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A Phase 1 document that bridges the on-chain DAO and the off-chain legal entity – defining who can sign contracts, hold accounts, and represent the DUNA to third parties (exchanges, market makers, service providers, regulators).

The document this card asks the community to ratify does not exist, and its absence is structural rather than an oversight. The framework was reorganised around the Operating Agreement in May 2026 – the commit message reads "Restructure framework: OA-first hierarchy" – and the wrapper function went into that instrument. The ratification set lists twenty-one documents that GP-PRE-1 puts to the community, and a legal wrapper policy is not among them.

The distinction matters for how this card can ever be closed. The Operating Agreement, the Certificate of Formation and the BOIR template are, in the framework's own words, "executed and filed by the Transition RAC at formation (not 'ratified' by the community vote)." The community's leverage over representation authority is therefore indirect: it ratifies the Charter and the policies the Operating Agreement recognises, and the Operating Agreement gives that framework legal effect from the transferor's side of the arrangement.

Where the representation authority actually lives

Article IX of the Operating Agreement creates the office this card describes. Clause 9.2 has the Transition RAC designate a Legal Signatory by written resolution, and after the Transition Period the office passes to whoever the Charter or a valid governance decision designates. The Legal Signatory may execute contracts, transfer documents, custody documents and regulatory filings on the Company's behalf, act as its legal representative for entity-maintenance and compliance, sign the notices and certifications needed to give effect to a governance decision or keep the Company in good standing, and conduct legal proceedings where authorised.

The clause then does something the card's framing would not predict: it states that the Legal Signatory shall act only within the authority conferred by the agreement, the Charter and a valid governance decision, and shall not, merely by holding the office, be treated as a manager of the Company. The signature is a delegated act, not a seat of control – which is the point of the whole exercise for an entity that intends to end up algorithmically governed.

Contracting limits sit alongside it rather than in a policy of their own. Clause 9.12 makes the transfer, assignment or exclusive licensing of core intellectual property, repositories, domains or critical web2 credentials a protected matter, together with the disposal of material treasury assets and any movement outside approved custody – each requiring unanimity of the seated Transition RAC signers where an ordinary treasury action clears at 2-of-3 (§9.11). Three documents in the ratified set carry the rest of the mapping: the Treasury Signers Rules, the RAC Mandate and the On-Chain Identifiers & Verification Policy, the last of which is the record Activation Condition 5 checks the governance component and official venues against.

Deliverables

  • Ratify the Legal Wrapper & Representation policy – no such document; the wrapper is the Operating Agreement, executed and filed at formation.
  • Ratify the pieces that are in the GP-PRE-1 set: Treasury Signers Rules, RAC Mandate, On-Chain Identifiers & Verification Policy.
  • Designate the Legal Signatory by Transition RAC written resolution under §9.2, and publish the resolution.
  • Confirm the contracting-authority limits the community relies on are the §9.12 protected matters, and that nothing outside them binds the DAO without a governance reference.

Dependencies & cross-references

Sources

HydrateLast updated Sep 1, 2026v2.0.25 revisionsVerified Aug 21, 2026