Initial Set-up CostsIntroduction
The QWAN DAO exists as a governance framework within the Foundation, a Cayman Islands foundation company, which serves the QWAN ecosystem. To establish the Foundation, certain costs were incurred for legal compliance, registration, and operational requirements. Decentralized governance, while an indispensable component of the QWAN ecosystem, comes with financial costs. In the interest of transparency, the Foundation publishes the below report detailing the actions and expenses involved in establishing, developing, and operating the Foundation and the QWAN DAO.Directors of the Qwan Foundation
Cayman Islands foundations, including the QWAN Foundation, is required to have at least one director responsible for the management and operation of the Foundation and to see to it that the wishes of the QWAN DAO are executed in accordance with the system of decentralized governance outlined in this QWIP-1. In particular, this includes entering into contractual arrangements on behalf of the Foundation, subject to Tokenholder direction where appropriate. These directors were required to be appointed as part of the initial set-up of the Foundation.The initial director(s) of the Foundation are the following individuals:
is the founder of Leeward Management Limited. He serves as an advisor to, and independent board member of Cayman Islands investment funds, investment managers, and technology companies. In these roles, Mr Kennedy's focus is on corporate governance and legal and compliance matters, bringing over 20 years’ experience with fund formation, operations, regulatory and business law to client boards. Mr Kennedy leads Leeward’s digital assets practice, working with some of the largest blockchain and digital assets investment funds, blockchain, FinTech and DeFi development companies and DAOs. Prior to founding Leeward, Mr Kennedy was an associate attorney with the Cayman Islands office of a multi-jurisdictional offshore law firm as part of the firm’s investment funds team, and was prior to that an equity partner with a Toronto, Canada based business law firm, practicing in the areas of corporate law and investment funds. Mr Kennedy holds Bachelor of Laws and Bachelor of Arts degrees from the University of Manitoba, Canada. Mr Kennedy is a Professional Director registered pursuant to the Directors Registration and Licensing Law, 2014. Mr Kennedy holds Canadian, United Kingdom and British Overseas Territories citizenships, and is a permanent resident of the Cayman Islands.
The director(s) are supervised and ultimately checked by the Supervisor to the Foundation, a Cayman Islands law requirement. Further, the Foundation is required to appoint a Secretary to carry-out its duties under Cayman law. The QWAN DAO has the ability to expand or reduce the number of directors at any time pursuant to a QWIP, within the confines of what is required by Cayman law.Initial Set-up Costs for the Foundation and DAO
The Foundation faced pre-launch expenses while establishing the QWAN DAO and its governance. This process involved meticulous planning and consultation on legal structures, as well as technical expertise and development. The objective was to provide a secure, legally compliant, and technically sound framework for the DAO to self-govern on a trusted platform. Upon the launch of the QWAN DAO, the responsibility for designing and shaping the QWAN ecosystem was handed to the QWAN DAO. In its commitment to the DAO, the Foundation has taken on the expenses related to operations, marketing, blockchain management, infrastructure, service contracts, and ongoing enhancements to the QWAN ecosystem. In addition, a portion of $QWAN is allocated to establish a partnership with well-regarded financial service providers. This collaboration is designed to enhance the stability and growth of the ecosystem, ensuring a seamless experience for Tokenholders and the QWAN ecosystem. To allocate sufficient resources to cover these necessary expenses, the following allocations were made: 2% of the total supply has been distributed to the Foundation treasury to meet its obligations related to initial governance set-up, near and medium-term operating expenses and funds, and upfront and near-term costs on behalf of the QWAN DAO. This allocation was made to ensure fulfilling the following category of obligations, and to ensure the continued and well-ordered functioning of the Foundation and the QWAN DAO:
Initial QWAN Foundation Setup Costs
• The setup costs include legal fees, DAO administration setup, DAO software and setup, domain purchases and fees, listing fees, security audits, and miscellaneous out of pocket costs
• The total setup costs amount to: 1,188,075 USDFees to Administration Service Providers
• Providing administrative, operational, and project management support for the Foundation and the QWAN DAO;
• Acting as the moderators and administrators of the DAO governance proposal process;
• Acting as reviewers, preparing analysis reports, and preparing supporting documentation when necessary;
• The compensation over an initial term of twelve (12) months will be 906,020 USD and granted in $QWAN equivalent per month from the Foundation treasury, with $QWAN being subject to monthly unlock provisions over the twelve (12) month period.
