Proposal: Extend AGV Council Term and Align Future Elections with Operational Cadence

Non-Constitutional


Abstract
This proposal seeks to extend the current Arbitrum Gaming Ventures (AGV) Council’s term to December 31, 2025, and establish a unified election cycle aligned with AGV’s business operations. By moving to a standardized calendar-year term with elections held during a quieter operational period, this adjustment ensures continuity, minimizes operational disruptions, and lays the groundwork for predictable Council elections moving forward. As communicated in our EOY Transparency Report, January 1, 2025 was the official start date of the AGV program, therefore this shift also serves to align Council terms with AGV’s annual cadence.


Motivation
AGV is entering its first full year of execution. This period is resource-intensive and strategically sensitive, involving active capital deployment, milestone tracking, ecosystem coordination, and team expansion. The Council has played a critical role in shaping AGV’s foundation across investment review, grant oversight, and organizational design, and remains central to its success.

To maintain momentum and avoid mid-cycle transitions, we propose extending the current Council term up to the end of 2025. Additionally, we aim to align all future Council appointments with a single election and onboarding window, providing AGV with the stability and foresight needed to plan around its core business cycle.


Rationale
When the AGV Council was first elected in late 2024, the goal was to rapidly establish a strong governance structure to oversee the launch of AGV’s investment and grant programs. However, due to departures of previously elected members, our current Council members have varied tenures with AGV due to the staggered nature of our previous round of elections.

Now that AGV is in full execution mode with multiple investments approved, milestone tracking underway, and new deals under review, it is crucial that our core operations remain stable. A staggered or mid-year transition could interrupt that continuity at a time when our Council’s experienced oversight is most needed.

Aligning all Council seats into a single, calendar-based term (January through December) simplifies the process for both the AGV operations team and the DAO, while also aligning governance processes with the natural rhythm of AGV’s operations.

Under this proposal, nominations for the next Council election will open in October, with voting held in November and a structured transition taking place in December, when AGV activity is expected to slow. This avoids governance turnover during peak quarters and provides incoming Council members with the time and context needed to onboard effectively.


Specifications

  • The current AGV Council term will be extended through December 31, 2025, ensuring continuity during AGV’s first full year of execution.

  • All future Council seats will follow a standard calendar-year term (January 1 – December 31), replacing any previously staggered elected timeframes.

  • The first unified election cycle will occur in Q4 2025, with an indicative schedule of:

    • Nominations in October

    • Voting in November

    • Transition period in December

  • In the event that a Council member resigns or relinquishes their role before the end of the term:

    • A replacement will be elected or appointed by the remaining Council members within 1-month.

    • The appointment must be ratified by the ArbitrumDAO through a Temperature Check vote within 30 days of the selection.

    • If the appointment is not ratified, the Council will propose a new candidate, and the same selection and ratification process will apply.

    • The new Council member will serve only the remainder of the current term, ensuring alignment with AGV’s unified governance calendar and avoiding the creation of personalized term lengths.

    • This structure reinforces predictability, simplifies transitions, and ensures that Council cycles remain anchored to AGV’s business rhythm.

  • This new cadence will remain in effect for subsequent cycles unless otherwise amended through future DAO governance.


Steps to Implement

  • Extend the existing Council’s term through the end of 2025.

  • Change the call for Nominations kick-off to October instead of July.


Timeline

  • Proposal submitted: 9th June 2025

  • Planned Snapshot: 19th June 2025

  • If approved, the extension takes effect immediately.

  • Unified election cycle (the timeframe below are for loose reference):

    • October 2025: Nominations open

    • November 2025: Voting

    • December 2025: Transition and onboarding

    • January 2026: New Council term begins


Overall Cost
There is no additional cost associated with this proposal. Governance coordination will be handled within AGV’s existing operational framework.

EDITS:
11th June: Added more details on ratification process for replacing a Council member who resigns.

Thanks @ArbitrumGaming for the proposal!

We support the pragmatic extension of the current AGV Council term to ensure smooth operational continuity, particularly given the critical early execution stage and current resource constraints. It is indeed essential to avoid unnecessary operational disruptions at this juncture.

