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TEN Network Association - A Brief Explainer

This document attempts to explain in simple terms what the TEN Association is and why it exists.

The Association

The TEN Network Association ("Association") is an independent legal entity with legal capacity. It is a not-for-protfit organisation and does not pursue commercial purposes. It is governed by Swiss law. Its duration is unlimited. The official language of the association is English.
The registered address office and administration is: Zug, Switzerland.
The purpose of the Association is to directly or indirectly further the growth and development of the open-source TEN software protocol and the surrounding community as well as ecosystem. To serve this purpose, the Association plans and implements initiatives, including participation in initiatives with other organisations, for example, by providing financial grants.

TEN Governance (DAO)

Members of the TEN ecosystem who want to be part of TEN's advancement can submit TEN Improvement Proposals, or TIPs. TIPs form part of the decision-making process for TEN through a combination of General Assembly votes and decentralized governance mechanisms using TEN tokens.

TEN Governance Voting

To be eligible to vote, you must hold at least 1 TEN token for at least 30 days. This prevents flash loan attacks on the Association.

Association Membership

There are two types of member: Founding Member (members present at the inauguration of the Association or designated by the Governance Committee within 1 month of inauguration) and Ordinary Member. Anyone can apply to the Governance Committee to become a member. Membership is not automatically granted for token holders. There is no membership fee and members may resign from the Association at any time, provided that they notify the Governance Committee at least 30 days in advance.

Members can be expelled by the Governance Committee following a majority vote by the General Assembly if a member is in breach of any the Association's regulations or if the member engages in behaviour which is detrimental to the interests of the Association.

Voting

Each ordinary member has one vote and each founding member has two votes.
To be eligible to vote, you must be a member of the Association and you must hold at least 1 TEN token for 30 days.

Association Structure

The bodies of the Association are:

  1. General Assembly
  2. TEN Governance
  3. Board
  4. other bodies, as determined by the General Assembly or TEN Governance
  5. the auditors, if required

This Venn diagram shows how the different bodies and their membership are related:

Member-Venn)

The General Assembly

The General Assembly is the highest authority in a Swiss association. As such, changes to the powers of the General Assembly is the most burdensome therefore changes have to be considered very carefully and changes are made thoughtfully. Generally, the General Assembly is repsonsible for adopting and amending the articles and regulations which define how the Association operates. They can also elect and dismiss members of the Governance Committee.

Meetings of the General Assembly are called at least 20 days in advance and all members are invited. Motions to be submitted for discussion at the meeting within 5 days after the invitation notice however they require support from at least 20% of the members to be accepted.

Appendix

Relevant Swiss Civil Code

The Swiss Civil Code Articles 60 to 79 deal primarily with the law of associations, a form of legal entity in Switzerland. This segment of the Swiss Civil Code is crucial for understanding how non-profit organizations and various types of clubs and associations are formed, organized, and governed in Switzerland. Here's a brief overview:

Article 60: This article sets the foundation for the establishment of associations. It states that any group formed for a purpose that is not illegal or immoral, and which does not aim for economic gain, can be considered an association.

Article 61: This addresses the internal organization of an association, including its statutes. It requires that an association's statutes must be in written form and must specify the purpose, means, and resources of the association.

Article 62: This article deals with the public nature of associations. It allows for the registration of an association in the public register, although registration is not mandatory unless the association engages in commercial activities.

Article 63: This focuses on the governance of associations. It outlines the minimum requirements for managing bodies and their duties.

Articles 64-66: These articles discuss the rights and obligations of members, including conditions for admission, resignation, and expulsion.

Article 67: This article deals with the resources of the association, including member contributions and other income.

Articles 68-70: These articles address the liabilities of the association and its members, particularly focusing on debts and other financial obligations.

Articles 71-75: These articles are concerned with the dissolution of an association, including the conditions under which it can be dissolved and the handling of its assets post-dissolution.

Articles 76-79: These final articles cover miscellaneous provisions related to associations, including special rules for certain types of associations and regulatory oversight.