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v1.0 · Effective · Charter Hall

Platform Default Bylaws v1.0

Status: v1.0 draft. This document is the standing baseline that applies to every Circle on Circlworld from the moment of commencement. A Circle is never bylaws-less. Tradition templates and Circle-specific customisations layer on top of this Default; they do not replace it. The Default itself can be amended only through the bylaws-amendment procedure in §4 below.

Preamble

Every Circle on Circlworld operates under bylaws. The bylaws are the rules the Members agreed to before contributing — the schedule, the contribution amount, the payout order, the consequences if something goes wrong. They are the constitutional document of the Circle, smaller in scale than the platform's constitutional documents but the same in nature.

Prior to this Default, the platform's bylaws architecture required the Founder of every new Circle to pick a template at formation. The template became the Circle's bylaws. This had two structural weaknesses. First, if the chosen template didn't address something the platform requires (CPR rate, mediation pathway, departure procedure), there was no fallback — it simply wasn't covered. Second, Founders felt they were doing constitutional work before their first cycle had even run.

The Platform Default Bylaws solve both. The Default is always present from the moment a Circle commences. It codifies the platform's standard requirements as the constitutional floor. A Founder may then layer a tradition template (Basic Pardna, Common Simple, etc.) that adds tradition-specific clauses on top of the Default; the Founder + Members may further layer Circle-specific customisations on top of those. But every Circle starts with the Default in place, and no Circle is ever bylaws-less.

Section 1 — The three-layer model

Every Circle's bylaws consist of three layers, applied in order:

1.1 Layer 1 — Platform Default (always present)

This document. The Default applies to every Circle from commencement. The Default cannot be removed by Founder, Treasurer, or Member action. The Default can be amended only through the platform-level bylaws-amendment procedure (a constitutional act that updates this Charter for all Circles).

The Default is read first by anyone reading the Circle's bylaws (Members, Treasurer, the Dispute Settlement Centre, a Lender presented with a Member Activity Record). It is the floor.

1.2 Layer 2 — Tradition Overlay (optional, Founder-chosen at formation)

Optionally, the Founder selects a tradition template from the platform's reviewed catalogue:

The Tradition Overlay adds clauses appropriate to the tradition the Circle is practising. Where a Tradition Overlay clause is silent on a matter, the Default's provision governs. Where a Tradition Overlay clause conflicts with the Default on a matter the Default has reserved as constitutional (§5 below), the Default prevails. Where the conflict is on a non-reserved matter, the Overlay clause governs for that Circle (the Overlay is read as a Circle-level amendment to the Default's permissive provision).

1.3 Layer 3 — Circle Customisations (Member-amended over time)

The Circle may further customise its bylaws through the Circle-level amendment procedure (§4.4 below): supermajority Member vote, notice period, etc. Circle Customisations may:

(a) Set or modify a permissive Default provision (e.g., raise the CPR rate from the 10% floor to 15%).

(b) Add Tradition-Overlay clauses the Founder did not select at formation.

(c) Add Circle-specific clauses on matters neither the Default nor the Overlay addresses.

Circle Customisations may NOT override a reserved Default provision (§5 below). The reserved provisions are the constitutional floor — the platform's commitments to all Members across all Circles.

1.4 The reading order

When the Dispute Settlement Centre, a Lender, a Selection Committee panel, or any other reader asks "what does this Circle's bylaws say?", the layers are read in order: Default → Tradition Overlay → Circle Customisations. The most specific applicable provision governs, EXCEPT where the Default has reserved the provision under §5 — in which case the Default prevails regardless of overlay or customisation.

Section 2 — What the Default covers

The Default codifies the platform's standard requirements in eight areas. Each is a constitutional floor for the Circle.

2.1 Circle Protection Reserve (CPR)

(a) Contribution rate. A minimum of 10% of every Member contribution is set aside into the Circle Protection Reserve. The Circle may vote to raise the rate (up to 50%, the catastrophic-event maximum per the CPR architecture) but never below 10%. The 10% floor is reserved (§5(a) below) — cannot be overridden by Tradition Overlay or Circle Customisation.

