# Welcome

SilverDoor is a fully democratic venture studio cooperative.

{% hint style="info" %}
Learn the basics of the SilverDoor:  who we are, what we do, how we do it, and what makes us a better place for product specialists.
{% endhint %}

For **new team members**, this space will be helpful during your first days with the team, to better learn about who we are and how we work.

For **long-time team members**, this space will act as a reminder and allow you to find answers about admin and policies etc.

<details>

<summary>How to use it?</summary>

This space is designed to be read linearly, so start with our Vision, Mission & Focus and work down from there! We recommend reading through the end of the "Background" section in one sitting.

After that you can zoom into the particular focus section that pertains to you!  Either "Kazoku" for internal strategy and human stuff, "Partners" for external strategy and business development, or "Product" for building and operating partnerships.

</details>

<details>

<summary>Contributing</summary>

If you want to contribute changes, start a new change request and submit it for review!

</details>


# Who is Silver Door?

Silver Door is a venture studio cooperative for top-tier product renegades.

***

Silver Door partners with visionary founders, leaders and entrepreneurs to build fantastic products and ventures.  We are a true third generation DAO cooperative designed to enable early stage tech ventures.  At Silver Door, we bridge the intersection of tech innovation and human potential. We champion an approach that values both the artisan and the art, seeing technology not merely as a tool but as an extension of human genius.

We are a nexus of bright minds, where innovative ideas merge with the skillsets that bring them to life. Our cooperative is a haven for those who believe that the work they do is an extension of who they are. We believe in equity, freedom, and the power of collective genius.&#x20;

<figure><img src="/files/2g5GyO3KTWeiY6wTlIjo" alt=""><figcaption></figcaption></figure>


# Vision

A glimpse into the world's first "Alumni" ServiceDAO and the future of sovereign worker owned companies.

{% hint style="info" %}
*We are capital.*
{% endhint %}

***

The world's greatest technical product specialists demand equity, support, nurturing work environments, freedom, agency, growth opportunities and flexibility.   We believe that nothing should stand between good craftspeople and their love of the craft.  The best, brightest and most talented people will seek out the Silver Door and make it their home. &#x20;

Craftspeople are not mere slots in a spreadsheet.  We are not simple assets that can be bought, traded and exchanged.

&#x20;We are capital.

***

## Thesis

Silver Door is an experiment for combining newer legal structure, the Colorado Limited Cooperative Association, with completely novel incentive, organizational and administration technologies.  Ultimately Silver Door will outperform other venture formation systems for a few reasons:

1. **Operator centric:** Product genius drives innovation; and we place a targeted emphasis on the needs and desires of these "Rockstar Builders".  We foster an environment that draws in and nurtures unparalleled talent.
2. **Human growth:** DAOs are naturally powerful collaborative environments for accelerating human capital.  Our DAO framework supercharges collaborative growth, focusing on the avenues through which our members thrive.
3. **Ecology:** Silver Door fulfills a special ecological niche in the larger Service DAO space.  We seek to understand our part in the ecosystem; and operate in a state of symbiosis.
4. **Programmable and entangled incentives:** Incentives are interwoven into our DNA, we ensure each member is attuned to the collective's triumph.  That means all of our ventures have a socialized aspect; each and every Silver Door member wins with the success of each partner. &#x20;

<figure><img src="/files/G1Qim7vSw69QYSbAFRW5" alt=""><figcaption></figcaption></figure>


# Problem Statement

The tech startup industry is marked by immense potential for growth and innovation, but it is also riddled with challenges that can lead to the downfall of many ambitious ventures.

{% hint style="info" %}
The tech startup industry is riddled with stories of failure amidst the tales of success.
{% endhint %}

***

Silver Door solves many of the common problems of early stage tech ventures by providing extremely capable, technical and cohesive teams of product specialists.

