunity to make a written submission and a response to the submission of the other party and will have the right to have a support person present at a hearing. The VitaCore members must take submissions into account in an unbiased manner before voting.
VitaDAO members agree that either party shall have a right to appeal to binding on-chain Kleros arbitration or off-chain arbitration (determination by single arbitrator in London according to LCIA rules), with costs borne by appealing party but with the right to request a costs award from the other party if the appeal is successful.
Interested in thoughts on this. I definitely want to avoid additional complexity to these governance proposals which are already quite fragmented, but perhaps it makes sense to bundle this into one. We might also want to update the other governance proposals to refer to a Dispute Resolution process where relevant (e.g. breach of Code of Conduct).