(b) Holding. The CPR is held per the Custody Framework Charter v1.0 — Category B funds, escrow-only, no Member vote applies. The CPR sits in a dedicated multi-signature account in the Circle's (or federation's) own member-constituted co-operative legal form, with the Lending Committee or equivalent constituted body providing signatures. Circlworld never holds the CPR. This is reserved (§5(b) below).

(c) Use. The CPR absorbs operational gaps so the remaining Members do not personally cover shortfalls — a missed contribution round, a hardship departure, a Member transition. Cycle-completion refund: when the Circle completes cleanly, each Member's CPR balance refunds less a small permanent contribution to the Circle's standing Reserve.

(d) Catastrophic pathway. For events meeting the Bylaws Category C threshold (Member group facing simultaneous loss; documented hardship; Selection Committee or Town Hall consultation), the catastrophic pathway absorbs up to 25% of the CPR balance. The 25% absorption ceiling is reserved (§5(c) below).

2.2 Contribution and payout confirmation

(a) Member contribution confirmation. Every Member contribution is dual-attested — the contributing Member confirms send, the receiving Treasurer or escrow account confirms receipt. The confirmation must occur within 14 days of the scheduled contribution date; thereafter the Circle's late-handling procedure applies.

(b) Payout confirmation. Every payout to a Member is dual-attested — the disbursing party (Treasurer or escrow signer) confirms send, the receiving Member confirms receipt. Confirmation must occur within 14 days of the scheduled payout date.

(c) Tolerance window. A Circle may set a tolerance window through Customisation (e.g., a Member up to 48 hours late on contribution incurs no penalty). The tolerance window is permissive — Customisation may set a tighter window or a looser one within the 14-day cap. Beyond 14 days, the late-handling procedure activates.

2.3 Mediation pathway

(a) Internal pathway first. Disagreements within a Circle (a missed contribution, a disputed payout, a Member's departure) should first be addressed within the Circle through the Treasurer's mediation efforts.

(b) DSC if internal pathway fails. Where internal mediation does not resolve the matter within 30 days, any Member may open a case at the Dispute Settlement Centre per the DSC Charter. The Circle Bylaws cannot exclude the DSC as a mediation venue. This is reserved (§5(d) below).

(c) Without prejudice. Communications within mediation are without-prejudice; substance is confidential per the DSC Charter §3.2.

2.4 Custody model

(a) Category A choice. The Circle's regular cycle contributions sit under Category A of the Custody Framework Charter v1.0. The Founder records the Circle's Category A custody choice at formation: Member-to-member custody (the cultural-tradition model — Members contribute directly through their own bank accounts to the receiving Member each round; the Treasurer governs the rotation but does NOT hold cycle funds) OR escrow-held custody (multi-signature account in the Circle's co-operative legal form).

(b) Categories B and C constitutional. Category B funds (loans + CPR + collateral) and Category C funds (cross-border Circles) are escrow-only by the Custody Framework Charter. The Circle cannot vote to alter this. Reserved (§5(e) below).

2.5 Treasurer Code of Conduct (binding by reference)

(a) Binding. The Treasurer Code of Conduct v1.0 (/charter-hall/treasurer-code-of-conduct) is binding on every Treasurer at this Circle. The Code's six pillars (fiduciary care, custodianship of trust, communication isolation, cultural humility, mediation as first response, transparency) form the professional-standards floor.

(b) Breach pathway. A material Code breach routes to the Selection Committee per the Treasurer Tier Progression Charter §6 (exceptional categories). Material breach is platform-decided; ordinary mediable matters route to the DSC.

2.6 Member departure

The CPR architecture defines three departure categories. Each has a procedure:

(a) Category A — Voluntary departure. Member departs with reasonable notice (typically 30 days) before their scheduled payout position. The 10% administrative penalty applies (the Bylaws may set this up to 25% through Customisation). The CPR balance refunds less the penalty and the standing Reserve contribution.

(b) Category B — For-cause departure. Member departs because of documented hardship, family emergency, or other circumstance the Circle accepts. The penalty is reduced or waived per the Circle's Customisation. The CPR Hardship Waiver pathway may apply.

