Disclaimer: This post is for demonstration purposes only. It should not be interpreted as giving legal advice, nor should it be used in lieu of legal advice. For legal advice, consult privately with a licensed attorney. Click here to find one in your area with the right expertise.
Hello again, dear friends. It’s Rob here with another exciting installment of, um…
“Rob teaches you stuff.”
Sorry, I’ll need to work on that title.
Before we begin, I wanted to give a quick shoutout to OpenEsquire’s very own Ross “the Boss” Campbell, who’s presenting tonight at ETHBoston. The topic is on Legal Engineering, so please check that out.
Alrighty then, back to the task at hand.
When we last left off, we created an Aragon DAO with multisig verification as a way to mimic the way LLC members cast their votes. Today we’ll show you how we create our LLC. Business law in the U.S. is generally left up to the states, which means we had our pick of where to incorporate. We chose NY, because that’s where we’re based. Here’s how we did it.
First of all, navigate to www.openlaw.io and create a free account, if you haven’t already. If you’re like me, you’re hesitant to sign up for another account, but the reason for requiring an account isn’t for solicitation purposes. Rather, it’s to link an email so that you can electronically sign a document.
Basically documents are signed by sending a signatory link exclusively to a single email address. The signer clicks on the link, verifies that he/she wants to sign and then the signature gets sent to the blockchain, either Rinkeby’s testnet or Ethereum’s mainnet.
Once you’ve created an account and are logged in, you should see this screen.
Go to the “SEARCH OUR LIBRARY” nav bar and type “LLC.”
You’ll see a gigantic list of user-generated agreements. Let’s head on over to the one called “New York LLC Articles of Organization.”
We should see this this template.
We fill out the information including names and addresses. Then at the bottom there’s some optional statements, which we’ll just answer “no” to.
And alright, we got something that looks like this.
Neat! Let’s click “Send Draft” in the upper left hand corner.
And because I’m the signer and logged in as such, OpenLaw will give me the option to sign. It also sends me an email with the link to sign. If I wasn’t logged in as the signer, I’d have to sign by accessing the email link. DO NOT accidentally forward these links to anyone, because they’d be able to sign on your behalf.
Notice we’re on the Rinkeby test network, which is fine for demonstration purposes, but you might want mainnet, which I believe is only available with a private instance of OpenLaw. Another cool thing is that you can also sign this document with your MetaMask, by clicking this drop down menu.
Once clicked, the transaction is sent to the blockchain to be processed and verified.
Yay! Now what? Now we file with New York state. This is beyond the scope of this post as it isn’t related to Aragon or OpenLaw, but if you’d like, here’s the website to file. Also, you can hire OpenEsquire to do this for you. Email us at firstname.lastname@example.org for inquiries.
Anyway, on to the LLC-DAO part. We here at OpenEsquire linked our DAO to our operating agreement. This agreement is adopted by the LLC’s members and it determines how the company is governed. The agreement we used is also available on OpenLaw, so let’s navigate back to the home page by clicking on the logo and search for it.
We fill out the template, including names, addresses, ETH address and — here’s the part we’ve all been waiting for — the DAO’s address! Subsection 5.1.2 is the clause we used to link our Aragon DAO to our LLC governance.
Isn’t that cool? I mean, maybe not in the traditional use of the word, but we’re lawyers and this is cool to us.
Once signed by the members, it means we’re contractually obligated to operate the LLC via Aragon. Yay! We did it! Now the fun begins as we can explore the feature-rich environment of Aragon, knowing it’s linked via legal documents to our LLC. Unfortunately we’ll have to save that for another day.
Thanks for reading! We’re leaving a bounty for helpful comments and suggestions.
If you’re interested, you can hire us for your project. Visit openesq.tech to learn more.