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The Point Seven Studio Stewardship Charter — DRAFT

Status: DRAFT for founder review + attorney formalization (2026-07-27). This is the concrete Charter the Stewardship Framework calls for — a founder-adoptable constitution, not legal advice and not yet a binding instrument. It is written to be argued with, edited, and then handed to a steward-ownership / purpose-trust attorney to render into enforceable legal documents (trust deed, PBC charters, the golden-share terms, the Council bylaws). Placeholders needing a human decision are marked [FOUNDER: …]; those needing a lawyer are marked [ATTORNEY: …].

What this is. The supreme internal governance instrument of Point Seven Studio. Once adopted and legally implemented, every Point Seven entity, officer, employee, steward, and successor is bound by it. Where any policy, contract, board resolution, or business decision conflicts with this Charter, this Charter controls.

Preamble

Point Seven Studio exists to make art that changes real human lives — fiction as a technology for becoming, not a product that consumes its audience. This Charter exists because the two forces that reliably corrupt mission-driven organizations — the pressure of growth (money and power trading mission for leverage) and the pressure of succession (a benevolent founder's control dying with them) — are predictable, and can be resisted by structure decided now, while the leverage to impose it still exists.

The honest aim is durability, not eternity: to make capture of Point Seven slow, costly, visible, and reversible — so the mission outlives its founder by decades — not to pretend any structure is capture-proof forever.

Article I — The Protected Core (entrenched invariants)

The following are the invariants of Point Seven Studio. They bind every property, present and future, and every person acting for Point Seven. They may be changed only by the entrenched procedure in Article V, and three of them (I.2, I.6, and the dissolve right in Article VIII) may be changed only to strengthen them, never to weaken them.

  • I.1 — Mission primacy. Art-first. The mission outranks profit; profit serves the mission, never the reverse. No paying interest may dictate the art, and the art will not be turned into coaching, propaganda, or advertising.
  • I.2 — Consent and the dignity of the vulnerable. Consent-first for any person's voice, likeness, or writing. Read-only-for-the-dead: a deceased or non-participating person's cloned voice or presence is never puppeted to say or decide new things. Handling of minors is counsel-gated. Privacy floors hold (e.g., location no finer than city-centroid). (Strengthen-only.)
  • I.3 — No impersonation of real people. No generated content that depicts or impersonates a real, non-consenting individual (the network's "Rule 9," generalized).
  • I.4 — Honesty-first. No fabricated reviews or records, no dark patterns. A feature says plainly what it does and what it costs. AI-made content is labeled as such at creation.
  • I.5 — The user is not the product. A user and their words are never the thing sold, surveilled, auctioned, or used to train against their interest.
  • I.6 — No corruption of the art. The story serves the human, not a sponsor, a party, a government, or an algorithm's engagement target. (Strengthen-only.)

I.7 — Portability of the core. The Protected Core travels with the assets. No sale, spin-off, restructuring, relocation, licensing, or successor arrangement may be used to detach any Point Seven property from these invariants (Article V anti-circumvention).

[FOUNDER: confirm or edit these six. Add/remove invariants. Keep the list SMALL — everything not listed here is ordinary business, free to change. Ossifying tactics is as fatal as capture.]

Article II — Ownership: steward-ownership, not shareholder-ownership

  • II.1 — Control resides in a purpose vehicle. Controlling authority over Point Seven Studio is held by [FOUNDER/ATTORNEY: a Perpetual Purpose Trust (recommended) / a mission Foundation], whose beneficiary is the purpose stated in this Charter, not any person. Because no person owns the mission, no person can sell it out from under the mission.
  • II.2 — Operating entities are Public Benefit Corporations. Each operating company (HiveJournal, QuickSites, and future properties) is or becomes a PBC legally bound to its stated public benefit — used inside the purpose vehicle, never as a substitute for it.
  • II.3 — Profit serves the mission. Surplus funds the mission and sustainable operations. Distribution of profit may never be structured so as to create a private incentive to weaken the Protected Core.
  • II.4 — The Golden Share (veto). A single, non-economic Stewardship Share is issued and held by the Stewardship Council (Article III). It carries no cash-flow rights and one power: to veto any of the following, which are void without Council assent —
    1. sale, merger, IPO, or transfer of control of any material property;
    2. any amendment to this Charter, the Protected Core, or the ownership structure;
    3. any change to the purpose vehicle, the Council, or the Golden Share itself;
    4. any action the Council formally rules a violation of the Protected Core.
  • II.5 — Financial independence of the mission layer. The purpose vehicle and the Council are structured to be not economically dependent on the operating companies' capital providers, so the guardians of the mission cannot be starved or bought. [ATTORNEY: endowment / independent funding mechanism.]

