Constitution of the selfdriven Foundation Co-Operative

1.1 The organisation is named selfdriven Foundation (“the Cooperative”).

1.2 The Cooperative is a member-owned and member-governed cooperative organisation constituted under applicable cooperative law.

1.3 The Cooperative may operate under approved trading names as determined by the Board of Stewards.

2. Mission and Purpose

2.1 The Cooperative exists to support the advancement of individuals and communities through shared learning, shared governance, and shared digital infrastructure.

2.2 The activities of the Cooperative include:

2.3 The Cooperative operates for member and community benefit and not for investor profit.

3. Guiding Principles

3.1 The Cooperative operates in accordance with cooperative principles, including:

4. Membership

4.1 Membership is open to any individual or organisation that supports the mission and guiding principles of the Cooperative.

4.2 Membership applications are reviewed in accordance with membership policy and may be accepted or rejected by the Membership Committee or equivalent body.

4.3 Each member has one vote in Cooperative decisions, regardless of financial or other contribution.

4.4 Members have the right to:

4.5 Members must:

4.6 Membership may be suspended or terminated for:

4.7 A member subject to suspension or termination is entitled to natural justice, including notice of concerns, an opportunity to respond, and a right of appeal in accordance with policy.

5. Governance Structure

5.1 The General Assembly of members is the highest authority of the Cooperative.

5.2 The Cooperative is governed on the basis of one-member-one-vote.

5.3 The Board of Stewards is responsible for:

5.4 The Board of Stewards consists of not fewer than 5 and not more than 11 members, elected by the General Assembly.

5.5 Board members serve terms of up to two (2) years, and may be re-elected once consecutively, subject to rotation and eligibility rules established by the General Assembly.

5.6 The Cooperative may establish Committees or Committees with delegated authority for specific domains or functions. Their powers and responsibilities must be defined in written charters approved by the Board or General Assembly.

5.7 Conflicts of interest must be disclosed in accordance with policy. A person with a material conflict of interest in relation to a matter must not vote on that matter and may be required to abstain from relevant deliberations.

6. Meetings and Decision-Making

6.1 An Annual General Assembly must be held at least once in every calendar year within the time period required by applicable law.

6.2 Special General Meetings may be called:

6.3 Notice of a General Assembly or Special General Meeting, including agenda and any proposed resolutions or amendments, must be provided to members within the period required by applicable law and Cooperative policy.

6.4 Participation, presence, and voting may occur via secure digital means. Electronic or digital signatures, verifiable credentials and other recognised secure identity mechanisms are valid for all Cooperative purposes.

6.5 Unless otherwise provided in this Constitution, resolutions of the General Assembly are carried by a simple majority of votes cast.

7. Economic Participation

7.1 Members may contribute to the Cooperative through:

7.2 Any surplus generated by the Cooperative is allocated in the following order of priority:

7.3 No member may profit from the Cooperative beyond fair and equitable participation as determined by the General Assembly and applicable law.

8. Data, Identity and Intellectual Property

8.1 Members retain ownership of their personal identity and personal data.

8.2 The Cooperative is committed to the use of privacy-preserving technologies, including where appropriate self-sovereign identity, verifiable credentials and similar trust frameworks.

8.3 Intellectual property created:

will be governed by licence terms and policies approved by the Board of Stewards and, where required, by the General Assembly. Such terms must be consistent with the mission and guiding principles.

8.4 Any proposed sale, transfer, or other disposal of core intellectual property or key Cooperative assets that may materially alter control or mission alignment requires approval of not less than seventy-five percent (75%) of votes cast at a General Assembly.

9. Transparency and Accountability

9.1 The Cooperative must prepare and make available to members:

9.2 Governance decisions, key policies, and the charters of Committees and Committees must be recorded and made accessible to members, subject to privacy and confidentiality requirements.

9.3 Members may request access to Cooperative records, subject to applicable law, confidentiality obligations and reasonable administrative limitations.

10. Amendments

10.1 Proposed amendments to this Constitution must be provided to all members not less than twenty-one (21) days before the General Assembly or Special General Meeting at which they are to be considered.

10.2 An amendment is adopted if approved by not less than sixty-six percent (66%) of votes cast at a duly convened General Assembly or Special General Meeting.

11. Dissolution

11.1 The Cooperative may be dissolved upon approval of not less than seventy-five percent (75%) of votes cast at a General Assembly or Special General Meeting convened for that purpose.

11.2 Upon dissolution, and after payment of all debts and liabilities, any remaining assets must be transferred to one or more mission-aligned nonprofit organisations or cooperatives. No remaining assets may be distributed to members.

This Constitution is intended to be read in conjunction with applicable cooperative law and the policies of the selfdriven Foundation Cooperative.