ProposalsProposal 913
ProposalsProposal 913
Appoint JP as a DUNA Compliance Administrator. This proposal lays out relevant legal guidance, admin responsibilities, and related information for the upcoming DUNA admin term.
The Compliance Administrators’ duties, responsibilities and authorization to act on behalf of the DAO are enumerated in the Bylaws set forth in Proposal 727. This proposal contains certain modifications of those duties, responsibilities, and authorization to act on behalf of the DAO that are effective only as to my initial term as a Compliance Administrator. (If another Compliance Administrator is elected, her duties, responsibilities and authorization to act on behalf of the DAO will be determined by the Bylaws, or a DAO proposal that modifies them.) These modifications are in accordance with Section 2.2 of the Bylaws, which states that the DAO may authorize a Compliance Administrator to exercise rights, powers, and privileges set forth in an approved DAO proposal.
Hi, everyone! My name is João Pedro Costa, but most of you know me as JP. I have been breathing Nouns every day since July 2022.
I am a multidisciplinary creator contributing across a wide range of projects for the brand, from an official collaboration with Ledger to an IRL crypto hub in Brazil, from an animated series to an interactive map showcasing nounish spots around the world. Along the way, countless experiments, pieces of content, and community-driven events.
I believe this role requires someone who has been consistently involved in the community, who operates with transparency, takes initiative to help others, and is deeply committed to Nouns. I am confident I am one of the best people to take on this position.
This proposal is in accordance with the 2026 DUNA Admin Election process ratified by the Election Process proposal, and meets the following criteria:
Thank you all for reading and for considering me as a DUNA Compliance Administrator. Whether it is weird or break even, let’s keep Nouns alive.
Nouns DAO has completed its transition from a Cayman Foundation structure to a Wyoming DUNA, as authorized in Proposal 662. Under the Wyoming DUNA Act:
"Administrator" means a person authorized by the members of a decentralized unincorporated nonprofit association to fulfill administrative or operational tasks at the direction of the membership (Wyoming DUNA Act, 17-32-102. "Definitions(a)(i)"). Additionally, Section 17-32-123. "Selection of administrators; rights and duties of administrators" provides that an administrator will have no authority to act on behalf of the DAO absent specific authorization from its membership.
The DAO now operates as a legally recognized nonprofit association within the United States. This requires ongoing compliance with:
The Compliance Administrator structure exists to ensure that the DAO can confidently and continuously meet these obligations.
Compliance Administrators review proposals, ensure alignment with the DAO Bylaws and U.S. law, oversee KYC onboarding, manage offchain assets, and coordinate with accountants, tax and legal advisors, and other vendors. These responsibilities require continuous monitoring, communication, and coordination. A high-level overview of the workload is below.
Proposal and Legal Oversight
Grant and Treasury Compliance
KYC and Contributor Onboarding
Operations and Administration
Community Transparency
The above work enables smooth operations, reduces legal and tax exposure, and ensures the DAO remains transparent and accountable to its contributors.
The Administrator shall fulfill certain administrative or operational tasks required by the DAO by exercising only the powers, rights, and privileges as specifically enumerated via proposals passed by Nouns DAO, including this proposal and the Bylaws set forth in Proposal 727. The Reserve Administrator acts as an alternate to the Compliance Administrator, ensuring consistent fulfillment of compliance duties and providing advisory support as needed.
Per Nouns DAO Proposal 662, Administrators "will be responsible for making sure taxes are filed, overseeing KYC of grants, and making sure vetoers are aware of potentially problematic proposals" as main priorities. In accordance with this, the Compliance Administrator's duties shall include:
During the Administrator's term, to ensure clarity, the Administrator will refrain from voting with their own Nouns and will use a separate administrator wallet to signal whether a proposal is in compliance. They will not vote FOR or AGAINST any proposal, but will communicate on-chain in regards to compliance. They will retain all other rights as a member of the DAO.
Additionally, the Compliance Administrators will avoid voting on Nouns DAO proposals in any subdaos or meta-governance during their term.
The Compliance Administrators may however submit any proposals needed to further the authorized activities noted in this proposal or as needed.
In order to facilitate payments that can not be made directly in crypto via proposal, the Compliance Administrator will be authorized by this proposal to open a bank account for this purpose. The Compliance Administrator may only pay any specific DAO service providers or bills if authorized to do so via a DAO proposal.
The DAO shall indemnify and hold harmless, to the fullest extent permitted by applicable law, the Compliance Administrator for any debt, obligation or other liability incurred in the course of activities on behalf of the DAO. Note any limitations that may be found in the Wyoming DUNA Act.
The intended term for this role as Compliance Administrator under this proposal is 1 year from the beginning of the compensation stream. The DAO may adjust this term via proposal to remove/replace me as Compliance Administrators. Note: Administrators are independent contractors and not employees of the DAO.
Relevant information may also be found in the Wyoming DUNA Act, The Bylaws and any proposals passed by the DAO may alter the duties and responsibilities of the Administrator or limit the authorization of Administrator to act.
The proposed compensation for JP's role as Compliance Administrator will be 60,000 USDC paid via stream (5,000 USDC per month). This stream will be cancellable upon the passage of a proposal to remove and/or replace the Compliance Administrator.
Administrators will be responsible for the purchase of any E&O or D&O insurance if desired. Any other expenses necessary to execute the Administrator's duties will be submitted for authorization via proposals to the DAO.
Following the successful passing of this proposal, the DUNA will enter into an Administrator Agreement with JP that sets forth the proposed compensation and other terms and conditions of their role as Compliance Administrator.
