DOCS · GOVERNANCE
Cooperative Bylaws
Operating rules for the Kont Kooperatifi — Tier 4 of the five-tier legal architecture
KONT-GOV-001 · v1 · UPDATED 2026-04-10 · AHMET TURETMIS, FOUNDER · APPROVED
Document Dependency Map
| Relationship | Documents |
|---|---|
| Prerequisites | KONT-VIS-002, KONT-LEG-001 |
| Feeds into | KONT-GOV-002, KONT-GOV-003, KONT-MEM-001 |
| Canonical facts owned | cooperative_bylaws, tiered_voting_thresholds, board_composition, committee_structure, labour_credit_system, surplus_distribution_rules, dissolution_procedure |
| References from | KONT-OPS-001 (§2.3 three-layer governance), KONT-LEG-001 (Tier 4), KONT-MEM-001 (§4, §7) |
Change Log
| Version | Date | Author | Change |
|---|---|---|---|
| 1.0 | 2026-04-10 | Ahmet Turetmis, Founder | Initial v1.0 in the new repo. Aligned with KONT-OPS-001 three-layer governance model and KONT-LEG-001 five-tier entity architecture. Codifies tiered voting thresholds (Article 5.4) referenced by OPS-001 §2.3. Turkish Law No. 1163 compliant. |
Contents
Preamble
These bylaws govern the internal life of a Kont cooperative settlement. They encode the democratic commitments articulated in the Core Principles — one member one vote, radical transparency, right to exit, intergenerational stewardship — into enforceable procedural rules. Where these bylaws are silent, the Core Principles prevail.
The cooperative is one tier of a larger legal architecture described in KONT-LEG-001 Legal Framework & Entity Architecture. It does not stand alone: it operates on land held by a vakıf, alongside a commercial LLC, under the umbrella of an international foundation. These bylaws govern what happens inside Tier 4. The other tiers have their own governing instruments.
Article 1 — Name, Purpose, and Registered Office
1.1 Name
The cooperative shall be known as “Kont [Settlement Name] Kooperatifi” (in Türkiye) or “Kont [Settlement Name] Cooperative” (in the UAE). The settlement name shall reflect the geographic location or a name chosen by the founding assembly.
1.2 Purpose
The cooperative is established for the mutual economic, social, and environmental benefit of its members. Its specific purposes include:
- Providing cooperatively managed housing, food production, and shared infrastructure to its members.
- Operating cooperative enterprises that generate sustainable livelihoods.
- Governing the settlement through direct democratic processes consistent with KONT-VIS-002.
- Maintaining environmental sustainability and self-sufficiency in food, energy, and water as defined in KONT-OPS-001.
- Fostering innovation, education, and cultural production.
- Contributing to the broader Kont network of settlements.
1.3 Registered Office
In Türkiye, registration is through the Trade Registry Office (Ticaret Sicil Müdürlüğü) under the oversight of the Ministry of Trade. In the UAE, registration follows the procedures of Federal Decree-Law No. 6/2022 under the Ministry of Economy. The cooperative’s registered office is located at the settlement site. Additional administrative offices may be established as needed.
1.4 Duration
The cooperative is established for an indefinite duration. It may only be dissolved through the procedures specified in Article 10 of these bylaws.
Article 2 — Relationship to the Kont Entity Architecture
The cooperative operates within the five-tier multi-jurisdictional legal architecture defined in KONT-LEG-001 §2. This article summarises the cooperative’s position; LEG-001 is the canonical source for the full architecture.
The cooperative does not own the settlement land. Land is held by a perpetual trust entity — the Turkish Vakıf (Tier 3) or, in the UAE, the DIFC/ADGM Foundation (Tier 1) — and the cooperative operates under a long-term usufruct (intifa hakkı) or equivalent lease agreement from the trust entity. The usufruct term is 49 or 99 years, renewable, and its terms are documented in a separate agreement between the vakıf and the cooperative.
Commercial ventures are conducted through a separate limited liability company — the Turkish Ltd. Şti. (Tier 5) or a mainland LLC in the UAE — which is jointly owned by the vakıf and the cooperative. The cooperative’s Board of Directors appoints the cooperative’s representatives to the commercial entity’s management. This separation preserves the cooperative’s eligibility for the Kurumlar Vergisi Article 4/1-k corporate tax exemption (see LEG-001 §4.1).
