Everything You Need to Know to Participate in the Extraordinary General Meeting (EGM)

1. General Information

1. Introduction to EGM (Extraordinary General Meeting)

Notice is hereby given that the 2018 NEM EGM (Elections) will take place on Friday, December 7th, 2018 with the purpose of electing the new Executive Committee (ExCo) and new Council Members of the NEM Foundation.

1.2 What Is The NEM Council?

The NEM Council is a group of elected individuals who come together to discuss the needs of the NEM Foundation and NEM technology platform. This includes a cooperative spirit that allows the NEM Foundation to reach a consensus on issues that impact the sustainability and future of NEM Foundation.

1.3 Background Information

Upon establishment of the NEM.io Foundation, the founding members were handpicked by the core NEM community team members who after incorporation of the Foundation, elected the First Council from the founding members.

2. NEM MEMBERSHIPS

2.1 Purpose of Membership

The purpose of NEM memberships are to help support and accelerate adoption of NEM blockchain technology through leadership and participation. Membership rights and commitments are described in detail in the Bylaws.

Membership is open to all individuals (21 years and up) and organizations worldwide.

2.2 Membership Fees

Every applicant is required to pay a membership fee before being admitted membership. The 2018 membership fees in each category include:

Individual member: USD 50.00 per annum**.

Corporate member: USD 500.00/1000.00* per annum.

*USD 1000.00** for applicants with 25 or more employees.

**Membership fees paid for 2018 will also cover fees for 2019.

2.3 Membership Application Changes

During mid-2018, membership applications were temporarily suspended in order to ensure proper governance in the Foundation and also update the verification processes.

The work on proper governance has thus been completed. Membership applications have reopened on the NEM website and now include a new verification process and the ability to pay the annual membership fee.

2.4 New Membership Verification Process

The new membership verification process is done through Agrello, a lightning-fast and cryptographically secured identification/KYC engine.

You can download the app either on iTunes or Google Play under the name Agrello ID. You can find country specific links for the Agrello ID app here.

The Agrello ID app is available in 200 countries worldwide.

The Agrello ID app requires:

•A valid government-issued document — e.g. National ID-card, passport

•Access to your mobile device’s camera and microphone

It is important to use an identity document that has your birth date as NEM Foundation must confirm that you are over 21 years old.

2.5 How To Apply For Membership

Individual members can apply for membership through the NEM.io website at https://nem.io/about/foundation/individual/.

Corporate members can apply for membership through the NEM.io website at https://nem.io/about/foundation/corporate/.

After submission of the required information, the applicant will receive an email with further instructions on the required steps to become a corporate member.

The NEM Foundation membership registration process for individual members is as follows:

Step 1. Begin the application process by first creating an Agrello ID account using the Agrello ID app on Google Play or iTunes.

Step 2. Once you have completed creating an Agrello ID account, you can proceed with applying for a NEM membership on the NEM.io website at https://nem.io/about/foundation/. Fill out the form as requested.

Ensure you are providing NEM with the email account you used for the Agrello ID. If these email addresses do not correspond we will not be able to perform the KYC. Your email will be linked to your Agrello ID as your unique identifier ID. If there are duplicate email addresses in the system then those duplicate accounts will be removed and only the account with a verified Agrello ID account will remain.

Step 3. The NEM Foundation will then receive an email with the application details of your inquiry. Your application details will then be matched with your Agrello ID for verification purposes.

Step 4. You will then receive an email that includes your unique NEM membership ID as well as a request to transfer 500 XEM to pay for the yearly membership fee to the NEM Foundation account. This transaction must include a message that includes your new membership ID.

Step 5. After finishing all the steps above, your application shall then be reviewed by the Council and ExCo of NEM Foundation. In accordance with the by-laws, every application is subject to the approval of the Council and the ExCo.

Step 6. Once approved, your membership will be complete and you will receive a membership token (mosaic) indicating you are now a member of the Foundation.

2.7 Applications Submitted Before October 29th, 2018

If you had previously applied for membership with the Foundation but did not perform the Agrello KYC and payment of the membership fee, you will receive an email with the request to perform these steps. Payment of the membership fee and KYC need to be performed before 11:59 PM (UTC) on November 9th, 2018 in order to be eligible for invitation to the EGM (and voting).

November 9th was picked to ensure that the NEM Foundation has ample time to process all data and allow time for Agrello to verify KYC data.

2.8 How To Pay The Membership Fee

Upon confirmation of your membership application, you will receive your membership ID via the email you registered for a membership with. This email will request a payment for the annual 2018 membership fee.

NEM Foundation will monitor the NEM account used for fee payments and link the payments with the members based on the NEM ID that is send along as message with the payment. After the transaction is verified, the process will proceed. Note: Since we are using the public blockchain we won’t be sending a confirmation. The NEM staff will verify the payment and store the tx hash in the 2018/2019 NEM Foundation membership list.

2.9 Conversion Rate For Membership Fee

We will use the monthly average rate of September, which is the previous month with a rate of 0.10 USD per XEM.

2.10 Application Deadline For Voting

In order to have your vote count in the 2018 EGM, you must apply for a membership by November 7th, 2018.

3. Election Process

3.1 EGM (Extraordinary General Meeting )

For the purpose of the election, the NEM Foundation will organize an EGM (Extraordinary General Meeting ) which will be accessible through video conference. Since NEM Foundation has members across the globe we will, however, organize a pre-voting to prevent the requirement for members to attend the EGM to cast their vote.