***

## Challenges

Silver Door seeks to address some of the most crippling problems of the tech startup space:

1. ***Mismatched Co-Founder Visions:*** Having co-founders with misaligned visions for the company can lead to strategic disputes, inefficient decision-making, and eventual breakdowns in relationships.
2. ***Inadequate Skill Sets:*** Visionary tech ideas can wither on the vine without the technical expertise to bring them to fruition.
3. ***Poor Communication:*** Ineffective communication within the team can lead to misunderstanding, confusion, and a lack of coordinated effort, undermining the startup's goals and operations.
4. ***Disparate Foundations:*** Startups require a diverse array of skills and foundational knowledge. These differing foundations make effective communication a pain point.
5. ***Unsustainable Burn Rate:*** Startups often face challenges in maintaining a balance between expenditure and revenue generation, leading to a rapid depletion of funds before achieving profitability.
6. ***Incentive Misalignment:*** Incentives are what drive behavior within an organization. When incentives are misaligned, it can lead to decisions and actions that are detrimental to the company's long-term success.

<figure><img src="/files/ZnZFZEoBVCQPXe6mgBYx" alt=""><figcaption></figcaption></figure>


# Mission

Silver Door builds great companies and products by nourishing it's members.

***

{% hint style="info" %}
**Silver Door** forges long term equity partnerships with visionary entrepreneurs.
{% endhint %}

Silver Door is more than a collective — it’s a crucible where tech dreams are forged into reality.

Silver Door exists to reshape the paradigm of tech entrepreneurship. We recognize that behind every great product lies the heartbeat of passionate craftspeople. These are individuals who are more than just cogs in a machine—they are the lifeblood of innovation, progress, and imagination.

We provide extremely capable teams of technical product developers for early stage company formation.  We also manage growing technical development pipelines to achieve product market fit and scaling cycles.   Our product rockstars are vetted over long periods of time.  Silver Door supports operator members throughout the lifecycle of an equity partnership.

Silver Door remedies many of the greatest risks of forming early stage tech companies, achieving product market fit and scaling growth:

* **Burnout Protection:** We champion our members, always on standby to reinforce them in their operational endeavors.
* **Burn Rates:** We offer an infinite cost basis advantage over other development service providers for pre-seed venture formation.
* **Team Formation:**  Our operators maintain years of relationships and co-working before becoming operators. Our teams are seamless units ready to execute.
* **Individual Risk:** Silver Door socializes the risks and rewards of ventures for operators.
* **We Ship:**  They fake it, we make it.
* **Product Management*****:*** Technical teams respect and respond to technical managers. &#x20;
* **Better DAO:** We utilize next generation DAO technology that reduces administration costs, increases agency and alleviates governance fatigue.

<figure><img src="/files/5wlCjdoQOqPsNH0dLels" alt=""><figcaption></figcaption></figure>


# Focus

DAOs work best when they're purpose built.  We only do three things and we strive to be the best.

***

## The Silver Spheres

We only do a few things, so that we may do them with mastery.  SilverDoor has three primary functions:

* Our operators build great technology products.
* We forge long term partnerships with leaders, entrepreneurs and founders.&#x20;
* We recruit and support talented human technical product specialists.

***

### :gear: "Operators"

Operators are the beating heart of Silver Door.  These are the product rockstars that stay up until the 4 AM figuring out how to perfectly center a div; or perfectly match a palette.  We are the crafts people; the humble artisans of the Door.

Product talent people are called "Operators" because they operate equity partnerships.  Most everything else in the Silver Door is oriented and designed to support the operators in every way.

* Meet or exceed all industry standards for our products.
* Build where no one has gone before.
* Emphasize open source.
* Stage for reproducibility.

***

### :handshake: "Foundry"

The Foundry is the strategic center of Silver Door.  This is where risk assessment, diligence, presence, deal flow and strategy take center stage.  The Foundry is responsible for finding promising partners, vetting, negotiating and consulting.  &#x20;

* Seek partners who possess skills that compliment ours.
* Set clear objectives, check points and boundaries at the beginning of partnerships.
* Communicate with candor.

***

### :bee: "Kazoku"&#x20;

The Kazoku focus is all about our people.  People are our most valuable resource and we need to provide them with a superior environment.  Recruiters and the members they bring on board will maintain long term relationships and have entangled incentives.

* "Kazoku" means family in Japanese.
* We help each other.
* Every member is invested in the success of every partnership.