However, we have reservations about consolidating all Council terms into a unified election cycle. Transitioning the entire Council simultaneously significantly elevates the risk of operational stagnation and knowledge loss. Ideally, staggered transitions would provide continuity and mitigate these risks effectively.

To address this, we suggest considering an adjusted election structure. For example, holding elections in December but varying term lengths based on voting results. Specifically, the lowest-ranked elected member could serve a shorter, half-year term, triggering a mid-year election, or the top-ranked member could have an extended term of 1.5 years. Such an arrangement would preserve stability while ensuring periodic and manageable leadership transitions.

Being closer than others to AGV, I have seen first hand how council did work during 2024. But also I do know how effectively the initiative, for several reasons already highlighted in other threads, did start effectively operations only in january.

In my opinion it makes sense to allow them to operate for the whole 2025 as a 1y mandate: the alternative is to replace them very soon (in the next month or two) and this would set back the initiative a lot.
Reason is simple: current council is not just a council, it effectively participate to the day to day operations of the fund, in a way that is not apparent to most delegates (more on this on the other proposal).

While I can’t decide for AGV, I honestly expect a good portion of the current council to be again candidates for the initiative, knowing how each one of them has been pouring effort into the job; I also expect the DAO to reelect most if not all of them.
One thing that could help is better disclosing their scope of work, and the new proposal is a very good start but we can definitely do more.

One thing is unclear for elections tho: last time, it was a 3 members election, with then appointing further 2 members with a confirmation vote from the DAO. Would the mechanics still be the same here?

I’m concerned that this initiative doesn’t clearly present the current term durations. For delegates, all decisions should be fully transparent. I hope this omission isn’t intentional — but it still takes extra time and effort to track down this information manually

Here is a table with the key dates:

Stage Description Date / Period
Initial Appointment Council was appointed for a 12-month term August 2024
Scheduled Term Duration Initially set to run until June 2025 August 2025
Proposal to Extend Term Proposed to extend the current council’s term until the end of the year Until December 2025

This effectively extends the current terms by nearly half a year

Given that the work has only just begun and recent reports show that it’s actively progressing, I believe an exception can be made in this case.

However, if the goal is to ensure a smoother transition, it might be worth considering a staggered term model — similar to the Security Council — where different members serve overlapping six-month terms. This would preserve continuity and allow for a gradual transition between cohorts

We completely agree that the terms for the current council should be extended into December ‘25. There is no evidence that the current council is underperforming, and we should emphasize continuity especially at this early stage.

As for holding elections for all council members at the same time, this threatens continuity. @Tane had an interesting idea of varying term length in accordance with vote share, while still holding elections at the same time. This makes sense, and balances concerns between uniform elections and the prevention of knowledge loss.

Alternatively, we could adopt a parliamentary model, where the AGV designates one member to remain on the council regardless of election outcome. This way, even if the rest of the council is replaced, there will be one member left for the sake of continuity.

Michigan Blockchain | Jack Verrill | TG @JackVerrill

Hi @ArbitrumGaming, could you please share the EOY Transparency Report you’re referencing here?

I’ve looked around but haven’t been able to find it — would appreciate the link. Thank you.

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Generally fine by me. What I’m missing here is a schedule for elections that are not last minute i.e. the election should leave room for a handover period if needed. This proposal feels like the easy occasion to implement that improved timing/handover setup.

From a legal standpoint, this proposal demonstrates sound reasoning and aligns with principles of operational continuity and fiduciary oversight.

  1. Governance Legitimacy & Continuity
    Extending the Council term through December 31, 2025, minimizes disruption during a critical execution phase. This is consistent with corporate and nonprofit governance best practices, where boards or councils avoid mid-cycle turnovers during peak strategic periods. Ensuring experienced governance throughout this phase is prudent and reduces risks related to fiduciary gaps or inconsistent oversight.
  2. Predictability & Legal Certainty
    Transitioning to a standardized calendar-year term and election cycle enhances legal clarity. Fixed-term governance is crucial for reducing ambiguity in DAO operations and simplifies enforcement of term limits, dispute resolution, and procedural consistency. It also minimizes ad hoc amendments or exceptions that could raise concerns over fairness or transparency.
  3. Resignation & Replacement Clause
    The one-month replacement mechanism, coupled with DAO ratification, strikes a balance between operational agility and community oversight. Legally, this structure introduces accountability while preserving the Council’s functional autonomy—a necessary consideration for DAO legal resilience.
  4. No Additional Cost / Operational Risk
    As no new funds are being allocated and all changes operate within AGV’s existing mandate, there is minimal legal or financial risk introduced by this amendment.

