Institutional architecture

Two entities. Seven civic institutions.

A Swiss foundation custodies the protocol as a public good. A Delaware corporation commercializes it, with no privileged access to the code. Seven civic institutions, all with on-chain presence, exercise the decisions the community reserves for itself. Three constitutional mechanisms protect the whole.

The two corporate entities

Custody and commercialization, structurally separated

The separation between the protocol layer (commons) and the services layer (private) is not rhetoric: it materializes in the legal separation between a Swiss non-profit foundation and a Delaware corporation. Each entity can do things the other cannot do. Cross-commitments tie them together.

Protocol layer

Basis Network Foundation

Non-profit foundation (Stiftung) · Switzerland

Custody, evolution, and protection of the Basis Network protocol as a public good.

Owns: All protocol intellectual property: source code of the canonical reference implementation, formal specifications (TLA+, Coq), Basis Network trademark, domain basis.network, genesis state hash, and the Manifesto as a binding constitutional document.
Operates: Open-source repositories, public testnets, mainnet bootstrap nodes, the technical standards process, a public-goods grant program funded from its endowment.
Funded by: Initial endowment via token allocation at TGE, recurring grants from Industries and other commercial actors (≤ 40% of annual budget), optional ecosystem contributions.
Cannot: Operate for profit, distribute surplus to founders or directors, engage in direct commercial competition with its licensees, modify the protocol unilaterally, or override decisions of the civic institutions.

Services layer

Basis Industries Inc.

C-Corporation · Delaware, USA

Develop, operate, and commercialize products and services built upon the Basis Network protocol.

Owns: Its own commercial products, proprietary integrations, the Basis Industries brand, customer relationships, employees, and any IP it does not contribute back to the protocol.
Operates: A commercial portfolio: managed node services, enterprise integrations, professional services, proprietary applications on top of the protocol, including subnets under any permitted FeePolicy (Standard, OperatorSponsored, or ZeroFee with its economic obligations).
Funded by: Equity from investors, revenue from products and services, and any other lawful capital source.
Cannot: Hold exclusive control of the protocol source code, bear the Basis Network trademark (only the Foundation can), introduce protocol changes that privilege its commercial position, override Foundation governance through commercial leverage, or operate subnets under terms that violate the manifesto.

The fire line

What makes the separation structural — not rhetorical

01
The Foundation CANNOT modify the protocol unilaterally. Any constitutional change requires 3/4 of the board + 60 days of Plaza Común consultation.
02
Industries has NO privileged access to the protocol. Its commercial advantage derives from accumulated expertise, operational scale, products on top of the protocol, and brand — never from protocol-level privilege.
03
Industries may fund the Foundation, but those grants do NOT exceed 40% of the annual budget and confer NO additional governance rights.
04
Board independence is binding: at most 1/3 of either board may have members in common. Binding from the earlier of 2 years after Foundation incorporation OR Industries reaching $10M of annual revenue.

The protocol as commons

Open license. Forks permitted. Trademark as the only lever.

The protocol is licensed by the Foundation under Apache 2.0 (or a substantively equivalent permissive license). Any natural or legal person may use, modify, fork, and commercialize implementations under those terms, including Industries and any third party.

Forks of the protocol are permitted under the license. They are a community right, not a Foundation concession.
The Foundation may grant the right to use the Basis Network trademark to forks aligned with the manifesto, and withdraw it from forks that diverge.
Trademark control is the Foundation's lever; protocol control is no one's.
The Foundation publicly pre-commits NOT to use legal mechanisms to suppress good-faith forks responding to manifesto violations.

The seven civic institutions

Seven bodies, each with its mandate

The civic institutions are the bodies the community reserves for itself. Each has a specific function, a defined composition, its own decision rules, and an on-chain presence. They are not hierarchically ordered in routine operation — they coordinate through specific protocols. Memberships, deliberations, votes, allocations, and audits live as authoritative state in Basis Network.

01 · Institution

La Asamblea del Tesoro

Function

Deliberative and executive body of the civic Treasury. Receives proposals, debates them via Plaza Común, votes, and executes approved disbursements.

Composition

Open membership to any KYC-verified member. Bootstrap by cooptation until a 100-active-member threshold.

Decision rules

One-identity = one-vote. Quadratic voting on resource allocation (favors broad consensus over concentrated intensity). Routine: simple majority. Material (>1% Treasury): 2/3. Major (>10% Treasury): 3/4 with mandatory Plaza Común consultation.

Cadence

Continuous, with a monthly proposal cycle.

02 · Institution

El Mérito Público

Function

Retroactive recognition of contributions that have already demonstrated value to the ecosystem. Compensation paid by the Treasury on approval.