<figure><img src="/files/RGEE2k7FQUZL24N3LM9Y" alt=""><figcaption></figcaption></figure>


# Values

<details>

<summary><span data-gb-custom-inline data-tag="emoji" data-code="2696">⚖️</span> Integrity</summary>

We value honesty and respect between peers and partners. &#x20;

*"Honesty isn't just morally right, it's highly efficient."*&#x20;

*-Jimmy Johns*

</details>

<details>

<summary><span data-gb-custom-inline data-tag="emoji" data-code="1f41d">🐝</span> Cooperation</summary>

We recognize cooperation as the dominant strategy for success.

*"The only thing that will redeem mankind is cooperation."*&#x20;

*-Bertrand Russell*

</details>

<details>

<summary>💪 Skill</summary>

We strive to be the best in our domains.

*"When love and skill work together, expect a masterpiece."*

*-John Ruskin*

</details>

<details>

<summary><span data-gb-custom-inline data-tag="emoji" data-code="1f54d">🕍</span> <strong>Democracy</strong></summary>

Silver Door is both a true DAO and a true democracy.

We do not eschew all kinds of hierarchy like some DAOs.  The power to delegate authority, responsibilities and powers is wielded by the DAO.

</details>


# Foundry

The Foundry is the focus group for partnerships, strategy, entrepreneurship and business development.

{% hint style="info" %}
The Foundry leverages our combined strength and our priorities to enable better outcomes for Rockstar Builders that choose to engage in equity ventures.
{% endhint %}

***

### Formula:

* Clear "check points" that describe how much Silver Door is willing to invest in terms of technical milestones during a phase of product development.
* Clear boundaries in terms of how the technical development pipeline will operate and it's decision making structure.
* Recurring client and operator communication; to help keep strategy priorities aligned and known.
* Manage optics, brand continuity and presence.
* Legal agreements that are crispy and clear.

### Incentives:

10% of equity for prospecting, qualifying, closing and maintaining partnerships.

<figure><img src="/files/JlcrKrP2W2PM1BmYAqGc" alt=""><figcaption></figcaption></figure>


# Operators

The "Operators" are the core of the Silver Door.  We operate equity ventures in collaboration with the Foundry and our partners.

{% hint style="info" %}
**Steve Jobs:**&#x20;

"Monopolies are driven by sales ... product genius gets rotted out, craftsmanship gets rotted out and they have no consideration for the customer."
{% endhint %}

***

### Formula:&#x20;

Silver Door product specialists are the operators of long term equity partnerships. That means we build products with a special emphasis on longevity, management, minimization of technical debt, and documentation.&#x20;

* Stage code, elements and frameworks for reproduction before moving into the specific implementation.
* Documentation and guides are your friend.  They make it easier for you to tap out and off-board after long periods of pressure and obsession.
* Change requests should never violate the original partnership agreement check points.
* Design systems that can be easily expanded to incorporate more builders.
* Build highly detailed scopes, and document any changes to scope.
* Always document specifications and requirements clearly.
* If you're intimidated by a problem; ask for help.
* End to end security oriented testing.
* We never negotiate alone.
* Automate everything.

***

### Incentives:

Partnership operators are rewarded with equity during the early stages of company formation, and a mix of cash and equity in later stages.  Some of this will be issued in the form of Silver Door non-voting shares, and some will be awarded in a special "SubDAO" voting share that represents ownership in that particular partnership.  That means you will own a part of the venture, product, and the vision that you are co-creating. &#x20;

Silver Door entwines the incentives of all members by retaining a portion of each new equity partnership; in the form of voting shares.  This means that every Silver Door member has some exposure to the success or failure of each and every single partnership; through their non-voting SD shares. &#x20;

When we say "ask for help", every member of Silver Door has the perfect excuse to help out - because they stand to gain from the success of each partnership.  This also acts to socialize the risk and rewards of ventures; because the collective takes on some of the risk and reward.  Even if you operate a venture that isn't successful; you will have exposure to the other ventures which are successful.