(c) Category C — Catastrophic departure. Where a documented catastrophic event (Member group facing simultaneous loss) triggers the catastrophic pathway, the Circle absorbs up to 25% of the CPR balance per §2.1(d). The Selection Committee or Town Hall consultation governs.

The departure procedure is permissive on penalty amounts (within the 10-25% range) but reserved on the category boundaries (§5(f) below).

2.7 Anti-coercion

(a) Voluntary participation. Membership in a Circle is voluntary. No Member may be coerced or pressured into joining, contributing beyond agreed amounts, or remaining in a Circle.

(b) No managerial pressure. Where a Circle operates within a workplace, faith community, family network, or similar setting where social hierarchy could create implicit pressure, the bylaws must include explicit opt-in/opt-out language so participation is genuinely voluntary. The Common-Workplace and Common-Faith Tradition Overlays include this language by default.

(c) No deception. No Member may be misled about the Circle's contribution amount, cycle length, payout order, custody model, or any other material term.

The anti-coercion principles are reserved (§5(g) below).

2.8 Communication isolation

Communications between Members about Circle operations (the Plaza, mediation rooms, dispute proceedings, mentor conversations) are governed by the platform's communication-isolation architecture. The bylaws cannot waive a Member's right to communication-isolation protections (§5(h) below).

Section 3 — Tradition Overlay catalogue

The platform maintains a catalogue of Tradition Overlays — Founder-selectable templates that layer tradition-specific clauses on top of this Default. Each Overlay is editorially reviewed by a practitioner-holder of the tradition per the Cultural Architecture Policy v2.0 §9.3.

The catalogue at adoption of this Charter:

| Overlay | Tradition | Review status | | --- | --- | --- | | Basic Pardna | Jamaican Pardna | Reviewed | | Common Tradition — Simple Savings Circle | Generic | Reviewed | | Basic Susu | West African Susu | Pending review | | Basic Chama | East African Chama | Pending review | | Basic Ajo | Yoruba Ajo | Pending review | | Basic Kameti | South Asian Kameti | Pending review | | Basic Paluwagan | Filipino Paluwagan | Pending review | | Common Workplace | Workplace-cohort adaptation | Pending review | | Common Faith | Faith-community adaptation | Pending review | | Common Family | Family-circle adaptation | Pending review |

Overlays in "pending review" status are not selectable at Circle formation until practitioner review completes. A Circle whose Founder wishes to operate under a pending-review tradition may either (a) start with no Overlay (Default only) and add the Overlay once reviewed, or (b) start with the generic "Common Tradition — Simple Savings Circle" Overlay and amend through Customisation.

Section 4 — Amendment

4.1 Default amendment (platform-level)

The Platform Default Bylaws may be amended through the platform's standard amendment procedure:

(a) Council proposal + reasoning, OR Town Hall petition (200+ Member signatures).

(b) 60-day Forum consultation.

(c) Town Hall ratification with 20% quorum and supermajority (66.7%+) approval. The supermajority threshold is higher than the standard amendment threshold (simple majority) because the Default applies to all Circles platform-wide.

(d) Counsel review where the amendment touches a reserved provision (§5).

A Default amendment takes effect for all Circles from the effective date forward. Circles formed before the effective date may elect to incorporate the amendment through Circle Customisation, or to operate under the prior Default version (additive migration principle — every prior version stays addressable).

4.2 Tradition Overlay amendment (catalogue-level)

The platform may add a new Overlay to the catalogue, mark an existing Overlay as no-longer-selectable for new Circles, or update a reviewed Overlay's clauses, through:

(a) Practitioner-of-the-tradition editorial review per Cultural Architecture Policy v2.0 §9.3.

(b) Pedagogy Council consultation (the Pedagogy Council holds the editorial standards for cultural representation).

(c) 90-day notice to Circles currently operating under the affected Overlay.

(d) Existing Circles retain the Overlay version in force at their formation unless they elect to incorporate the update through Customisation.