Lesson encoded (the OpenAI caution): non-profit "control" of a for-profit fails if the control can be pressured, restructured, or overridden by the money it depends on. The four defenses — make the veto structural and hard to unwind, distribute it across a Council, keep the mission layer financially independent, and keep the dissolve right (Article VIII) credible so capture doesn't pay — are load-bearing, not optional.

Article III — The Stewardship Council ("the Guardians")

  • III.1 — Purpose. A body whose only job is to protect the Protected Core. It is separate from the Operating Board and holds no operational power.
  • III.2 — Composition. [FOUNDER: 5–7] stewards, serving staggered [FOUNDER: e.g. 5-year] terms so no single moment lets a captor seat a majority.
  • III.3 — Powers (and only these). Hold the Golden Share and exercise its veto; formally rule whether an action violates the Protected Core; confirm and, for cause, remove stewards; commission and publish the annual Purity Audit (Article VII); invoke the dissolve right (Article VIII). The Council cannot run, direct, or manage the businesses.
  • III.4 — Anti-capture composition rules.
    • No single-interest majority. No majority of stewards may be drawn from any one interest — investors, employees, a government, or the founder's family.
    • Financial independence. A steward may not be economically dependent on Point Seven or its funders; steward compensation, if any, is modest, fixed, and unrelated to profit.
    • Values-tested selection. Stewards are chosen for demonstrated alignment with the mission, never for wealth, status, or office.
    • Removable only for cause, never at the Operating Board's or an investor's convenience.
    • Staggered terms + term limits, so renewal is gradual and capture cannot be timed.
  • III.5 — Decision thresholds. Ordinary Council action by majority; a veto sustained by [FOUNDER: majority]; confirming/removing a steward and invoking dissolve by [FOUNDER: supermajority, e.g. 2/3]. Quorum and conflict-recusal per the Council bylaws. [ATTORNEY: bylaws.]
  • III.6 — First stewards. [FOUNDER: name the first 3–5 people you would trust to guard this with no operational power and no financial stake. Selection is the whole game — the structure is only as good as the first stewards.]

Article IV — Separation of powers

  • IV.1 — The Operating Board / management runs the businesses with full commercial latitude — hiring, product, pricing, growth, capital — bounded by this Charter and the Council's veto.
  • IV.2 — The Stewardship Council guards the Protected Core with no operational authority.
  • IV.3 — Mutual non-encroachment. Management may not alter, interpret away, or defund the Core or the Council; the Council may not seize or direct operations. Neither body may unilaterally become the other. Amending the Core requires both, plus the purpose vehicle, plus the entrenched bar of Article V.

Article V — Amendment and entrenchment

  • V.1 — Ordinary matters (product, business model, tactics, anything outside the Protected Core and the structure) change by normal management decision.
  • V.2 — Entrenched matters — the Protected Core (Article I), the ownership structure (Article II), the Council (Article III), this Article V, and Article VIII — change only by ALL of:
    1. a Council supermajority of [FOUNDER: e.g. 2/3];
    2. concurrence of the purpose vehicle's trustee(s);
    3. a public waiting period of [FOUNDER: e.g. 90 days] with published rationale, so any attempt happens in daylight;
    4. and, where required, [ATTORNEY: a court / regulator step appropriate to the chosen vehicle].
  • V.3 — Strengthen-only clauses. Invariants I.2 and I.6 and the dissolve right (Article VIII) may be amended only to strengthen the protection, never to weaken or remove it.
  • V.4 — Anti-circumvention. No reorganization, subsidiary, asset sale, licensing deal, jurisdiction change, or successor entity may be used to evade Article I or this Article. Any such attempt is a Core violation and void; the Core binds the assets in whatever hands they land.

Article VI — Succession (the founder's incapacity or passing)

This is the moment the founder-as-guardian model fails, and the entire point of adopting the structure before it arrives.