After successful capital raises, Silver Door partnership operators will be expected to manage the growing product development services pipeline.  This is when we will typically engage Raid Guild or other external contractors to provide supplemental development services.

Most equity partnerships will have three clear phases with different incentives:  &#x20;

1. **Formation:**  Partnerships that are pre-seed.  These partnerships are formed with well qualified entrepreneurs who have good ideas; and the skill set and network to raise funds.  The goal is to build simple lovable and complete minimum viable products; and push the venture to raise.  These are the most risky and rewarding ventures; and can often issue significant amounts of equity without any tax consequences.
2. **Product Market Fit:**  These are partnerships that have raised funds and typically have a working product.  Lots of consideration goes into tightening UX, UI and adding new features that give the product "Wow" factor.  The goal here is to get the product into the world, gather feedback and rapidly iterate on product improvement cycles.  The rewards in this phase will likely be a mix of cash and optional equity compensation.
3. **Scaling:** So we have a great product, and people *like it.*  Now it's time to put the foot on the pedal and rapidly expand.  This aspect of the venture cycle will have an emphasis on process, management structures and consistency.  The expanding work force provides it's own challenges, especially in software development apparatus.  The marketing dollars will flow; and now need is to make sure that each customer receives that clean consistently good experience.  Typically by this point the rewards will be almost entirely salary based.

<figure><img src="/files/Pr0huTOShQtWXEUJ8D3y" alt=""><figcaption></figcaption></figure>


# Kazoku

"Kazoku" is the Japanese word for family.  We are the people people of the Door.

{% hint style="info" %}
Really talented individuals have lots of options; so we leverage the strengths of DAOs to be the best option.
{% endhint %}

***

### DAO Advantages:

DAOs can offer unprecedented freedom, unrestricted capacity for human growth, an outrageously relaxed and creative environment.

We want to get intentional about the qualities of DAOs that make them radical, nonconforming and *better* than the trad corp treadmills.  How do we enhance our strengths?

### Incentives:

Kazoku focus members earn rewards by recruiting and leveling-up members.  Each Silver Door member will have a "companion" through their journey here.  Companions receive incentives based on the performance of anyone they recruit.

* Companions manage the on-boarding process; and generally work to help the new member become connected within Silver Door.

<figure><img src="/files/QC7HbZuNfS5aqxmYZRlY" alt=""><figcaption></figcaption></figure>


# Alumni DAO

Silver Door was born from the greater ETHDenver ecosystem.

***

Silver Door is the first "Alumni" DAO born from the RaidGuild ecosystem.  We are a special DAO for only the best "Rockstar Builders".  We believe that the best product talent in the world craves the unprecedented freedom and empowerment which only member-owned DAOs can provide.  In order to attract "Rockstar Builders"; we need to cater to their needs and desires.

Silver Door was created to service demand for long-term technical partnerships in the RaidGuild ecosystem. We are designed to be an Alumni DAO that provides sticky incentives for "Rockstar Builders".  We are part of a greater community of the world's foremost experts and builders in the decentralized autonomous organization space; disseminated from the illustrious ETHDenver and Metacartel. &#x20;

We recognize that contributing to the commons, and retroactively rewarding the builders of the commons are both incredible ways to have positive sum impact.  We stand on the shoulders of giants; and we remember them.

We are the lure of greater rewards for the DAO space.  In DAOs; people are the most potent and precious resource.  We help to preserve that resource.

<figure><img src="/files/YgrdDKqwBWBM2sgOAh3p" alt=""><figcaption></figcaption></figure>


# DAO Ecology

A flywheel is just a business term for a virtuous ecological cycle.  We are closing the loop of value creation for the service DAO ecosystem.

***

We were born from the flywheel mechanism responsible for ETHDenver's smashing success.  ETHDenver gave birth to the &#x20;

That flywheel works in a few steps. Attendees receive free tickets to the event; and then gain the skills to become builders.  Builders get real hands on experience in order to become hackathon judges, participants and mentors.  Hackathon winners go on to build rad successful companies which sponsor the event.  Those sponsorships keep tickets free; enabling a circular ecology of success.