Appoint JP as a DUNA Compliance Administrator. This proposal lays out relevant legal guidance, admin responsibilities, and related information for the upcoming DUNA admin term.
The Compliance Administrators’ duties, responsibilities and authorization to act on behalf of the DAO are enumerated in the Bylaws set forth in Proposal 727. This proposal contains certain modifications of those duties, responsibilities, and authorization to act on behalf of the DAO that are effective only as to my initial term as a Compliance Administrator. (If another Compliance Administrator is elected, her duties, responsibilities and authorization to act on behalf of the DAO will be determined by the Bylaws, or a DAO proposal that modifies them.) These modifications are in accordance with Section 2.2 of the Bylaws, which states that the DAO may authorize a Compliance Administrator to exercise rights, powers, and privileges set forth in an approved DAO proposal.
Hi, everyone! My name is João Pedro Costa, but most of you know me as JP. I have been breathing Nouns every day since July 2022.
I am a multidisciplinary creator contributing across a wide range of projects for the brand, from an official collaboration with Ledger to an IRL crypto hub in Brazil, from an animated series to an interactive map showcasing nounish spots around the world. Along the way, countless experiments, pieces of content, and community-driven events.
I believe this role requires someone who has been consistently involved in the community, who operates with transparency, takes initiative to help others, and is deeply committed to Nouns. I am confident I am one of the best people to take on this position.
This proposal is in accordance with the 2026 DUNA Admin Election process ratified by the Election Process proposal, and meets the following criteria:
Thank you all for reading and for considering me as a DUNA Compliance Administrator. Whether it is weird or break even, let’s keep Nouns alive.
Nouns DAO has completed its transition from a Cayman Foundation structure to a Wyoming DUNA, as authorized in Proposal 662. Under the Wyoming DUNA Act:
"Administrator" means a person authorized by the members of a decentralized unincorporated nonprofit association to fulfill administrative or operational tasks at the direction of the membership (Wyoming DUNA Act, 17-32-102. "Definitions(a)(i)"). Additionally, Section 17-32-123. "Selection of administrators; rights and duties of administrators" provides that an administrator will have no authority to act on behalf of the DAO absent specific authorization from its membership.
The DAO now operates as a legally recognized nonprofit association within the United States. This requires ongoing compliance with:
The Compliance Administrator structure exists to ensure that the DAO can confidently and continuously meet these obligations.
Compliance Administrators review proposals, ensure alignment with the DAO Bylaws and U.S. law, oversee KYC onboarding, manage offchain assets, and coordinate with accountants, tax and legal advisors, and other vendors. These responsibilities require continuous monitoring, communication, and coordination. A high-level overview of the workload is below.
Proposal and Legal Oversight
Grant and Treasury Compliance
KYC and Contributor Onboarding
Operations and Administration
Community Transparency
The above work enables smooth operations, reduces legal and tax exposure, and ensures the DAO remains transparent and accountable to its contributors.
The Administrator shall fulfill certain administrative or operational tasks required by the DAO by exercising only the powers, rights, and privileges as specifically enumerated via proposals passed by Nouns DAO, including this proposal and the Bylaws set forth in Proposal 727. The Reserve Administrator acts as an alternate to the Compliance Administrator, ensuring consistent fulfillment of compliance duties and providing advisory support as needed.
Per Nouns DAO Proposal 662, Administrators "will be responsible for making sure taxes are filed, overseeing KYC of grants, and making sure vetoers are aware of potentially problematic proposals" as main priorities. In accordance with this, the Compliance Administrator's duties shall include:
During the Administrator's term, to ensure clarity, the Administrator will refrain from voting with their own Nouns and will use a separate administrator wallet to signal whether a proposal is in compliance. They will not vote FOR or AGAINST any proposal, but will communicate on-chain in regards to compliance. They will retain all other rights as a member of the DAO.
Additionally, the Compliance Administrators will avoid voting on Nouns DAO proposals in any subdaos or meta-governance during their term.
The Compliance Administrators may however submit any proposals needed to further the authorized activities noted in this proposal or as needed.
In order to facilitate payments that can not be made directly in crypto via proposal, the Compliance Administrator will be authorized by this proposal to open a bank account for this purpose. The Compliance Administrator may only pay any specific DAO service providers or bills if authorized to do so via a DAO proposal.
The DAO shall indemnify and hold harmless, to the fullest extent permitted by applicable law, the Compliance Administrator for any debt, obligation or other liability incurred in the course of activities on behalf of the DAO. Note any limitations that may be found in the Wyoming DUNA Act.
The intended term for this role as Compliance Administrator under this proposal is 1 year from the beginning of the compensation stream. The DAO may adjust this term via proposal to remove/replace me as Compliance Administrators. Note: Administrators are independent contractors and not employees of the DAO.
Relevant information may also be found in the Wyoming DUNA Act, The Bylaws and any proposals passed by the DAO may alter the duties and responsibilities of the Administrator or limit the authorization of Administrator to act.
The proposed compensation for JP's role as Compliance Administrator will be 60,000 USDC paid via stream (5,000 USDC per month). This stream will be cancellable upon the passage of a proposal to remove and/or replace the Compliance Administrator.
Administrators will be responsible for the purchase of any E&O or D&O insurance if desired. Any other expenses necessary to execute the Administrator's duties will be submitted for authorization via proposals to the DAO.
Following the successful passing of this proposal, the DUNA will enter into an Administrator Agreement with JP that sets forth the proposed compensation and other terms and conditions of their role as Compliance Administrator.