The architecture is redundant by design: the loss of any single entity does not destroy the project.
Article 3 — Membership
3.1 Eligibility
Membership is open to any natural person who is at least eighteen years of age, who agrees to abide by these bylaws, the Conduct Charter (KONT-GOV-003), and the Conflict Resolution Procedures (KONT-GOV-002), and who is admitted through the processes defined in the Membership Framework (KONT-MEM-001). No admission criteria may discriminate on the basis of ethnicity, religion, gender, sexuality, disability, nationality, or wealth. This is consistent with the open-membership principle of Turkish Cooperatives Law Article 10.
3.2 Membership Tiers
The cooperative recognises five tiers of participation, as defined in KONT-MEM-001 §2:
- Core Members (Tam Üyeler) — full binding voting rights in the General Assembly.
- Residents (Sakinler) — advisory voting rights; pathway to Core Member status.
- Contributors (Katkıcılar) — part-time, seasonal, or remote participants with observer status.
- Guests & Volunteers (Misafirler ve Gönüllüler) — short-to-medium-term participants, no governance rights.
- Visitors (Ziyaretçiler) — day guests with access to designated public areas only.
Only Core Members hold cooperative membership shares. Admission processes, rights, responsibilities, transition pathways, and exit provisions for all tiers are governed by KONT-MEM-001, which is incorporated into these bylaws by reference.
3.3 Membership Shares
Each Core Member holds one membership share in the cooperative. Shares are non-transferable and may not be sold, pledged, or inherited. The nominal value of a membership share is set by the founding assembly at a minimum of ~$2.08 (statutory: ₺100 per Turkish Cooperatives Law 1163 as amended in 2021) or local equivalent. The equity stake required for Core Member admission (see KONT-MEM-001 §6.1 — indicative range $10,000–$50,000 equivalent) is separate from and additional to the nominal share value.
3.4 One Member, One Vote
Each Core Member holds exactly one vote in the General Assembly, regardless of capital contribution, labour hours, seniority, or any other factor. This principle is non-negotiable and may not be amended. It is consistent with Turkish Cooperatives Law Article 48 and UAE Federal Decree-Law No. 6/2022.
3.5 Withdrawal and Removal
Voluntary withdrawal and involuntary removal are governed by the exit provisions in KONT-MEM-001 §§7.1–7.3. Equity refund terms are as specified in KONT-MEM-001 §6.5: 50% within 90 days of departure, remaining 50% within 12 months, with possible extension up to an additional 12 months with interest. A withdrawing or removed member’s share is cancelled upon departure. No non-compete clause, loyalty penalty, or ideological exit fee may be imposed.
Article 4 — Capital Structure
4.1 Variable Capital
The cooperative operates with variable capital (değişir sermaye), increasing with new memberships and decreasing with withdrawals. There is no fixed total capital ceiling. Minimum capital per share is ~$2.08 (statutory: ₺100 per Turkish Cooperatives Law 1163, or local equivalent), though the effective equity stake for Core Member admission is substantially higher as defined in KONT-MEM-001. This is consistent with Turkish Cooperatives Law.
4.2 Sources of Capital
The cooperative’s capital consists of: membership equity stakes contributed by Core Members; retained surplus from cooperative enterprises; grants and donations accepted by the General Assembly; contributions from the Kont network solidarity fund; and revenue from commercial operations channelled through the commercial entity (Tier 5). The cooperative may not issue bonds or equity securities to non-members.
4.3 Reserves
A minimum of ten percent (10%) of annual net surplus is allocated to a legal reserve fund, as required by both Turkish and UAE cooperative law. An additional five percent (5%) is allocated to the Kont network solidarity fund. The General Assembly may establish additional reserve funds for specific purposes (maintenance, education, emergency) by simple majority vote.
Article 5 — Governance: The General Assembly
5.1 Supreme Authority
The General Assembly is the supreme decision-making body of the cooperative. It consists of all Core Members. Residents may attend and speak but hold advisory voting rights only. No other body within the cooperative may override a decision of the General Assembly.