<figure><img src="/files/nlTyK2Da4WFm0kq53IWF" alt=""><figcaption></figcaption></figure>

***

Silver Door is an attempt to fulfill an ecological niche in the Service DAO ecosystem.  Service DAOs greatest strength and value proposition is their capability to accelerate the growth of human capital.  Service DAOs, like RaidGuild, cultivate amounts of valuable human capital.  DAOs in this regard are the most potent accelerants of human professional growth yet.  They quickly help humans blossom into rockstar builders.

One of the problems that Silver Door helps to fix; is that rockstar builders tend to seek out "sticky incentives".  Rockstar builders seek sticky incentives.  In order to close the loop of value production within the Service DAO ecosystem; we need an organization that can offer these high-risk high-reward sticky incentives to rockstar builders.

We imagine a regenerative ecological flywheel model for the service DAO space.  One where individual and collective needs are satisfied through cooperation; just like in nature.  There's three classes of DAOs in this ecology:&#x20;

* Permission-less or inclusive organizations like Metagame or 1Hive which act as "Entry" DAOs.  These DAOs serve to provide the fundamental education and inculturation that will ultimately lead participants towards success.  These are community spaces where people will learn the most essential basic knowledge of why blockchain and DAOs are important; and how to succeed in them.  We imagine that each individual "Entry" DAO will specialize in skill types as well.  Some might focus on product development and others might focus on trading or finance.
* Exclusive organizations that provide specific value at scale called "Service" DAOs like RaidGuild, Bankless Consulting, CR8R and WGMI.  RaidGuild was one of the very first service DAOs; and it was definitely one of the most successful.  Service DAOs create value for clients in a myriad of different ways.  These are the fiery forges and arenas of the DAO space.  Participants rapidly become experts and masters of creating value leveraging their abilities.
* Invitation only organizations that build towards positive visions for the future called "Alumni" DAOs.  These are the endgame meta spaces of the service DAO ecosystem, the Elysiums of the DAO ecosystem.  They could be places to live out utopian experiments such as Zuzalu, incubators of the future technologies that will change the world like Metacartel Ventures, or moonshot attempts to equalize the power of human capital and financial capital.

<figure><img src="/files/VK68Yt1MoawKHQifImYc" alt=""><figcaption></figcaption></figure>


# Better DAO

Silver Door was founded by world leading DAO experts.

***

Silver Door has solutions for some of the most debilitating problems of DAOs:

* Exponential Operational Overhead
* Too Many Cooks
* Agent None

***

## Exponential Operational Overhead

DAOs are open horizontal quasi or completely democratic organizations; as such anyone can put forth ideas and shape the destiny of the org. This freedom to self-determine and insist upon the determination of the organization is the super power of DAOs.

This can also quickly become a nightmare; as each new member participating in the decision making process *multiplies* the resource requirements of these operations.

*Symptoms:*

* Governance fatigue
* Governance paralysis
* Lack of individual autonomy and freedom

### *Solution:*

Silver Door needs to carefully decide how to expend the massive amount of energy required to conduct DAO-wide voting.  Some things we probably need to vote on:

* Board of Director Seat Elections
* New Members
* Discretionary (Non-essential) Budgets

As long as the ultimate power to execute the will of the DAO falls upon the membership itself; then everything else is permitted.

***

## Too Many Cooks

The *“too many cooks”* problem can arise when people with different skillsets, knowledge or comprehension attempt to solve the same problem. The lack of clear rules and a specific code of conduct can result in conflict, with everyone trying to add their own flavor to the mix.

*Symptoms:*

* Diluted personal responsibility
* Slow or ineffective internal projects
* Abandoned projects
* Apathy

### *Solution:*

*We know that this problem is tractable, because it's been largely solved for in Raid Guild **during** the client engagement process.  When we are raiding - everyone knows their role, requirements and we just get stuff done.*

Silver Door will have clear spheres and subdomains of expertise.  That should help to create clear lanes for the three different functions of the DAO.  Product people can do product things without worrying about branding, marketing or negotiating with potential partners.

We also foster some common social conventions that are palatable and benign from the traditional workplace.

