MIP55c3-SP5: MakerDAO Interim Chief Legal Officer

Preamble

MIP55c3-SP#: 5
Author(s): @ACREinvest 
Contributors:
Tags: spf, meta-governance
Status: RFC
Date Applied: 2022-06-22
Date Ratified: yyyy-mm-dd
Amount Requested: 525,000 DAI
Recipient Address: TBD

Sentence Summary

The MakerDAO Interim Chief Legal Officer Special Purpose Fund will pay legal fees and expenses to retain Kianga Daverington, Esq. through @DaveringtonPLLC as full-time Interim Chief Legal Officer of MakerDAO for a period of six months.

Paragraph Summary

[TBD]

Motivation

MakerDAO faces a number of challenges and opportunities that require legal review, analysis and expertise across a wide spectrum of areas including governance, operations, product and strategy.

Being a fully decentralized autonomous organization is MakerDAO’s greatest strength and asset for realizing its full potential in the years ahead. At the same time, the absence of DAO legal personhood frustrates its ability to: (1) to engage counsel on behalf of the DAO as a whole and (2) act directly as a counterparty in real world interactions.

The current state of decentralization at MakerDAO and its distributed governance model via Recognized Delegates lacks adequate legibility and accountability for the risks and responsibilities resting with each natural individual participant and his/her/their organizational affiliation within the DAO.

Efforts underway to redesign or improve governance and incentive alignment throughout the DAO require more than just an economic lens. We require a thorough and robust understanding of the global regulatory landscape both for the protection of participants and for safe-guarding the protocol’s ability to provide its products and services to the world.

ACREinvest believes that in our role as an Independent Delegate we represent the best “proxy” to serve as a client within the framework of an attorney-client relationship. We are in the unique position to have a Founder who is also an attorney admitted to practice law in the State of New York, United States and maintains a separate law practice, Daverington PLLC.

Kianga Daverington has the flexibility, desire and ability to serve MakerDAO in this expanded capacity for a crucial interim period of heightened market risk while community consensus forms on the longer-term improvements needed in governance structure, tokenomics, strategy and operations.

Special Purpose Fund Name

MakerDAO Interim Chief Legal Officer

Special Purpose Fund Scope & Work Credentials

The MakerDAO Interim Chief Legal Officer Special Purpose Fund (SPF) will be used to retain the law firm Daverington PLLC and appoint Kianga Daverington as Interim Chief Legal Officer of MakerDAO.

The purpose of engaging Kianga Daverington for this role is to address the vacuum of full-time senior leadership in the areas of legal and regulatory compliance that impact the DAO as a whole, Recognized Delegates, Core Units and other contributors.

Deliverables

• Day-to-Day Leadership, Coordination and Support of DAO-wide initiatives involving matters of legal review and regulatory compliance including, but not limited to:
  • RWA
  • Capital Raise
  • AML/KYC
  • Legal Review of MIPs
  • LTS CU
  • Treasury Operations
  • Decentralized Workforce
  • For reference:

    • https://forum.makerdao.com/t/embedding-legal-analysis-on-new-governance-proposals/15581
    • https://forum.makerdao.com/t/ses-incubation-announcement-legal-and-transaction-services-core-unit-lts/14192
    • https://forum.makerdao.com/t/discussion-the-dao-needs-a-serious-discussion-about-legal-structure/10764/43
    • https://forum.makerdao.com/t/self-insurance-fund-update/15943
    • https://forum.makerdao.com/t/grant-announcement-kyc-aml-compliance-research/12991/34
    • https://forum.makerdao.com/t/fatf-guidance-crypto-vs-aml-and-maker/11279/11
    • https://forum.makerdao.com/t/discussion-capital-raise/15448
    • https://forum.makerdao.com/t/methodology-for-review-of-mip6-structured-finance-transactions/12697
    • https://forum.makerdao.com/t/real-world-finance-decision-making-and-delegated-committee-proposal/15276

• On behalf of Recognized Delegates, review of legal opinions and other confidential or private information belonging to potential counterparties and proposal applicants, consult with internal legal teams and external counsel as needed.
• Event: Organize and host a DeFi Continuing Legal Education (CLE) workshop for practicing attorneys to be held at the Yale Club of NYC in Q3-4 2022.
• Maintain Weekly Open Office Hours for the community
• Monthly written reports to and discussion with Recognized Delegates
• Legal Talent Recruiting & Workforce Human Capital Management Planning
• New York Law Legal Memo to ACREinvest as Recognized Delegate of MakerDAO addressing risks and responsibilities of participating in delegated governance on behalf of MKR holders.
• Establish and lead a MetaGovernance Oversight Committee (MGOC) via MIP46 – Parameter Proposal Groups submission. Similar in structure and operation to the MakerDAO Open Market Committee (MOMC), the MGOC would monitor and manage any governance obligations and opportunities associated with the DAO’s ownership of governance tokens in the MakerDAO treasury.
• The MakerDAO Interim Chief Legal Officer Special Purpose Fund Scope is limited in duration to funding 6 months of legal services and expenses.
• Funding will go to ACREinvest for the payment of legal fees and expenses to retain Daverington PLLC and Kianga Daverington in the role of MakerDAO Interim Chief Legal Officer for 6 months at a flat-fee of $500,000.
• Kianga’s legal credentials are summarized on the @DaveringtonPLLC website.
• During the scope of these 6 months, ACREinvest will pause its non-MakerDAO initiatives, other than support for ACRE DAOs, a tokenized impact investment community.
• Kianga’s only other work commitments during the period will be fulfillment of her responsibilities as an Advisor to and multi-sig signer for the Climate Collective Treasury. See:
  • https://celo.stake.id/#/proposal/60
  • https://forum.celo.org/t/the-climate-collective-treasury/3157
  • https://forum.celo.org/t/the-climate-collective-treasury-v2/3388/14

IMPORTANT: The legal services proposed here are in no way a substitute or alternative to any current requests/proposals for funding legal resources internally or via outside counsel. Rather, the additional provision of Senior Management legal oversight is necessary for the successful coordination of all legal and regulatory issues and services. The need is particularly acute in the short term until MakerDAO can implement its longer-term strategy for workforce management and oversight.

Funding Breakdown

• Retainer agreement signed between ACREinvest and Daverington PLLC - 250,000 DAI disbursed.
• Conclusion of 6-month engagement - 250,000 DAI disbursed.
• Documentation of expenses paid to host CLE event, travel and meetings – up to 25,000 DAI as incurred per 1USD=1DAI.

Special Purpose Fund Details

Official Contact or Group Name: @ACREinvest
The designated contact for the SPF TBD
Contact Email/Handle: The contact details for the SPF and Multi-Sig. TBD
Date Added: 2022-06-22
Total Amount: 525,000 In Dai.
Wallet Address: Public wallet address of Multi-Sig. TBD
Comptroller signers: Include links to public statements verifying an individuals’ involvement as a Comptroller. TBD