Constitution of StarfleetBio — An Employee-Owned Enterprise

Preamble

We, the employee-owners of StarfleetBio, in order to establish a just, sustainable, and democratic workplace, promote the general welfare of all stakeholders, ensure equitable distribution of opportunity and wealth, and secure the benefits of ownership and self-governance, do ordain and establish this Constitution.

Article I – Ownership and Purpose

1. Ownership Structure

  • 100% of company equity is owned by employees.
  • Each employee-owner holds one membership share, regardless of tenure, role, or compensation.
  • Ownership is tied to active employment, and returns to the cooperative upon exit.

2. Purpose

  • Operate as a profitable, sustainable business that supports the long-term well-being of all employee-owners.
  • Uphold social, environmental, and economic values.

Article II – Rights of Employee-Owners

1. Equal Voting Rights

  • Each employee-owner has one vote in all company-wide matters.
  • Voting rights include elections, amendments, major decisions, and annual plans.

2. Right to Information

  • Access to financials, executive decisions, and meeting minutes.
  • Right to ask questions and propose initiatives without fear of retaliation.

3. Right to Participate

  • Eligibility to serve in leadership positions.
  • Participation in assemblies, committees, and working groups.

4. Right to Equitable Compensation

  • Transparent salary bands and profit-sharing.
  • All compensation policies voted on by members.

Article III – Governance Structure

Section 1: General Assembly (The People)

  • The supreme governing body composed of all employee-owners.
  • Holds ultimate power over amendments, elections, and strategic direction.
  • Meets at least twice annually for key decisions and reviews.

Section 2: Executive Council (The Cabinet)

  • Elected by the General Assembly for 2-year terms.
  • Includes positions like: CEO (Coordinator), CFO (Finance Steward), COO (Operations Steward).
  • Responsible for day-to-day operations, executing decisions made by the Assembly.

Section 3: Board of Stewards (Oversight & Policy)

  • A rotating board of 5–9 employee-owners.
  • Term limits: 2 years, max 3 consecutive terms.
  • Duties:
    • Approve budgets.
    • Oversee compliance and ethics.
    • Evaluate and support the Executive Council.

Section 4: Committees

  • Created by the Assembly or Board for specific purposes (e.g., DEI, Finance, Tech, Culture).
  • Open to any employee-owner.

Article IV – Elections and Terms

1. Elections

  • Held annually or biannually.
  • All leadership and board positions elected by majority vote of the General Assembly.

2. Recall

  • Any elected official may be recalled by a ⅔ vote of the Assembly.

3. Succession Planning

  • Clear succession protocols to maintain continuity and minimize disruption.

Article V – Economic Structure

1. Profit Sharing

  • Profits distributed to employee-owners based on agreed-upon formula (e.g., hours worked, role tiers, flat rate).
  • Reserves set aside for reinvestment, sustainability, and risk.

2. Equity Return Policy

  • Upon leaving, employee’s membership share is returned to the cooperative (at book or agreed-upon value).

3. Financial Transparency

  • Full access to budgets, forecasts, and performance reports.

Article VI – Amendment Process

  • Any member may propose an amendment.
  • Must be debated in open assembly.
  • Requires:
    • ⅔ vote of all employee-owners or
    • Simple majority across three consecutive assemblies.

Article VII – Ethics and Dispute Resolution

1. Code of Ethics

  • All employee-owners are expected to uphold shared values: mutual respect, honesty, inclusivity, and collaboration.

2. Dispute Resolution

  • Restorative processes are prioritized.
  • If unresolved, disputes go to a democratically elected internal Ethics Panel or third-party arbitration if necessary.

Article VIII – Bill of Rights

  1. Freedom of speech and participation without retaliation.
  2. Right to fair evaluation and promotion.
  3. Right to refuse unethical work.
  4. Right to take part in company direction and mission.
  5. Right to propose and vote on major decisions.

Ratification

This Constitution is ratified on July 3, 2025 by 100% of founding employee-owners and is the supreme governing document of StarfleetBio.