***

## Agent None

Corporations succeed and thrive by having specialized experts work on specific problem sets; ***with great agency***. DAOs can be like a void. Participants can feel like they have a good idea; but that they aren’t welcome or allowed to take action.

Agency is powerful and efficient and DAOs will not thrive without agents.

*Symptoms:*

* Low participation
* Friction
* Participant turn over

### *Solution:*

{% embed url="<https://hackmd.io/OqgdgjfCQQa3qDZQKHqS_g>" %}
Original brainstorm document
{% endembed %}

{% embed url="<https://silverdoor-seneschal-git-v2-manolingam.vercel.app/>" %}
Working dApp MVP
{% endembed %}

<figure><img src="/files/ZblT7uMH6whQJmMuP42z" alt=""><figcaption></figcaption></figure>


# Elections

Silver Door holds board of directors elections yearly.

Silver Door has a core election mechanism which is purely democratic.  Each year the membership gets to propose new or former board of director seats; and each Silver Door member has one vote.

***

{% hint style="info" %}
As a Colorado Limited Cooperative Association, we need to maintain a board of directors.  The board members have a directive and an obligation to act as fiduciaries on the behalf of the Silver Door cooperative.
{% endhint %}

### Nomination

Any loose coalition of Silver Door members can nominate a new or previous board member.

### Campaign

Each board nominee will have an immutable "platform" proposal document which is uploaded to Arweave via Mirror.  The platform will contain a mix of concrete deliverable outcomes and heuristic pledges.  Each platform is a commitment that the nominee will take certain actions, conduct themselves in a certain way and achieve certain goals.

Board nominees may endorse others and co-create platforms.  Board roles are not all interchangeable; so each seat will have it's own unique pool of nominees.

It is up to the members to determine if there will be debates or other events that shape the election process.

### Certification

Successful candidates will be certified on-chain with the minting of a special "Board Member" Hat. &#x20;

<figure><img src="/files/JCxi1t4p8r4vhWpFe2vD" alt=""><figcaption></figcaption></figure>


# Hats Organization

Silver Door uses Hats Protocol to increase individual's agency, impact and autonomy.

Hats Protocol allows us to have fluidly shifting organizational structures and even hierarchies while maintaining the decentralized source of final authority in our DAO.  Individuals can be granted powers, roles, privileges and responsibilities by wearing special "Hats" tokens.

What thy DAO giveth, thy DAO taketh away.

***

{% hint style="info" %}
Although we will be experimenting with some hierarchal relationships in Silver Door, fundamentally every member of Silver Door is an equal.  This is enshrined in the way we distribute governance power.
{% endhint %}

### Organization

Silver Door organization will be composed of a few key components:

1. Silver Door Member DAO.  This is the ultimate source of authority in our structure.  The Silver Door Member DAO is entirely democratic.  Each member has equal voting rights.  This DAO wears the "Top Hat"; and can elect or remove board of directors members.
2. Silver Door Public DAO.  This is the treasury of Silver Door.  It dictates the economic rights of members and investors.  Silver Door Public is operated by the board of directors; but owned collectively.  This DAO issues Silver Door Equity Allocations for both members and fund raising.
3. The Board of Directors multi-signer wallet.  This Safe contract acts as the board treasury; and is operated through the use of a Hat Signer Gate Zodiac module.  This means any account wearing the "Board Member" hat is able to act as a signer on the Safe.
4. A "Board of Directors" hat; which is worn by the Board of Directors Safe account.  This allows the Board Members the capability to further delegate powers and authorities to Silver Door members and contracts.
5. A Seneschal shaman for distributing Silver Door Public non-voting shares and ERC20 rewards to Silver Door members who take initiative and create value.
6. A pair of Hats for operating the Seneschal Shaman.  The "Sponsor" hat wearer is responsible for identifying promising internal Silver Door projects, work orders, proposals and sponsoring them with a reward commitment.  The "Verifier" hat wearer is responsible for timely review, quality control and approval of successfully completed commitments.

