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README.md

VNT Formation Proposal

Off-chain governance proposal to establish the Vaulta Network Trust for asset custody

Overview

This proposal establishes the Vaulta Network Trust (VNT) as an independent legal entity to hold off-chain shared assets on behalf of the Vaulta Network. The Vaulta Foundation is shutting down, and the network requires a permanent custodian for assets that cannot be held on-chain.

This is an off-chain proposal with no blockchain transactions. Network consensus happens through Block Producer approval via multisig proposal, which includes a permanent on-chain reference to this document.

The entity structure will be designed to reinforce that this is not a profit-seeking entity and should not have power over the network.

Entity Structure

VNT Purpose

The VNT will serve as custodian for:

  • Off-chain financial assets from the Vaulta Foundation
  • Vaulta brand and intellectual property
  • Operational services (Github, Google Workspace, domains, etc.)

The VNT must remain minimal in size and without influence despite controlling these assets. It exists to serve the network, not to control it.

Governance Structure

Transition Team (Temporary)

  • Size: 5 members (to be announced before proposal execution)
  • Threshold: 4 of 5 must agree
  • Role: Research legal structures, create entity, select first board
  • Authority: Delegated by Block Producer consensus

Board of Directors (Permanent)

  • Selection: Chosen by transition team
  • Accountability: Can be changed by 15 of 21 Block Producers at any time
  • Powers: Grant access to non-financial assets
  • Limitations: Cannot speak for network or make network governance decisions

Scope Limitations

The VNT is NOT responsible for:

  • ❌ Marketing or communications
  • ❌ Community management
  • ❌ Development work
  • ❌ Network governance decisions

Approval Process

Network consensus on this proposal happens through Block Producer approval via a dedicated multisig proposal.

Approval Includes:

  • VNT structure and governance
  • Transition team authority and composition
  • Board selection process
  • Financial and operational limitations
  • Accountability mechanisms

On-Chain Reference: The multisig will include a permanent reference to the VNT proposal document (via document hash in token transfer memo) creating a verifiable record of what Block Producers approved.

Implementation

This proposal has no on-chain actions. It is purely an off-chain governance proposal. Implementation happens through:

  1. Block Producer approval of multisig
  2. Transition team formation
  3. Legal entity research and creation
  4. Board selection
  5. Asset transfer coordination with Foundation

Security Considerations

Network Authority

  • Board Accountability: Board can be changed at any time by 15 of 21 Block Producers
  • Financial Control: Financial assets can only be used for legal compliance, domain/service maintenance, and basic administration
  • Spending Authority: Any other use of financial assets requires 15 of 21 Block Producer approval
  • Ultimate Control: Network retains ultimate authority over entity and assets

Transparency Requirements

The transition team will provide regular updates to Block Producers on:

  • Legal research findings and structure recommendations
  • Budget requirements and financial planning
  • Board selection process and candidates
  • Asset transfer progress and timeline

Entity Design

  • Entity structure designed to be non-profit-seeking
  • Minimal size and influence despite asset control
  • Cannot speak for network or make governance decisions
  • Serves the network, does not control it

Documentation

Full Proposal: documents/vnt-proposal.md

The complete proposal document includes:

  • Detailed VNT structure and governance mechanisms
  • Transition team priorities and responsibilities
  • Board powers, limitations, and accountability
  • Funding sources and budget requirements
  • Implementation timeline and milestones
  • Comprehensive security and transparency requirements