  • VI.1 — Triggers. This Article takes effect on any of: the founder's death; certified medical incapacity; or prolonged, verified unreachability as defined in the Platform Will. Triggers are drawn to be hard to game, because capture exploits the ambiguous in-between. [ATTORNEY: incapacity/unreachability definitions + certification.]
  • VI.2 — Nothing opens up. Because control already sits with the purpose vehicle and the Golden Share already sits with the Council, no controlling stake becomes inheritable, purchasable, or contestable on the trigger. There is no takeover window.
  • VI.3 — The Platform Will governs intent. The founder's written, public Platform Will states the founder's directive for how Point Seven should behave when the founder can no longer decide. The Council interprets it; it binds as founder intent.
  • VI.4 — Read-only-for-the-dead, applied to governance. The founder's recorded intent is honored as a fixed text to interpret. The founder's cloned voice, likeness, or persona is never puppeted to manufacture new decisions or lend false authority to a faction. (Point Seven builds voice-cloning; this risk is named and forbidden outright.)
  • VI.5 — Self-renewal by values, not by money or office. The Council fills its own vacancies by the values-tested process, so guardianship is never handed to whoever holds the most capital or the highest office.

Article VII — Transparency (the immune system)

  • VII.1 — Binding public commitments. The public commitments (the /ethos page and its successors) are Charter-backed obligations, not marketing.
  • VII.2 — Annual Purity Audit. Once a year, an independent reviewer assesses adherence to the Protected Core and the Council's own health, and the result is published. [ATTORNEY/FOUNDER: independent auditor + scope.]
  • VII.3 — Protected whistleblowing. A protected channel for anyone to report a suspected Core violation, without retaliation.
  • VII.4 — Sunlight on amendment. Any attempt to amend an entrenched matter (Article V) is disclosed publicly for the full waiting period.

Article VIII — Dissolve before corrupt (last resort)

  • VIII.1 — The right. If capture of Point Seven becomes, in the Council's supermajority judgment, inevitable and irreversible, the Council may wind the platform down, open-source its core work, or transfer it to a mission-aligned successor — rather than allow it to continue in a corrupted form.
  • VIII.2 — Why it exists. A credible scuttling option removes the prize and deters the raid: capturing a thing that will dissolve rather than be captured is not worth capturing.
  • VIII.3 — Asset disposition. On dissolution, assets pass to [FOUNDER/ATTORNEY: a named mission-aligned successor / the public domain / a values-aligned foundation] — never to private captors.
  • VIII.4 — Strengthen-only. This right may not be weakened or removed (Article V.3).

Article IX — Definitions and scope

  • "Point Seven properties" — the operating companies, brands, code, and creative works of Point Seven Studio, present and future. [FOUNDER: does this Charter cover the whole estate as one, or per-property? Some properties may be intentionally spun off or sold; the mission-critical ones (e.g. Odessa, HiveJournal) may warrant tighter protection than others.]
  • "Capture" — any acquisition of influence over Point Seven, by money, board control, political pressure, or personnel, that would bend it away from the Protected Core.
  • "Core violation" — any action inconsistent with Article I, as formally ruled by the Council.
  • "Steward" — a member of the Stewardship Council. "Operating Board" — the directors/managers of the operating entities.

Adoption

Adopted by the founder as the governing intent of Point Seven Studio, to be rendered into binding legal instruments by qualified counsel.

  • Founder: ______________________ Date: ____________
  • Initial stewards: [FOUNDER: names]
  • Counsel of record: [ATTORNEY]

This document is a design, not a legal instrument. Steward-ownership structures, purpose trusts, PBC charters, and golden shares are real, jurisdiction-specific legal mechanisms. Engage a specialist (the Purpose Foundation and peers do exactly this) to draft the enforceable versions. Prior art: Patagonia's Purpose Trust + Holdfast Collective; the Novo Nordisk Foundation; Bosch; Mozilla Foundation→Corporation; and — as the cautionary tale — OpenAI's non-profit-control unwinding.

Placeholders to resolve (maps to Framework §8)

  1. Ownership vehicle (II.1) — purpose trust vs foundation; how much control to place immediately vs retain for life.
  2. The Protected Core (Article I) — confirm/edit the six invariants.
  3. First stewards (III.6) — the initial 3–5 guardians.
  4. The dissolve commitment (Article VIII) — willing to commit it in writing?
  5. Scope (Article IX) — whole-estate vs per-property.
  6. Thresholds (III.5, V.2) — the specific supermajority and waiting-period numbers.
STEWARDSHIP CHARTER — Docs | HiveJournal