The General Assembly corresponds to the Settlement Council in the three-layer governance architecture defined in KONT-OPS-001 §2.3. The two lower layers — Cluster Circles and Neighbourhood Assemblies — are deliberative bodies that prepare proposals for the Settlement Council / General Assembly. Decisions that affect only a single neighbourhood may be delegated to the Neighbourhood Assembly by simple majority vote of the General Assembly, subject to recall by the same threshold.
5.2 Regular Assemblies
The General Assembly meets in regular session on a weekly or biweekly schedule as determined by the assembly itself. An Annual General Assembly is held within three months of the fiscal year end to approve: the annual financial statements; the annual report of the Board of Directors; the audit report; the operating budget for the following year; and any proposed amendments to these bylaws.
5.3 Extraordinary Assemblies
An extraordinary General Assembly may be convened by the Board of Directors, by the Audit Committee, or upon written petition of at least ten percent (10%) of Core Members. The convening body must specify the agenda. The extraordinary assembly must be held within fourteen (14) days of the petition.
5.4 Quorum and Decision-Making
Quorum for regular assemblies is forty percent (40%) of all Core Members. Quorum for annual and extraordinary assemblies is fifty percent (50%). If quorum is not met, the assembly is reconvened within seven days with a reduced quorum of thirty percent (30%)
Governance Decision Flow
| Layer | Forum | Scope | Quorum | Decision Threshold | Escalates to |
|---|---|---|---|---|---|
| 1 | Cluster Circle (8–12 hh) | Immediate-proximity issues | Informal | Consent | Neighbourhood Assembly |
| 2 | Neighbourhood Assembly (~100–150 people) | Neighbourhood policy & operations | 40% of neighbourhood Core Members | Simple majority (>50%) | Settlement Council / General Assembly |
| 3 | General Assembly (Ordinary) | Day-to-day operations, scheduling, minor policy | 40% of all Core Members | Simple majority (>50%) | — |
| 3 | General Assembly (Significant) | Budget, new programs, committee creation | 50% of all Core Members | 60% supermajority | — |
| 3 | General Assembly (Structural) | Bylaw amendments, major capital expenditure | 50% of all Core Members | ⅔ supermajority | — |
| 3 | General Assembly (Fundamental) | Dissolution, merger, land disposition | 60% of all Core Members | ¾ supermajority | — |
The preferred decision-making mode is sociocratic consent: a proposal passes unless a member demonstrates that it would cause harm to the community. If consent cannot be reached, a formal vote is taken with the following thresholds:
| Decision Type | Quorum Required | Threshold Required |
|---|---|---|
| Ordinary decisions (operations, scheduling, minor policy) | 40% of Core Members | Simple majority (>50%) |
| Significant decisions (budget, new programs, committee creation) | 50% of Core Members | Three-fifths majority (60%) |
| Structural decisions (bylaw amendments, major capital expenditure) | 50% of Core Members | Two-thirds supermajority (⅔) |
| Fundamental decisions (dissolution, merger, land disposition) | 60% of Core Members | Three-quarters supermajority (¾) |
| Core Member admission or removal | 50% of Core Members | Two-thirds / three-quarters (per KONT-MEM-001) |
These thresholds are the canonical voting rules for the Kont cooperative. They are referenced by KONT-OPS-001 §2.3 as “Article 5.4 of the Cooperative Bylaws.”
Liquid delegation. Any Core Member may delegate their vote to another Core Member for a specific decision or time-limited period. Delegation is revocable at any time before the vote is recorded. No single member may hold delegated votes from more than five (5) other members simultaneously. Delegation is publicly visible; there is no secret proxy.
5.5 Facilitation
Assembly meetings are led by a rotating facilitator drawn from Core Members. No individual may facilitate more than two consecutive meetings. The facilitator manages discussion, ensures all voices are heard, calls votes, and records decisions. A separate rotating note-taker produces minutes that are published internally within forty-eight (48) hours.