• The CEO of the Foundation administration team will be entitled to additional variable compensation determined and paid in $QWAN at the end of the Foundation administrators initial term.
• The variable compensation is capped at 1,000,000 $QWAN and will be determined at the end of the Foundation administrator’s initial term. The variable compensation will be calculated as the time weighted average price for the duration of the Foundation administration team’s term divided by the Initial Listing Price of $QWAN multiplied by 300,000 (the CEO annual fixed fee) minus 300,000. This amount shall be converted into the $QWAN equivalent based on the time weighted average price for the duration of the Foundation administrator’s term.
Compensation to Special Council Members
• Each Special Council member will be paid 670,000 $QWAN per year, with $QWAN being subject to certain equal monthly unlock provisions over a 12 periodToken Distribution
The total supply of $QWAN is 1,000,000,000 (“Total Supply”). To support the mission of the ecosystem and DAO, the Foundation’s supply of tokens has been allocated in the following ways:
Ecosystem Treasury 435,000,000
Foundation Treasury 20,000,000List of Special Council Members
Tokenholders are critical to the proper functioning of the DAO’s decentralized governance and therefore have the ability to directly propose, vote on and effectuate changes with respect to the QWAN DAO and ecosystem.
To ensure the safety of the Foundation, QWAN DAO, and Tokenholders, the Foundation has established a committee to provide oversight for the Foundation and DAO, called the Special Council. The Special Council, established through the foundational documents of the QWAN Foundation and whose duties and responsibilities are otherwise subject to the terms of the Bylaws, is an administrative body formed to assist the Foundation and the QWAN DAO.
The initial Special Council is composed of three (3) members. Special Council members will serve for an initial one-year term, and following their appointment by the Foundation, the members of the Special Council will be elected by a vote of the Tokenholders.The initial members of the Special Council are:Dr. Marwan Alzarouni:
The CEO of Dubai Blockchain Center. He is one of the Middle East’s crypto pioneers, founding OTC Supply, the United Arab Emirates’ first over-the-counter exchange, and setting up Dubai’s first Bitcoin ATM. He is recognized internationally as an advocate of blockchain technology, a strategic advisor and a keynote speaker. Alzarouni earned a master’s degree in information security and intelligence from Edith Cowan University in 2005. He then pursued a doctorate in information technology at the same university, earning his doctoral degree in 2008. While pursuing his education, he owned a business called MySecured Inc. Since then, he started several other companies and has taken up leadership positions in some of Dubai’s top firms. Founded in 2018, Dubai Blockchain Center is a global blockchain hub that supports the adoption of blockchain technology. It provides training for students, entrepreneurs and government departments. Apart from this, the company also hosts local and international blockchain events and conferences. The firm also provides blockchain consultancy to the private and public sectors.Herve Larren:
The Founder and CEO of Airvey Metaverse LLC. Sitting at the epicenter of the non-fungible token (NFT) and Metaverse industry, Mr. Larren helps companies transition to Web 3.0 and capture this USD 1 trillion a year opportunity.A Bitcoin and blockchain adopter since 2013, Mr. Larren became one of the first crypto miners in the US before listing his coins in US public vehicles. He currently advises projects in the crypto ecosystem and gives talks around the world on the subject of the Metaverse and NFTs. He is also the owner of Airvey Gallery and was one of the few collectors approved by Christie’s for the 69 million USD Beeple auction.Prior to founding his companies, Mr. Larren had worked at LVMH and Pernod Ricard.Mr. Larren is an alumnus of Harvard Business School Presidents’ Program and has an MBA from Columbia Business School. He has been a member of the Young Presidents’ Organization since 2012.Ben Charbit:
A graduate from University Paris Dauphine and the University of Chicago, Benjamin is the CEO of of Life Beyond Studios, a subsidiary of Animoca Brands that he founded after several years at Ubisoft where he led the strategy of its online games division before becoming one of the directors of the famous franchise Assassin's Creed. Before, Benjamin worked as an associate within the investment banking division at Lazard and a private equity analyst at Rothschild. Benjamin is also the Director of the French Video Game Trade Association.Foundation Bylaws
The Bylaws of the QWAN Foundation can be found here.Foundation M&A
The Memorandum of Association of the QWAN Foundation can be found here.