4.3 Circle Customisation (Circle-level)

A Circle may adopt or modify a Circle Customisation through:

(a) Treasurer or Member proposal in the Circle's bylaws-amendment channel.

(b) Notice to all Members (minimum 14 days).

(c) Member vote with quorum (50% of active Members) and supermajority (66.7%+) approval. The supermajority threshold reflects that bylaws changes affect all Members in the Circle.

(d) Effective date specified in the proposal; if not specified, takes effect on the next contribution cycle following ratification.

4.4 Conflict resolution

Where a proposed Circle Customisation would conflict with a reserved Default provision (§5), the Customisation is invalid as proposed. The proposer may submit a revised version that respects the reserved provision; or, where the Customisation reflects a genuine constitutional concern, the Treasurer Council may convey the matter to the Default-amendment procedure (§4.1) for platform-wide consideration.

Section 5 — Reserved provisions

The following provisions of the Default are reserved — they cannot be overridden by Tradition Overlay or Circle Customisation. A Circle may only operate under different reserved-provision rules if the Default itself is amended at the platform level per §4.1.

(a) CPR contribution rate floor of 10% (§2.1(a)) — the Circle may raise the rate but not lower it below 10%.

(b) CPR custody is escrow-only (§2.1(b)) — Category B funds cannot be Member-to-member by any Circle's election.

(c) CPR catastrophic absorption ceiling of 25% (§2.1(d)) — the catastrophic pathway cannot absorb more than 25% of the CPR balance.

(d) DSC as the mediation venue of last resort (§2.3(b)) — the Circle Bylaws cannot exclude the DSC.

(e) Category B and C funds are escrow-only (§2.4(b)) — loans, CPR, collateral, and cross-border Circle funds cannot be Member-to-member.

(f) Member departure category boundaries (§2.6) — voluntary / for-cause / catastrophic boundaries are constitutional; only the penalty amounts within those categories are permissive.

(g) Anti-coercion principles (§2.7) — voluntary participation, no managerial pressure, no deception cannot be waived.

(h) Communication-isolation protections (§2.8) — a Member's right to communication-isolation protections cannot be waived by bylaws.

(i) Treasurer Code of Conduct binding (§2.5(a)) — the Code applies to every Treasurer on this platform; the Bylaws cannot exempt a Treasurer.

The reserved provisions are the platform's commitments to all Members across all Circles. They are non-negotiable at the Circle level.

Section 6 — Adoption + transition

6.1 Effective date

This Charter takes effect on Town Hall ratification per §4.1.

6.2 Existing Circles

Circles formed before the effective date continue to operate under their existing bylaws document (the template-AS-bylaws model) until they elect to migrate. The platform provides a migration tool that:

(a) Identifies which of the existing Circle's bylaws clauses are now covered by the Default (no migration action needed for these — they are subsumed by the Default).

(b) Identifies which clauses are tradition-specific and would map to a Tradition Overlay (one-click adoption of the Overlay).

(c) Identifies which clauses are Circle-specific and would persist as Circle Customisations (preserved as-is).

(d) Surfaces any conflicts with reserved Default provisions for Treasurer + Member review.

Migration is voluntary for existing Circles. A Circle may operate under the pre-Default bylaws indefinitely.

6.3 New Circles

Circles formed after the effective date commence with the Default applied automatically. The Founder selects an optional Tradition Overlay at formation (the existing S3 onboarding step, reframed as "overlay" rather than "template"). Circle Customisations begin to accumulate from the first amendment vote.

Section 7 — Where the Default is read

The Default is canonically published at /charter-hall/platform-default-bylaws. A Member or third party (Lender, employer, partner credit union) presented with a Member Activity Record sees the Circle's bylaws structured as: Default v1.0 + Tradition Overlay (if any) + Circle Customisations. The Default is named explicitly; the Overlay is named explicitly; the Customisations are listed individually.

This three-layer presentation makes the Circle's bylaws legible to outside readers — they see what is platform-floor (the Default), what is tradition-specific (the Overlay), and what is Circle-specific (the Customisations). The reading is faster than a single monolithic bylaws document, and the platform-level commitments are visible without re-reading them in every Circle's bylaws.