lgme · Draft · 22 October 2026 · not adopted

Hederica bylaws.

This is a working draft for counsel. It is not adopted, not filed, and not legal advice. No cooperative exists. This page admits no members. The charter remains the only rule in force, and it is a record, not a statute.

1. Name and purpose

The proposed name is Hederica Cooperative. The state of incorporation is not chosen.

The purpose is to keep a record of work members do for one another, and to return any surplus by that use, after the floor. The cooperative is not a bank, a charity, a credit union, a barter exchange, or a mint.

2. Membership

Membership is open to a natural person of full age who does recorded work for another member, or receives it. A minor is not a member. Status is not for sale. A token, a gift, or a stack of hours does not make a member. An hour does not pass to an heir. At death the hours are cancelled. They are not an asset of the estate.

These websites do not take applications. Admission begins only after incorporation, on a published tape, by a vote of the members. Until the first meeting, there are no members.

A member who cashes an hour, sells a vote, or writes a hidden print ceases to be a member. The cessation is itself a tape entry.

3. Meetings and the vote

One member, one vote. No proxy. A member who is not present does not vote. A holding cannot buy a second vote, and a vote cannot be sold.

A meeting may act only if a majority of the members is present. Notice is a tape entry, posted long enough to be read before the meeting. An unpublished meeting is not a meeting.

4. Capital

The cooperative issues no share that can rise in value. A membership fee, if the members later set one, is nominal. It buys no appreciation, no extra vote, and no claim on another person’s hours. It is not an investment.

There are no outside owners. A gift sent to a personal wallet named on these sites is not a fee, not a share, and not property of the cooperative. No treasury exists. If the members later hold cash, it sits in an account published on the tape, and two members must act together to move it. It does not sit in a personal wallet.

5. The floor and patronage

The floor is senior. A basket of living costs, once the members have named it on the tape, is met before any surplus is touched. Skipping the floor to reach a remainder is a refused line.

Surplus after the floor returns by hours used in the period, not by capital contributed. That return is patronage. It is not a dividend, and it is not wages for the hour. If there is no surplus, there is no return, and the zero is written down. Any tax on a patronage allocation is the member’s. This draft does not say the return is tax-free.

6. The hour

An hour counts only if the member who did the work and the member who received it both attest the same deed: the class of work, and that it took one hour. If they disagree, no hour is written. A later vote cannot invent it, and the manager cannot decide it.

One person, one hour. An hour is not sold, not lent at interest, not redeemed for cash, and not transferred to someone who is not a member. The cooperative does not custody dollars or tokens in exchange for hours. A member giving or receiving an hour is not an employee.

A Hedera consensus timestamp may evidence a deed. It does not settle money. The member who asks for the inscription pays the network fee. The cooperative charges no price of its own and does not have to write the timestamp.

The members may not amend this article to make an hour cashable. Doing so dissolves the cooperative’s character. It does not become a quiet amendment.

7. The tape

Admission, an hour, a fee, a wage, an amendment, and a dissolution are each a published entry. An unpublished change is not a change. If it cannot be shown, it is not policy.

8. Board and manager

When there are at least three members, they elect a board of at least three from among themselves. Until that election, there is no board and no wage.

A manager is an employee. Pay is set in advance, compared with similar work, and written on the tape before it is paid. Pay is not a skim of hours and not a patronage dividend. The manager has one vote as a member, and no other.

9. Conflicts

A member does not vote on that member’s own wage, or on a deed in which that member is a party. The interest is disclosed on the tape before the vote. A hidden interest is a hidden print.

10. Privacy

A public entry carries the smallest fact that still proves the deed: who attested, what class of work, and when. A record that names a child, a patient, a debt, or any other sensitive fact is not inscribed. A member may use a pseudonym where the law allows. Consent is required before a name goes on the tape.

11. Disputes

The members first try to settle a dispute between themselves and write the attempt on the tape. If they cannot, the dispute is heard in the courts of the state of incorporation, once that state is chosen. Until a state is chosen, these bylaws name no court.

12. Amendment

An amendment is a tape entry first and a vote second. It passes only by two-thirds of all members, not of those who happened to be in the room. It takes effect when the entry is public, not when it is whispered.

No amendment may create a second vote, cash an hour, or let a hidden print stand. Those three are the character of the cooperative. Changing them is a dissolution, and it follows that article.

13. Dissolution

Dissolution requires the same two-thirds, published before the vote. Hours are cancelled. They are not paid out in money. Debts and wages already contracted are paid first. Any cash the cooperative actually holds is returned by hours used in the prior year. The tape stays public.

14. What this draft does not do

It does not incorporate Hederica. It does not admit you. It does not make a gift deductible. It does not replace a lawyer, a state filing, or the charter. A draft membership agreement is published beside it and is not open for signature. The same bylaws draft is on the book at egonomicanonymous.live/bylaws.

Desk · Disclosures · Not an offer. Not an investment.