Art. 2 Membership and Capital

Section 1 Membership
  1. The original members of the Agency shall be the members of the Alliance listed in Schedule A hereto which shall, on or before the date specified in Article X, Section 2 (c), accept membership in the Agency.

  2. Members of the Alliance that do not accept membership before the date specified in Article X, Section 2 (c) shall be ex officio observer members of the Agency.

  3. Membership shall be open to other members at such times and in accordance with such terms as may be prescribed by the Board of Governors. These terms, including the terms for subscriptions, shall be based on principles consistent with those applied to other members of the Alliance that are already members.

Section 2 Capital Stock
  1. The authorized capital stock of the Agency shall be thirty-four (34) in terms of Bitcoin.

  2. The authorized capital stock shall be divided into thirty-four (34) equity token having a par value of one (1) Bitcoin each. Each member shall be authorized to subscribe to no more than one (1) equity token. Any such equity token not initially subscribed by original members shall be available for subsequent subscription by new members.

  3. The capital stock may be increased by the Board of Governors for the purpose of issuing equity tokens of capital stock to new members, provided that the aggregate of any increases authorized shall never exceed one (1) equity token per member never exceeding a par value of one (1) Bitcoin each.

  4. Issuance of equity tokens, other than those subscribed on initial subscription or pursuant to paragraph (c) above shall be available for subscription only by, and shall be issued only to members.

Section 3 Subscriptions
  1. Each original member shall subscribe to one (1) equity token. The number of equity tokens to be subscribed by other members shall be one (1) equity token.

  2. The initial subscription of each original member shall be payable in full within thirty (30) days after either the date on which the Agency shall begin operations, or the date on which such original member becomes a member, whichever shall be later, or at such date thereafter as the Agency shall determine. Payment shall be made in Bitcoin in response to a call by the Agency which shall specify the wallet or wallets of payment.

Section 4 Limitation of Liability

No member shall be liable, by reason of its membership, for obligations of the Agency and the Agency shall not be liable for obligations of its members.

Section 5 Restriction on Transfers and Pledges of Equity Tokens

Equity tokens shall not be pledged or encumbered in any manner whatever, and shall be transferable only to the Agency.

Section 6 Agency Resources
  1. The resources of the Agency shall not, as a general rule be made of contributions from members but instead, contributions shall be made from the DAO, members of the DAO, members of the Business Consortium, private capital markets and international financial markets and, the revenues generated from operations and transactions authorized by this Agreement shall be placed in the general reserve fund and the special reserve fund of the Agency.

  2. The resources and the facilities of the Agency shall be used exclusively for the benefit of members with equitable consideration to the furtherance of its purposes.

Last Updated:

September 11, 2025

Sep 11, 2025

© IIA All Rights Reserved 2025

© IIA All Rights Reserved 2025

© IIA All Rights Reserved 2025