Establish Legal Structure for First SPV

PROPOSAL Authorize 19,000 USDC from Treasury for Legal Scaffolding

Kiroptera Consulting — Offer RAW-2

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Summary

This proposal asks $RAWR token holders to authorize a one-time transfer of 19,000 USDC from the treasury to fund the full five-phase legal engagement with Kiroptera Consulting. The engagement covers everything needed to go from a live token with no legal scaffolding to a properly structured, legally linked, and regulatorily-opinionated ownership vehicle for the First Dinosaur.

The quoted project scope runs USD 10,500–15,900 (75–115 billable hours at $150/hr), plus an estimated USD 2,000–3,000 in third-party formation and registered-agent costs. The 19,000 USDC will be sent to the Jurassic Finance Labs Squad account, from which Kiroptera Consulting will be paid in phases as each deliverable is invoiced. The 19,000 USDC request provides full coverage of the top-end estimate plus a modest buffer, ensuring the team can execute without returning to the DAO for additional authorization mid-engagement.

Any unspent USDC at project completion will be returned to the treasury.

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Motivation

$RAWR launched on MetaDAO's permissionless platform with the SegCo structure in place but with a significant gap: the legal layer connecting token holders to actual ownership and governance needed for First Dinosaur does not yet exist. Specifically:

• No SPV has been formed to hold title to the specimen.
• No token-holder linkage document translates SegCoDAO governance rights into beneficial control.
• No MiCA classification opinion exists, creating marketing-restriction uncertainty for EU holders.
• No acquisition legal package (provenance diligence, Sale & Purchase Agreement, insurance review) is in place for the fossil purchase.
• No operational contracts (Terms of Service, Privacy Policy, contractor agreements) are live.

Without this work, the SegCo-SPV-token-holder chain is legally incomplete. Completing it is the single most value-accretive operational task available to the DAO right now.

Kiroptera Consulting is a Slovenian legal advisory firm specializing in blockchain law, MiCA compliance, and Web3 structure. They have already reviewed the MetaLeX Founder Pack and the Futarchy Governance SPC Board Resolution, and their offer reflects that standing start. The engagement rate is USD 150/hr (no VAT applied under Article 94(1) of the Slovenian VAT Act).

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Scope of Work

The engagement is structured in five sequential phases. Phase 1 is a gating phase whose conclusions determine the structuring choices in Phases 2–3.

Third-party costs (SPV formation, registered agent, local counsel) are estimated at $2,000–3,000 per entity and are borne directly by the DAO/Operator outside this engagement.

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Budget Breakdown

Invoices will be issued by Kiroptera per phase and are payable within 8 days. The Operator will publish each invoice to the DAO's communication channels as it is received.

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Why the Market Should Pass This

The legal scaffolding funded by this proposal is a prerequisite for the DAO's stated purpose. Without it:

• The First Dinosaur cannot be legally acquired by the SPV.
• Token holders have no legally recognized link to the specimen or its governance.

Completing this work removes the single largest structural risk to $RAWR's value proposition.

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Conflicts of Interest

The Operator (Jurassic Finance Labs) is the direct counterparty to the Kiroptera engagement. The Operator will not receive any portion of this USDC beyond pass-through payment of legal invoices.

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References

• RAW - 2, Kiroptera offer
• MetaLeX Founder/Operator Legal Pack
• Futarchy Governance SPC Board Resolution
• jurassic.finance