***

### On-chain Structure: &#x20;

<figure><img src="/files/HKWiHpvrXm99xu9kdTqG" alt=""><figcaption></figcaption></figure>

### Hat Tree:

<figure><img src="/files/HV08SNM8KI6dcj301I09" alt=""><figcaption></figcaption></figure>

### SubDAO Operations:

<figure><img src="/files/n5uRhu0LUquR9MpeUUnM" alt=""><figcaption></figcaption></figure>


# Board of Directors

The Board of Directors is bestowed power and authority by the Silver Door Limited Cooperative Association.

The Board of Directors are the official elected agents of the Silver Door DAO.  The are bound to act as fiduciaries to the cooperative but they are not all-powerful.

***

{% hint style="info" %}
Although the board of directors has significant power; we intentionally want to respect the sovereignty of our membership.  All members are encouraged to participate in discussion; with respect to their expertise on the subject matter.
{% endhint %}

### Powers:

The board of directors is delegated certain authority and powers by the SDMember DAO:

1. The board controls the SDPublic DAO and the Board of Directors multi-sig.
2. The board must execute the will of the members in economic regards after a successful proposal is issued through the SDMember DAO.
3. The board will have a discretionary budget held in the Board of Directors multi-sig.
4. The board can draw funds from the SDPublic DAO only in conjunction with a successful budget approval proposal from the SDMember DAO.
5. The board will be responsible for nominating the Sponsor and Witness hat wearers to operate the Seneschal shaman.
6. Each Board seat will be a representative of one of the three Silver Door Spheres, the Foundry, Operators or Kazoku.
7. The board of directors has the final say on accepting or rejecting partnership requests, trial periods and terms.
8. In issues of disagreement for equity or partnership proposals; the board's power is considered the final authority in lieu of a governance action by SDMembers.

***

### Limitations:

The board of directors should avoid taking action which infringes on member sovereignty.

1. The Board will not intentionally obfuscate important matters from the members.
2. The Board will not commit to any engagement on behalf of specific members without consulting and receiving consent.
3. The Board will dictate to operators in regards to technical matters for SubDAO, partner or venture operations.
4. The Board cannot add new members.
5. The Board will not compel members to take on roles or responsibilities.

***

### Process:


# Meetings

### Friday General Standup

The Thursday Night Standup meeting is currently at 9 PM PT in the Silver Door Discord Key Holder voice channel; but we will be adding and changing the meeting calendar soon.


# Public Legal

Silver Door is a Colorado LCA:\
\
The Denver ULCAA, or Uniform Limited Cooperative Association Act, is a legal framework established in the city of Denver, Colorado, to govern limited cooperative associations (LCAs) operating within its jurisdiction. This framework provides a set of rules and regulations that define the structure, operation, and rights of limited cooperative associations, which are unique forms of cooperative entities with limited liability features.

{% hint style="info" %}
**Notes:** Laws and regulations change all the time, these descriptions and components are given for consideration.
{% endhint %}

Key components of Denver ULCAA law include:

1. Formation and Registration: The act outlines the procedures for forming and registering a limited cooperative association in Denver. This typically involves filing necessary documents with the appropriate government agency, specifying the association's name, purpose, and membership requirements.
2. Member Rights and Responsibilities: The ULCAA specifies the rights and responsibilities of members within the limited cooperative association. This may include voting rights, access to financial information, and participation in decision-making processes.
3. Governance Structure: The act defines the governance structure of the association, including how the board of directors is elected or appointed, its powers, and its duties.
4. Liability Protection: One of the key features of an LCA is limited liability for its members. The Denver ULCAA would outline the extent to which members are protected from personal liability for the association's debts and obligations.
5. Dissolution and Termination: Procedures for dissolving or terminating the limited cooperative association are typically addressed in the ULCAA. This may include distribution of assets and settlement of debts.
6. Reporting and Disclosure: The act may require the association to provide periodic reports and financial disclosures to its members, as well as maintain records and books of account.
7. Amendments and Changes: Procedures for amending the association's governing documents or making significant changes to its structure are typically outlined in the ULCAA.
8. Conversion and Merger: The ULCAA may provide guidelines for converting a limited cooperative association into another legal entity or merging with other associations.