Composition

Rotating jury selected by VRF sortition among KYC-verified members, plus per-category technical advisory committees (code, infrastructure, community, education).

Decision rules

The jury deliberates by category and proposes recognitions. Final approval by La Asamblea del Tesoro on Treasury disbursement. Grammy model: multiple recognitions per dimension in one cycle count as a single multi-dimensional recognition.

Cadence

Quarterly cycles.

03 · Institution

La Boulé

Function

Citizen assembly by sortition. Deliberates on complex reforms (non-trivial protocol changes, manifesto amendments, conflict resolution between institutions).

Composition

100–200 KYC-verified members selected randomly by VRF. Compensated in LTS for participation time. Expert assistance available on demand.

Decision rules

Internal consensus rules defined per convocation. Recommendations are advisory unless explicitly designated as binding.

Cadence

On-demand. Each Boulé dissolves after issuing its recommendation.

04 · Institution

La Plaza Común

Function

Public forum for structured deliberation prior to votes. Identifies emerging consensus and genuine disagreement before binary voting.

Composition

Open to any KYC-verified member. Algorithmic moderation with human facilitators for synthesis. Pol.is-style algorithms for opinion synthesis.

Decision rules

No decisions are made here; this is the deliberative layer. Every material or constitutional proposal passes through Plaza Común (minimum 14–30 days) before any institutional vote.

Cadence

Continuous.

05 · Institution

La Veeduría

Function

Civic audit body. Reviews decisions of the Foundation, Industries, the Treasury, and all civic institutions. Its reports are public and binding for discussion.

Composition

11 seats (closed): 3 financial auditors, 3 technical auditors, 2 legal auditors, 3 community seats. 3-year terms, renewable once (max 6 consecutive years). Staggered renewal.

Decision rules

Veedores act independently. Mandatory quarterly compilation report. Special reports by sub-quorum of ≥3 signing veedores. Any citizen may petition for special audit: with ≥5% endorsement in Plaza Común, La Veeduría is obligated. Stake collateral slashable for dishonest audit or undisclosed COI.

Cadence

Continuous monitoring. Mandatory quarterly compilation.

06 · Institution

El Cabildo Técnico

Function

Permanent technical body with narrow mandate: emergency response with mandatory post-hoc transparency, technical maintenance of the protocol, proposal of minor upgrades.

Composition

9 seats (closed): 2 Foundation engineers, 1 Industries engineer, 2 top-validator seats by sortition (among the top 30 by uptime and reputation in the prior year), 2 independent security researchers, 2 community seats. Staggered 2-year terms. Max 2 consecutive terms (4 years).

Decision rules

Routine maintenance: simple majority (5/9). Emergency patches: 2/3 (6/9) with mandatory disclosure of the patch and its justification within 30 days. Major upgrades: escalate to Boulé. Industries holds at most 1 seat (anti commercial capture). Foundation max 2 (custodial voice without dominance).

Cadence

Continuous.

07 · Institution

El Consistorio

Function

Constitutional interpretation. Issues advisory opinions on whether decisions of the Foundation, Industries, civic institutions, or community proposals violate the manifesto. Advisory but reputationally weighty.

Composition

7 seats (closed): 2 constitutionalist jurists, 2 protocol technologists, 1 philosopher/ethicist, 2 community seats. Single 6-year non-renewable term. Staggered renewal.

Decision rules

Two-thirds majority (5/7) for issuing an interpretive ruling. Minimum quorum 5/7. Slashing ONLY for procedural violations (undisclosed COI, corruption, documentary fraud) — NOT for substantive disagreement with interpretations (protects interpretive independence against chilling effects).

Cadence

On-demand.

The three constitutional mechanisms

How the system changes, is challenged, and bootstraps

Three mechanisms formalize, respectively, constitutional change (M1), the challenge to institutional decisions (M2), and the deferred bootstrap of institutions when eligible candidate pools do not yet exist (M3). Each has explicit thresholds, capture safeguards, and on-chain recording.

Constitutional reform convocation

Boulé Constituyente

Amend the manifesto, modify genesis-locked protocol parameters (asymptotic monetary cap, supply curve parameters, decimals), ratify Foundation dissolution, or approve material reform of the civic institutions.

Triggers

Petition signed by ≥75% of active KYC-verified members within a 90-day rolling window.
Two-thirds vote of the civic institutions (6 of 7) requesting convocation.
Three-quarters vote of the Foundation board in case of demonstrable existential threat to the protocol.

Composition

200–500 sortition-selected members (larger than ordinary Boulé) plus ex-officio non-voting representatives from each existing civic institution. Compensated participation.

Outcome

Ratification by community-wide vote (one-identity = one-vote, 3/4 threshold). Dissolves automatically after ratification.