Governance Model Comparison
When designing the bylaws, four governance models were evaluated against five key criteria:
| Model | Participation (30%) | Scalability (25%) | Legal Compatibility (20%) | Speed (15%) | Precedent (10%) | Weighted Score |
|---|---|---|---|---|---|---|
| Direct democracy | 5/5 | 2/5 | 4/5 | 2/5 | 3/5 | 3.55 |
| Sociocratic consent | 5/5 | 4/5 | 4/5 | 4/5 | 4/5 | 4.30 |
| Representative democracy | 3/5 | 5/5 | 5/5 | 5/5 | 5/5 | 4.45 |
| Holacracy | 4/5 | 3/5 | 3/5 | 4/5 | 2/5 | 3.35 |
Sociocratic consent with fallback voting emerged as the best fit: it maximises member participation (30% weighting reflects Kont’s democratic commitment) and legal compatibility (required for Turkish Cooperatives Law compliance) while preserving scalability and operational speed through the hybrid consent-voting model described in §5.4. Direct democracy scores high on participation but fails at scale; representative models sacrifice the participatory commitment central to KONT-VIS-002. Holacracy introduces complex role structures incompatible with the labour-credit system and low-hierarchy values.
The three-layer governance structure (Article 7.4) further mitigates scale challenges: Cluster Circles and Neighbourhood Assemblies preserve Dunbar-scale intimacy and consent-based decision-making at local levels, while the General Assembly retains final authority for settlement-wide matters. This layering delivers governance scalability without sacrificing participatory depth.
Article 6 — Governance: The Board of Directors
6.1 Composition
The Board of Directors consists of five to seven (5–7) Core Members elected by the General Assembly for staggered two-year terms. No member may serve more than two consecutive terms. Elections are conducted annually, with approximately half the seats contested each year to ensure continuity.
In Türkiye, all board members must be Turkish citizens as required by Cooperatives Law Articles 56 and 65. The cooperative shall maintain sufficient Turkish citizen representation while ensuring that all Core Members, regardless of nationality, participate fully in the General Assembly that elects and oversees the board.
6.2 Powers and Limitations
The Board manages the cooperative’s day-to-day operations within the mandate set by the General Assembly. It executes assembly decisions, manages finances within the approved budget, represents the cooperative externally, oversees the commercial entity (Tier 5), hires and supervises any professional staff, and prepares proposals for assembly consideration.
The Board may not: make structural or fundamental decisions; incur debt beyond a threshold set by the assembly; enter into contracts exceeding one year without assembly approval; or amend these bylaws.
6.3 Accountability
The Board reports to the General Assembly at every regular meeting. Board minutes are published within forty-eight (48) hours. Any Core Member may request a special report on any board action. The General Assembly may recall any board member at any time by a simple majority vote.
Article 7 — Governance: Committees and Operational Roles
7.1 Standing Committees
The cooperative operates through the following standing committees, each consisting of three to five (3–5) Core Members and/or Residents appointed by the General Assembly for one-year terms:
Membership Committee. Manages admission, transitions, and exit processes as defined in KONT-MEM-001. Recommends Core Member admissions and removals to the assembly. Monitors the 15–20% non-member population cap.
Finance Committee. Prepares budgets, monitors spending, manages reserves, and produces quarterly financial reports for the assembly. Coordinates with the commercial entity (Tier 5) on revenue flows.
Agriculture and Food Committee. Manages greenhouses, open fields, food forests, communal kitchen operations, and food distribution. Targets 30–50% food self-sufficiency as specified in KONT-OPS-001 §8.
Infrastructure and Maintenance Committee. Oversees buildings, utilities, renewable energy systems, water systems, and physical plant. Implements the sustainability infrastructure programme from KONT-OPS-001 §9.
Education and Knowledge Committee. Manages the educational institution, maker spaces, library, skill-exchange programmes, and research partnerships.
Health and Wellbeing Committee. Oversees the community health clinic, preventive care programmes, and external healthcare referral pathways.
Conflict Resolution Committee. Administers the Conflict Resolution Procedures (KONT-GOV-002), trains mediators, and conducts the annual community health review.
External Relations Committee. Manages relationships with local government, neighbouring communities, the Kont network council, and external partners.
7.2 Audit Committee
The Audit Committee consists of three (3) Core Members who are not serving on the Board of Directors or the Finance Committee. They are elected by the General Assembly for two-year terms. The Audit Committee reviews all financial records quarterly, verifies compliance with these bylaws, and presents an independent audit report at the Annual General Assembly. In Türkiye, audit committee members (denetçiler) must be Turkish citizens per Cooperatives Law Article 65.
