[Federation Name]: Glossary

Shared definitions for terms used across the document set. Where a term is formally defined in the Bylaws, that definition controls; this glossary summarizes for accessibility.

Affiliate. An independent legal entity in a non-US jurisdiction that the Federation has formally recognized under Article XIII of the Bylaws, governed by a Memorandum of Understanding (MOU) approved by the Federation membership and by the Affiliate’s own governing body. Affiliates are peers of the Federation, not subsidiaries. Recognition requires a two-thirds supermajority vote of all Member Groups in good standing.

Asset lock. The provision in Article XI of the Bylaws (and in Affiliate MOUs) requiring that on dissolution, the Federation’s assets transfer to one or more organizations with substantially similar purposes. Assets are not distributed to members, founders, or any private party. The asset lock is one of the destiny-lock provisions.

Board (or Board of Directors). The 5 to 7 Directors who manage the Federation’s day-to-day affairs within the budget and direction set by the membership. Directors serve two-year staggered terms with a four-year maximum consecutive limit.

Bylaws. The Federation’s governing document, adopted by the founding Member Groups and amendable by two-thirds supermajority. The destiny-lock provisions require an additional three-quarters supermajority ratification to amend.

Delegate. The person designated by a Member Group to represent the group in Federation governance. Each Member Group designates one primary delegate and optionally one alternate. Delegates can be changed at any time on written notice to the Secretary.

Destiny-lock. The Federation’s structural anti-capture provisions: one-vote-per-Member-Group with no weighting (Section 3.5), no outside governance rights for funders or sponsors (Section 7.6), asset lock on dissolution (Article XI), and the funder concentration cap (Section 7.5, with 40% threshold). Amending any of these requires both the two-thirds bylaw-amendment threshold and an additional three-quarters supermajority ratification (Article X). Called the destiny-lock because together these provisions prevent any future board, funder, or majority faction from capturing the Federation’s direction.

Federation. The legal entity proposed for incorporation as a member-governed nonprofit corporation. The home jurisdiction is under active consideration by the founding member groups, with California (Nonprofit Mutual Benefit Corporation, 501(c)(6)) and Canada (Not-for-Profit Corporation under the CNCA) as the two serious candidates. The Federation is governed by its Member Groups and exists to provide shared infrastructure for local AT Protocol community organizing.

Federation Marks. The Federation’s name, logo, and branding assets, including any registered trademarks. Member Groups receive a limited, non-exclusive, revocable right to use Federation Marks for purposes consistent with their membership. Affiliates’ use of Federation Marks is governed by their MOU.

Fiscal sponsor. An organization that holds funds and provides legal/operational infrastructure for a project that does not yet have its own legal entity. The Federation’s proposed Phase 1 fiscal sponsor is Open Source Collective (OSC), a 501(c)(6) that hosts open-source meetups and federations. The fiscal-sponsor period covers approximately months 1 through 11-15 while the Federation pursues independent incorporation and IRS recognition.

Founding Member Group. A Member Group that joins the Federation at or near its formation, before the home-jurisdiction tax authority’s determination of nonprofit status (501(c)(6) in the US or the Canadian equivalent). Founding Members participate in pre-formation governance (ratifying mission, criteria, framework, and bylaws) and are listed in Schedule A of the Bylaws.

Funder concentration cap. The destiny-lock provision (Section 7.5 of the Bylaws) limiting any single funder to no more than 40% of the Federation’s annual revenue for two consecutive years without explicit member action. Designed to prevent dependency-based capture.

Good standing. A Member Group’s status when it is current on its obligations: designating at least one delegate, participating in at least the minimum number of member meetings annually, continuing to run events at a reasonable cadence, operating consistently with the Code of Conduct, and paying any annual dues (none anticipated for the first two years). A Member Group out of good standing receives written notice and a reasonable cure period.

Member Group. A local AT Protocol community group admitted to membership in the Federation under Article III of the Bylaws. Member Groups need not be incorporated or hold any particular legal form. Each Member Group has one vote in Federation governance regardless of size, age, geography, or jurisdiction.

Memorandum of Understanding (MOU). The written agreement between the Federation and an Affiliate, governing the relationship including mark licensing, financial relationships, dispute resolution, and termination. Each MOU is approved by the Federation membership (two-thirds supermajority) and by the Affiliate’s own governing body. Document 07 in the proposal set is the template.

Pattern A. The Federation operating with incorporation in its home jurisdiction and international Member Groups, with no Affiliates yet. The expected operating model for years 1-2.

Pattern B. The Federation operating with home-jurisdiction incorporation plus one or more international Affiliates under Article XIII. Expected from year 2-3 onward as specific funder relationships or operational needs justify Affiliate formation.

Pattern C. Hypothetical future state in which the Federation’s home-jurisdiction incorporation is dissolved and its functions migrate to an Affiliate in another jurisdiction. The asset-lock and Article XIII provisions make this possible if the home jurisdiction becomes hostile to the work.

Quorum. A majority of Member Groups in good standing. Below quorum, member meetings can convene for discussion but cannot take binding votes.

Sponsor (or Supporter). A funder, corporate supporter, infrastructure provider, or other organization that supports the Federation financially or in-kind. Sponsors are explicitly not members. They have no vote, no board seat, and no governance role of any kind. Sponsors are recognized publicly where they wish to be and receive reports on how their support was used.

Two-thirds supermajority. Two-thirds of all Member Groups in good standing, regardless of attendance or ballot participation. The default threshold for bylaw amendments, destiny-lock amendments (in conjunction with the three-quarters ratification), affiliate recognition, member group removal, and other federation-altering actions.

Three-quarters supermajority (destiny-lock ratification). Three-quarters of all Member Groups in good standing, required in addition to the two-thirds threshold for amendments to the destiny-lock provisions (Section 3.5, Section 7.6, Article XI).

Working group. In the context of the Federation once formed, a topical subgroup of Member Group delegates that takes on specific work (drafting a policy, coordinating an event, maintaining a shared resource) on behalf of the membership. Working groups have no governance authority of their own and report back to the membership. This proposal is not itself the product of a formal working group; the drafts are starting-point material that the founding member groups will work on together. The atproto.wiki working groups are a separate concept that operates at the protocol-development layer, not at the Federation governance layer.

Written ballot. A vote conducted asynchronously over a defined response window (typically 14 days) rather than at a synchronous meeting. The default voting method for the Federation under Section 4.6, reflecting the Federation’s commitment to equal voice across time zones from Tokyo to LA.