The AI Enterprise Initiative: Bylaw Article 9

ARTICLE IX – LEADERSHIP, OFFICERS & BOARD

9.1 Structure of Leadership

Legal Core:

The corporation shall be governed by a Board of Directors consisting of no fewer than 9 members. At least 50% of the Board must be composed of veterans, disabled individuals, whistleblowers, or members of marginalized communities.

For Citizens:

The board is run by real people from the groups this nonprofit is meant to protect—not just elites.

AI’s Role:

AI verifies board composition and publishes compliance reports quarterly.

Why This Matters:

Prevents tokenism—guarantees vulnerable voices control the board, not just sit on the edges.

9.2 Officers

Legal Core:

The officers shall include a President, Vice-President, Secretary, and Treasurer, elected by the Board. Officers shall serve terms of 2 years, renewable by citizen ratification.

For Citizens:

Leaders are chosen for short terms and must be re-approved by the people.

AI’s Role:

AI tracks officer terms, enforces elections, and blocks expired leaders from acting.

Why This Matters:

Stops leaders from clinging to power indefinitely.

9.3 Duties of Officers

Legal Core:

• President: Executes policies approved by members and Board
• Vice-President: Assumes duties if President unavailable
• Secretary: Maintains accurate and public records
• Treasurer: Manages funds under Article VII & VIII safeguards

For Citizens:

Each officer has a clear job. No freelancing, no confusion.

AI’s Role:

AI audits officer actions against duties, flags overreach, and publishes accountability logs.

Why This Matters:

Leaders can’t invent powers or make secret deals—duties are fixed and trackable.

9.4 Elections & Term Limits

Legal Core:

Directors serve 3-year terms, limited to 2 consecutive terms. Elections require majority member vote. Staggered terms ensure continuity without entrenchment.

For Citizens:

Nobody can stay in power forever. Leaders rotate out after two terms.

AI’s Role:

AI enforces term limits and auto-triggers election reminders.

Why This Matters:

Keeps leadership fresh and prevents dynasties or insider networks.

9.5 Removal of Leaders

Legal Core:

Leaders may be removed for:

(a) Breach of fiduciary duty

(b) Mission violations

(c) Retaliation against whistleblowers

(d) Missing 3 consecutive meetings

Removal requires 2/3 Board vote OR 25% member petition followed by 50%+1 member vote.

For Citizens:

If leaders betray, ignore, or skip out, they’re gone.

AI’s Role:

AI monitors leader attendance, mission violations, and citizen petitions. Publishes red flags immediately.

Why This Matters:

Creates teeth for firing corrupt leaders, not just scolding them.

9.6 Compensation Rules

Legal Core:

Leaders shall receive no more than 200% of the median nonprofit salary in Massachusetts. All compensation must be disclosed publicly within 48 hours.

For Citizens:

No golden parachutes. Leaders can’t enrich themselves.

AI’s Role:

AI audits paychecks, flags overpayments, and publishes salary dashboards.

Why This Matters:

Stops leaders from draining the nonprofit into their pockets.

9.7 Conflict of Interest

Legal Core:

Leaders may not:

(a) Hold financial interest in entities contracting with the nonprofit

(b) Accept gifts >$50 from vendors or donors

(c) Participate in votes where conflicts exist

Violations = immediate removal.

For Citizens:

Leaders can’t profit from deals or take bribes.

AI’s Role:

AI scans financial disclosures and donations, auto-publishes conflict alerts.

Why This Matters:

Prevents insider enrichment and donor capture—classic corruption moves.

9.8 Board Meetings

Legal Core:

Board meetings shall occur monthly, open to all members with virtual access. Minutes published within 48 hours.

For Citizens:

Meetings are open, online, and posted quick.

AI’s Role:

AI records, transcribes, and translates meetings. Flags delays in posting.

Why This Matters:

Keeps the board from hiding decisions behind closed doors.

✅ Summary of Article IX

• Board dominated by veterans/disabled/marginalized voices.
• Officers elected, with short terms and strict duties.
• Elections & term limits prevent permanent rulers.
• Removal powers let citizens fire corrupt leaders.
• Compensation caps block self-enrichment.
• Conflict rules kill insider deals.
• Open meetings ensure transparency.

This article makes leadership temporary, accountable, and replaceable, not entrenched or corporate-owned.