7.3 Rotating Operational Roles
Certain settlement functions are staffed by rotating roles rather than permanent committees:
- Hospitality Coordinator — manages guest, volunteer, and visitor flows (six-month rotation).
- Assembly Facilitator — leads assembly meetings (weekly or biweekly rotation).
- Note-Taker — records assembly minutes (per-meeting rotation).
- Quarterly Audit Reviewer — rotates among Core Members not on the Audit Committee.
All Core Members are expected to fulfil at least one rotating role per year.
7.4 Relationship to Neighbourhood-Level Governance
In settlements with multiple neighbourhoods (as defined in KONT-OPS-001 §3 — 2–3 neighbourhoods of 100–150 people each), the three-layer governance model applies:
Layer 1 — Cluster Circles (8–12 households). Informal, self-organising groups handling immediate-proximity matters: shared outdoor spaces, noise, parking, tool sharing. No formal voting; consent-based.
Layer 2 — Neighbourhood Assemblies (~55 households, 100–150 people). Weekly meetings addressing neighbourhood-level operations: common house scheduling, local food distribution, neighbourhood maintenance, social programming. Decisions that do not affect other neighbourhoods or the settlement as a whole may be taken at this level by simple majority of neighbourhood Core Members, subject to General Assembly recall.
Layer 3 — Settlement Council / General Assembly (all Core Members, 300–450 people). The supreme body described in Article 5. Handles all cross-neighbourhood, structural, fundamental, and financial decisions.
This three-layer model is the canonical governance architecture for multi-neighbourhood Kont settlements.
Article 8 — Financial Management
8.1 Fiscal Year
The cooperative’s fiscal year runs from 1 January to 31 December, unless the founding assembly designates a different period.
8.2 Community Dues
All Core Members and Residents pay monthly community dues as set annually by the General Assembly based on the operating budget. Dues cover shared operating costs including utilities, communal food, maintenance, healthcare, education, administration, and the network solidarity fund contribution. Dues are differentiated by household size. Hardship adjustments may be granted by the Membership Committee upon application, subject to assembly ratification.
Indicative ranges (from KONT-MEM-001 §6.1): $400–$800/month in Türkiye; $600–$2,000/month in the UAE, adjusted for household size.
8.3 Surplus Distribution
Annual net surplus from cooperative enterprises is distributed as follows:
- 10 % to the legal reserve fund (mandatory under Turkish and UAE cooperative law).
- 5 % to the Kont network solidarity fund.
- The remaining 85 % (“Distributable Surplus”) is allocated per the Mondragon-inspired framework in KONT-FIN-001 §3: 60 % reinvestment & development, 30 % member capital accounts (risturn via labour credits), 10 % community/social fund. Applied to the residual, this yields effective gross shares of 51 % / 25.5 % / 8.5 % respectively.
- The General Assembly may, by simple majority, reallocate between the three Distributable Surplus buckets in a given fiscal year, subject to the risturn floor set in KONT-FIN-001.
Core Members receive the full distribution rate. Residents receive 50–75 % of the Core Member rate. Surplus distribution is never proportional to capital contribution — this is required by Turkish Cooperatives Law Article 40 (risturn) and is essential to maintaining the Article 4/1-k tax exemption (Corporate Tax Law No. 5520).
Canonical source: the exact split percentages live in KONT-FIN-001 §3. This bylaw restates them in structural form; where they differ, KONT-FIN-001 governs.
8.4 Transparency
All financial records — bank statements, budgets, invoices, contracts, and audit reports — are accessible to every Core Member and Resident at all times. The Finance Committee publishes monthly financial summaries and quarterly detailed reports. The assembly reviews the operating budget at mid-year and may make adjustments by simple majority vote.
Article 9 — Labour Contribution System
9.1 Principle
The cooperative operates a labour credit system in which community-level work is tracked, valued, and credited toward each member’s contribution obligations. All forms of labour necessary for settlement operations — agriculture, cooking, maintenance, childcare, education, administration, governance, and hospitality — are valued equally on an hourly basis. There is no hierarchy of labour types.
Monetary anchor. A credit is not a wage, but it has a stable monetary value so that accrual, redemption, and risturn distribution can be computed. The canonical base rate, FX-handling cadence, and premium-work multipliers live in KONT-FIN-005 §10.2. The General Assembly ratifies the base rate annually.