Challenge to institutional decisions

Veto Cívico / Recall Referendum

Any decision of any institution may be challenged through this mechanism.

Triggers

Petition signed by ≥20% of active members in the 30-day window after on-chain recording of the decision.
The 20% denominator is anchored to the close of the prior quarter — not the moment of signature — to prevent the perverse incentive of suppressing opposing activity.

Outcome

The extraordinary Boulé issues a recommendation within 60 days. Final ratification by community vote. A ratified decision is immune to substantially identical vetoes for 12 months (anti-paralysis); La Veeduría issues a substantial-novelty dictum on similar proposals.

Effect

The decision is automatically suspended and routed to an extraordinary Boulé for review.

Deferred bootstrap with founder-veto sunset

Cooperative Bootstrap with Decay and Diversity

Each civic institution operates in two modes: bootstrap (transitional) and mature (target composition). The transition is per-seat and gradual. Designed so institutions can launch even when eligible candidate pools do not yet exist, without freezing transitional composition forever.

Phases

01 Phase 1 (months 0–12): the Founder and designated co-founder hold all seats and evaluate every new application.
02 Phase 2 (months 12–36): admitted members participate in evaluating subsequent applications. The Founder retains veto.
03 Phase 3 (months 36+): the Founder veto sunsets. Decisions by internal supermajority of existing members.

Veto decay

Founder veto decays on fixed schedule: months 0–18 full veto, 18–36 requires confirmation by 2 non-Founder members, 36+ no special veto. Decay is NOT modifiable by Founder discretion; hard-coded into the on-chain module.

Diversity floor

Every cooptation decision must be evaluated against an explicit diversity criterion published per institution (geographic, linguistic, professional, demographic). Cooptations that fail to broaden diversity may be challenged by a minority of existing members.

Bootstrap ceiling

No seat may remain in bootstrap for more than 5 years from on-chain module activation. If after 5 years no eligible candidates exist, a mandatory Boulé Constituyente convocation is triggered to reform the institution.

Accountability ladder

If the manifesto is violated, this is the order of response

If the Foundation, Industries, or any civic institution acts in clear and material violation of the manifesto, there is a four-step procedure. Each step is a stronger response than the previous one. Forking is the last resort, not the first.

La Veeduría documents

Issues a public report documenting the alleged violation, with on-chain auditable evidence. Special reports may be signed by sub-quorum of ≥3 veedores.

El Consistorio interprets

Issues an interpretive ruling on whether the violation is constitutional in nature. Advisory but reputationally weighty.

La Boulé deliberates

If the Consistorio confirms the violation, an extraordinary Boulé is convened to recommend corrective action.

Fork as last resort

If institutional remedies fail, the community retains the right to coordinate a fork. The Foundation pre-commits NOT to use legal mechanisms to suppress good-faith forks responding to manifesto violations.

This is the ultimate accountability mechanism of Basis Network. Four rungs, not one. The right to fork does not compete with institutionality: it backs it.

On-chain footprint

Every civic action lives as authoritative state in the network

Every civic action defined above — membership, proposals, votes, deliberations, recognitions, audits, sortitions, interpretations, disbursements, vetoes — is recorded as authoritative state in Basis Network. Textual artifacts (long deliberations, proposals, multimedia attachments) reside in IPFS-Basis, the content-addressed storage layer integrated with the network, and their hashes are anchored on-chain. Any off-chain modification is detectable as a hash mismatch.

This guarantees that the operation of governance itself is subject to principle 1 (proof precedes trust) and principle 7 (computation leaves an auditable trace). User interfaces are clients of this on-chain state; they are not the source of truth.

Subjects of civic participation

KYC to vote, optional to use the network

Participation in governance requires verified identity. Participation in network use is optional. This differentiation protects transactional freedom while preventing plutocratic capture of the vote.

Network use (transactional): Optional. Anonymous wallets may transact freely on permissionless subnets.
Subnet creation: KYB required for the operator (not for end users).
Civic governance: KYC required. Voting in any civic institution requires verified identity.
KYC / KYB providers: Plural and competitive. Externally accredited entities (companies, universities, foundations, NGOs). Selection by civic vote. Anonymity revocation available only under judicial order via multi-party threshold cryptography — no single entity can de-anonymize unilaterally.

Anti-Sybil

AI participation rule

AI agents may participate in any civic institution under the same identity and verification rules as natural persons, with one binding constraint: at most one AI agent per natural-person operator may participate in voting at any time. The natural operator is responsible for their AI agent's actions and absorbs the economic consequences of any slashing or sanction. This rule is in effect from V2; V1 mainnet operates with natural-person participation only.