Board of Directors Charter & Fiduciary Standards

1. Purpose

This policy establishes the official charter, legal obligations, and operational expectations of all individuals serving on the CrownThrive Board of Directors or any platform-based governing board under the ecosystem.

2. Scope

Applies to: Chairperson and Vice Chair of the Board Treasurer, Secretary, and all Board Members-At-Large Committee-affiliated board appointees Interim or emergency board members Advisors with voting privileges on the board

3. Term Length & Eligibility

Standard term: 5 years Re-election limit: 2 consecutive terms Eligible candidates must be active ThriveAlumni members for at least 18 months, with a clean compliance record and verified contribution to platform growth

4. Authority & Decision-Making Powers

The Board shall: Approve or veto platform-wide policy updates Authorize ThriveFund disbursements exceeding $25,000 Ratify committee formation, dissolution, or appointment escalations Vote on nominations to executive roles and succession planning Approve corporate restructuring or public-private partnerships Submit proposals for CHLOM™ governance ballot consideration Board votes require: Quorum of 60% Majority vote to pass standard actions 2/3 supermajority to pass amendments, restructure, or override Founder vetoes

5. Fiduciary Duties

Each Board member must uphold: Duty of Care – Exercise informed, well-reasoned judgment Duty of Loyalty – Prioritize CrownThrive’s interests over personal benefit Duty of Obedience – Comply with organizational bylaws and policies Duty of Confidentiality – Protect sensitive data and member records

6. Ethical Standards

All Board members shall: Abstain from voting on matters involving a personal conflict of interest Disclose financial, familial, or contractual ties to vendors, candidates, or partners Uphold the ThriveAlumni Code of Ethics and serve as role models in conduct Undergo annual training in DEI, compliance, and governance integrity Violations may result in removal, suspension, or investigation by the Judicial Committee.

7. Compensation

Board members may receive: Annual stipends Travel and operational expense reimbursements Performance bonuses upon reaching governance or impact milestones Share options, CHLOM credits, or tokens as part of C Corp transition All compensation is subject to approval by the Executive Finance Committee.

8. Resignation & Removal

A Board member may resign with 30 days’ written notice. Removal may occur due to: Breach of fiduciary duty Neglect of assigned responsibilities Verified ethical violations 2/3 vote of the full Board with Founder approval Removed members must surrender all platform access, data, and board privileges within 72 hours.

9. Record-Keeping & Transparency

All Board actions, votes, and decisions are: Logged internally via the Legal Depot Archived under CHLOM for audit-proof record-keeping Made accessible to ThriveAlumni through quarterly summaries 📌 Document Version: v1.0 📅 Effective Date: July 30, 2025 📁 Maintained by: CrownThrive Founders · Governance Compliance Officer · CHLOM Public Ledger Archive

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