The labour credit system must be structured to avoid triggering employer–employee classification under Turkish SGK or UAE MOHRE regulations. Members performing wage-like work in the commercial entity (Tier 5) are employed formally through the Ltd. Şti. with full SGK compliance (see KONT-LEG-001 §2.1 Tier 5). Community-level cooperative labour operates on a mutual-aid basis distinct from employment. This distinction is a critical legal verification item (see KONT-LEG-001 §9.2 Item 6).
9.2 Minimum Contribution
- Core Members: 15–20 hours per week of community labour.
- Residents: 10–15 hours per week.
- New Residents (first month): reduced minimum of 5 hours per week.
The exact minimums are set by each settlement’s General Assembly and may be adjusted seasonally to reflect agricultural cycles and operational needs. Members choose from available labour slots based on skills, preferences, and community needs.
9.3 Credits and Flexibility
Labour hours are recorded in a transparent tracking system accessible to all members. Members may accumulate credits above the minimum, which can be applied toward future periods (allowing for vacation or reduced-contribution weeks). Credits do not expire within the fiscal year but cannot be carried over beyond 31 December. Members who consistently exceed minimums are recognised but do not receive additional financial compensation; surplus distribution (Article 8.3) is the mechanism for rewarding contribution.
9.4 Exemptions
Members on approved leave of absence, members with documented medical conditions limiting their capacity, and elderly members who have voluntarily stepped down from labour obligations (see KONT-MEM-001 §8.2) are exempt from minimum contribution requirements.
Article 10 — Dissolution
The cooperative may be dissolved only by a three-quarters (¾) supermajority vote of the General Assembly with a quorum of at least sixty percent (60%) of all Core Members. This is a Fundamental decision under Article 5.4.
The dissolution vote must be preceded by at least two assembly discussions spread over a minimum of sixty (60) days.
Upon dissolution, the cooperative’s assets are liquidated in the following priority:
- Outstanding debts and obligations are settled first.
- Equity stakes are refunded to all current and recently departed members per KONT-MEM-001 §6.5.
- Any remaining assets are transferred to the trust entity (Vakıf or Foundation, Tier 3 / Tier 1) for continued use in accordance with the Kont network’s mission, or to a designated successor cooperative.
Under no circumstances may remaining assets be distributed as profit to individual members. This restriction is required by the cooperative’s purpose and by the conditions of the Article 4/1-k corporate tax exemption.
Article 11 — Amendment
These bylaws may be amended by the General Assembly through a two-thirds (⅔) supermajority vote (Structural decision under Article 5.4). Proposed amendments must be circulated to all Core Members at least thirty (30) days before the vote.
Amendments to the following articles require a three-quarters (¾) supermajority with sixty percent (60%) quorum (Fundamental decision):
- Article 3.4 — One member, one vote.
- Article 10 — Dissolution.
- This Article 11 — Amendment procedure.
All amendments must be consistent with the seventeen core principles defined in KONT-VIS-002. The inter-settlement network council is notified of all amendments.
Article 12 — Dispute Resolution and Governing Law
Internal disputes between members, or between members and the cooperative, are resolved through the Conflict Resolution Procedures (KONT-GOV-002), which is incorporated into these bylaws by reference.
Disputes that cannot be resolved internally are submitted to independent arbitration:
- In Türkiye: Istanbul Arbitration Center (ISTAC) rules.
- In the UAE: ADGM or DIFC arbitration centre rules.
All contracts with external parties include international arbitration clauses (ICSID or ICC), consistent with the treaty-access strategy described in KONT-LEG-001 §2.1 Tier 2.
These bylaws are governed by the laws of the jurisdiction in which the cooperative is registered. In the event of conflict between these bylaws and mandatory provisions of applicable law, the applicable law prevails and these bylaws are interpreted to achieve the closest permissible approximation of their stated intent.
Article 13 — Founding Phase Provisions
13.1 Minimum Founding Members
In Türkiye, a minimum of seven (7) founding members who are Turkish citizens is required to register a cooperative (Cooperatives Law No. 1163). The founding assembly adopts these bylaws as the cooperative’s charter (ana sözleşme), elects the initial Board of Directors and Audit Committee, and ratifies the usufruct agreement with the vakıf (Tier 3).