Recommendation:
This proposal strengthens procedural transparency, continuity, and community accountability. I support it and suggest future updates include a periodic Council review mechanism (e.g., biannual performance audits) to further enhance DAO governance health.

Thanks for your proposal

I want to echo other comments by saying that the optimal path to prevent any disruption would be a phased election. That will ensure that knowledge remains within the council.

I wanted to get more clarity on a few other topics:

  • What is the provision about reelections? I was not able to find anything related to that and, if there is nothing yet, I would like to suggest the DAO to vote on this with this extension, so we have it cleared. My suggestion would be one re-election possible and then a compulsory one-year break from the council. The cycle restarts with this new election. (Note: that would be more effective with phased elections).

Replacing the Council in the middle of active investing, milestone tracking, and ecosystem work would slow things down, create unnecessary disruption, and set the initiative back. So I will support extending the current AGV Council’s term through the end of 2025.

Agree @Tane on this. If all five Council members rotate out at once, we risk losing valuable context and experience that’s been built up over the past year. Without a strong handover process, we could end up with slower decision making, knowledge gaps, and even missed opportunities.

Maybe keeping a staggered model could help, 3 members on a calendar-year term and 2 on a mid-year offset.

Also, the replacement process for resigning members is clear, But I do wonder how internal selections are made by the Council? what criteria are used? Who gets considered?

Thanks to everyone who shared feedback on the proposal. We’ve reviewed all comments and would like to address the key points raised:

On Transition Risks and Term Alignment

We agree with the concerns raised by @Tane, @cp0x, @Michigan_Blockchain and @Ignas about the risk of operational stagnation and knowledge loss if the full Council transitions at once.

Our initial proposal focused on reducing the operational burden that staggered elections and multiple onboarding cycles would create for a small team like AGV. That said, we fully recognize the need for a smooth transition process.

To address this, we’re proposing 13-month terms for Council members. This structure includes a one-month overlap period during December, where outgoing and incoming members will work in parallel. The month will be used for onboarding, task handovers, and transferring institutional knowledge — helping ensure continuity without introducing unnecessary complexity. Incoming members will not hold voting rights during this transition period and will formally begin their roles, with full responsibilities and decision-making authority, at the start of January.

Incoming Council members will receive a half-month stipend for December, before assuming full responsibilities in January.

On Election Mechanics

Yes, the mechanics will remain unchanged. As before, the DAO will elect 3 Council members through a public vote, and those elected will nominate 2 additional members, subject to DAO confirmation. No changes are proposed to this process.

On Term Transparency

We acknowledge this and agree it should have been made clearer. The omission was not intentional, and we’ll be updating the proposal to explicitly state the original term durations for all current Council members.

On Re-Elections and Term Limits

Thanks @jameskbh for raising this. AGV Council elections will not follow the same re-election limits typically applied to DAO oversight councils. The AGV Council serves a different and more operational role — participating in due diligence, approving every investment and grant, and guiding the strategy of AGV.

Given the specialized context and the need for continuity, it is often more beneficial for AGV to have Council members with institutional memory and domain expertise continue their service, if they choose to run and are re-elected by the DAO. The re-election process remains subject to community approval through a public vote.

We appreciate the thoughtful feedback from everyone. These insights have helped us refine the proposal and ensure it better reflects both AGV’s structure and the DAO’s expectations. Let us know if there are further suggestions you’d like us to consider.

The following reflects the views of GMX’s Governance Committee, and is based on the combined research, evaluation, consensus, and ideation of various committee members.

We support extending the current council’s term. Despite facing significant concerns and backlash, the council has navigated these challenges admirably. We do request that a council member provide an update on their ongoing work to keep the community informed of their progress.

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That’s a good suggestion. Thanks @Saurabh!