In essence, a Denver ULCAA is a legal document that serves to clarify and codify the rights and responsibilities of limited cooperative associations and their members operating within the city of Denver. It is intended to provide a clear legal framework to facilitate the operation of these unique cooperative entities while ensuring protection for their members. It is important for individuals and businesses considering forming or participating in a limited cooperative association in Denver to familiarize themselves with the specific provisions of the Denver ULCAA to ensure compliance and understanding of their legal obligations and rights.

Any security, patronage refund, per unit retain certificate, or evidence of membership issued or sold by a cooperative association as an investment in its stock or capital to the members of a cooperative association formed under this article or a similar law of any other state and authorized to transact business or conduct activities in this state is exempt from securities laws as contained in article 51 of title 11, C.R.S. Such securities, patronage refunds, per unit retain certificates, or evidence of membership may be sold lawfully by the issuer or its members or salaried employees without the necessity of being registered as a broker or dealer under the "Colorado Securities Act", article 51 of title 11, C.R.S.

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# Members Legal

In joining Silver Door, each member is required to sign a critical document known as "The Joinder Agreement." This agreement serves as a pledge to abide by the principles and guidelines laid out in both the grimoire and the membership agreement. By signing the Joinder Agreement, members signify their commitment to the cooperative's values and rules, fostering a cohesive and cooperative community. This binding commitment ensures that every member plays an integral role in upholding the shared vision and responsibilities of Silver Door, promoting transparency, trust, and collective success. There are certain legal obligations that a member way wonder, these are by no means a complete list and may evolve over time.

**Legal Implications:**

1. **Limited Liability:** One of the primary legal benefits for members of a Denver ULCAA is limited liability. Members are generally not personally liable for the debts and obligations of the cooperative association. This means that if the ULCAA incurs debts or faces legal issues, the personal assets of individual members are typically protected.
2. **Legal Rights:** Members have certain legal rights within the cooperative. These rights may include the right to vote on important matters affecting  Silver Door, access to financial information, and the ability to participate in decision-making processes. The specific rights can be outlined in the Silver Door's governing documents (The Grimoire of the Silver Door).
3. **Fiduciary Duties:** Members may have fiduciary duties to Silver Door. These duties can include acting in the best interests of the cooperative, avoiding conflicts of interest, and maintaining confidentiality regarding sensitive information.
4. **Termination and Dissolution:** Silver Door may outline the procedures for a member's withdrawal from the cooperative or the dissolution of the association itself. These procedures can have legal implications, including the distribution of assets and settling of debts.
5. **Contractual Obligations:** Members may enter into contracts or agreements with the ULCAA. These contracts can have legal implications, and members should ensure they understand the terms and obligations they are committing to.

**Tax Implications:**

1. **Pass-Through Taxation:** Silver Door is taxed as pass-through entities for federal income tax purposes. This means that the association itself does not pay federal income taxes. Instead, the profits and losses "pass through" to the members, who report their share of these on their individual tax returns. This can simplify taxation for members.
2. **State and Local Taxes:** While federal taxation may be simplified, members should be aware of state and local tax implications, which can vary. The tax treatment can differ from state to state, and local tax laws may also apply.
3. **Tax Deductions:** Members may be eligible for certain tax deductions related to their involvement in the ULCAA, such as deductions for business expenses or contributions to the cooperative.
4. **Self-Employment Taxes:** Depending on their involvement in the cooperative's activities, members may be subject to self-employment taxes on their share of the income generated by members.
5. **Tax Reporting:** Members will need to ensure proper tax reporting, including filing Schedule K-1 forms (for partnerships) or similar forms for other types of pass-through entities to report their share of income, deductions, and credits to the tax authorities.
6. **Tax Compliance:** Staying compliant with tax regulations is essential. Members should keep accurate records of their income and expenses related to Silver Door, as well as be aware of tax filing deadlines and requirements.

It's crucial for members of Silver Door to consult with legal and tax professionals who are well-versed in cooperative taxation and Colorado state laws to understand the specific legal and tax implications that apply to their situation. Compliance with these legal and tax obligations is essential to avoid potential legal issues and tax penalties.