13.2 Simplified Initial Admission
During the founding phase, before a General Assembly exists to vote on membership, admission of the initial Core Members is handled by the founder or founding committee through a simplified process: written application, interview, and mutual agreement. Once the cooperative is formally registered and the founding assembly convened, the standard admission processes defined in KONT-MEM-001 §4 take effect for all subsequent admissions.
13.3 Phased Governance Activation
Governance structures activate in phases aligned with KONT-OPS-001 §15:
- Phase 1 (Seed, 50–80 people): Single assembly, no neighbourhood sub-layer. Board of 5. Standing committees may be combined (e.g., Agriculture + Infrastructure).
- Phase 2 (First neighbourhood, 150–250 people): Full committee structure activates. Neighbourhood assembly for the first neighbourhood begins as an informal practice.
- Phase 3 (Full settlement, 300–450 people): Three-layer governance model fully operational. Board expands to 7. All standing committees at full capacity. Cluster circles self-organise within neighbourhoods.
Open Questions
- OQ-1: SGK classification of labour-credit contributions — same as KONT-LEG-001 §10 OQ-4. Must be resolved before labour credit system is operationalised.
- OQ-2: Liquid delegation legality under Turkish Cooperatives Law — Article 48 guarantees one-member-one-vote but the law is silent on revocable delegation. Verify with counsel whether delegation is permissible or must be removed.
- OQ-3: Board composition for the UAE cooperative — Federal Decree-Law No. 6/2022 specifies 3–9 board members. Confirm whether foreign nationals may serve.
- OQ-4: Implementing regulations for UAE cooperatives — same as KONT-LEG-001 §10 OQ-3.
Decisions Log
| # | Date | Decision | Rationale | Decided by |
|---|---|---|---|---|
| D-1 | 2026-04-10 | Four-tier voting thresholds: >50% / 60% / ⅔ / ¾+60% quorum | Graduated escalation matching decision gravity; sociocratic consent as default, formal vote as fallback | Ahmet Turetmis, Founder |
| D-2 | 2026-04-10 | Board of 5–7, two-year staggered terms, two-term limit | Balance of continuity and rotation; Turkish citizen requirement for TR cooperatives | Ahmet Turetmis, Founder |
| D-3 | 2026-04-10 | 10% legal reserve + 5% solidarity fund + community investment + risturn distribution | Maximises Article 4/1-k eligibility; aligns surplus with labour not capital | Ahmet Turetmis, Founder |
| D-4 | 2026-04-10 | Three-layer governance: Cluster → Neighbourhood → Settlement | Scales governance to 300–450 people while preserving Dunbar-scale intimacy at each layer | Ahmet Turetmis, Founder |
| D-5 | 2026-04-10 | Labour hours valued equally regardless of type | Prevents hierarchy formation; all community work is community work | Ahmet Turetmis, Founder |
| D-6 | 2026-04-10 | Liquid delegation capped at 5 delegated votes per member | Enables flexibility without concentrating power; subject to legal verification (OQ-2) | Ahmet Turetmis, Founder |
| D-7 | 2026-04-10 | Lock as canonical v1.0 in the new repo | Clean-slate versioning aligned with the April 2026 rebuild | Ahmet Turetmis, Founder |
References
- KONT-VIS-002 — Core Principles & Values — seventeen principles these bylaws implement
- KONT-LEG-001 — Legal Framework & Entity Architecture — the five-tier structure within which this cooperative operates
- KONT-OPS-001 — Spatial Program & Masterplan Brief — settlement scale, three-layer governance, phased development
- KONT-MEM-001 — Membership Framework — tier definitions, admission, exit, financial terms
- KONT-GOV-002 — Conflict Resolution Procedures — dispute resolution incorporated by reference
- KONT-GOV-003 — Conduct Charter — behavioural standards incorporated by reference
- Turkish Cooperatives Law No. 1163 (1969, amended May 2024)
- UAE Federal Decree-Law No. 6 of 2022 on Cooperative Associations
- Kurumlar Vergisi Kanunu Article 4/1-k (corporate tax exemption)
— End of Cooperative Bylaws —