3.2 Candidate information

Before November 16th 11:59 PM (UTC) candidates need to Apostille their candidacy.

Between November 17th and 18th all candidates for the election will submit their Candidate Policy Document to the NEM Foundation.

This information will be made available at the following location: https://drive.google.com/drive/folders/1jSOmzN8XiDGzSmdJeFRa1lr4UaRAkz11?usp=sharing

3. Voting Process

Step 1. All approved members will be invited to the EGM via the email address they registered for a membership with on November 23rd, 2018.

Step 2. Pre-voting for the elections start. The poll will be published on December 3rd, 2018 and will be closed during the EGM. As soon as the poll is published, whitelisted members will be able to participate in the pre-voting.

Note: Members are not required to attend the EGM to make their vote count. Attending the EGM is optional.

Step 3. At the EGM, the poll will be audited. NEM will announce the newly elected officers after the audit is duly accomplished.

4. Candidates

4.1 Open Positions

There are four (4) elected members of the Executive Committee (ExCo): The President, the Vice-President, the Honorary Secretary, and the Honorary Treasurer.

These positions have the following functions:

The President

The President chairs all general meetings and signs the minutes of such meetings after they have been duly confirmed as a correct record thereof. For the avoidance of doubt, the signing of the minutes shall be via the NEM Blockchain’s notarization function. S/he shall represent the Company in its dealings with outside persons. The President shall have a casting vote in the event of a tie.

The Vice President

The Vice President assists the President and deputizes for him/her in their absence;

The Honorary Secretary

The Honorary Secretary shall record all actions of the ExCo, Board of Directors and general membership meetings and distribute general membership meeting minutes to Members and to the Company’s Secretary. The Honorary Secretary shall also inform the Company’s Secretary results of the elections of Board of Directors and ExCo and shall maintain an up to date register of Members at all times.

The Honorary Treasurer

The Treasurer shall be responsible for maintaining proper accounts of all monetary transactions of the Company. He shall receive all monies, keep all funds and disburse all monies on behalf of the Company and be responsible for their correctness.

Being elected as ExCo member results in also being elected to the board of directors of NEM Foundation. The Bylaws require every ExCo member to hold office on the board of directors to be eligible for an ExCo position.

Candidates who will have the most votes per position shall be elected in office.

Council Members

Furthermore, six (6) Council Members shall be elected. The top 6 candidates who have the most votes shall be elected as Council Members.

4.2 Eligibility — Who Can Run For The ExCo?

Any NEM Foundation member who has paid their membership fee (fulfilled all requirements to be admitted as a member) and is over the age of 21 years.

4.3 Steps of Candidacy

Step 1. Ensure you are a member of the Foundation. Candidates can only be eligible for the elections if they are a member by the time the invitation for the EGM is sent.

Step 2. Use the Candidate Policy Document template below to describe what position you want to be a candidate for and to describe your ambitions, goals, and how you will achieve this. https://docs.google.com/document/d/1BU2LexEeK3QAj6_Q-N0uMYAf-aIKZrLT-l7Jkzpc6L0/edit?usp=sharing

Step 3. Once you have completed the Candidate Policy Document in Step 2; save it as PDF and use your name as the document title. (Ex. John Smith Candidate Policy Document.)

Use the latest version of NanoWallet to create an Apostille (public storage) of your PDF document. This is done to ensure that the Apostille transaction can be used as proof that the document was available at a certain time and the proposals are not shared prior to closing the submission.

This Apostille is there to verify that this step was done before 11:59 PM (UTC) on November 16th, 2018.

Step 4. After the due date in Step 3 and before 11:59 PM (UTC) on November 18th, 2018 the NEMsigned — Do not Edit — 2018-MM-DD.zip file (that is generated by Apostille) will be sent to elections@nem.foundation to finalize the submission of your candidacy. Upon receipt, the zip file will be made available to the public in the following folder: https://drive.google.com/drive/folders/1jSOmzN8XiDGzSmdJeFRa1lr4UaRAkz11?usp=sharing

Step 5. Before 11:59 PM (UTC) November 23rd, 2018, all zip files will be available. If you have submitted your file before 11:59 PM (UTC) November 18th, 2018 and it’s not available by 11:59 PM (UTC) November 19th, 2018 please inform election-complaints@nem.foundation before 11:59 PM (UTC) November 19th, 2018.

Step 6. Pre-voting will take place from December 3rd, 2018 until the start of the EGM. Further details will be shared in the EGM notice.

Step 7. Winners will be announced across NEM’s social media channels (including but not limited to Facebook, Twitter, Telegram, Reddit, and Instagram.)

In the days post-election, a global press release will be distributed on the wire and the NEM.io website will be updated with the winners.

5. VOTING AND VOTERS

5.1 Who Can Vote?

Only approved members are eligible to vote.

5.2 Viewing Candidate Information

Starting from November 16th, candidate information will be available at https://drive.google.com/drive/folders/1jSOmzN8XiDGzSmdJeFRa1lr4UaRAkz11?usp=sharing

Documents of all candidates will be available before November 23rd, 2018.

5.3 How To Vote

Voting will take place on the NEM public chain.

The exact voting procedure will be made available upon invitation to the EGM.

5.4 How You Can Verify Your Vote

Voting results will be made public. Therefore every vote will be verifiable on the NEM public blockchain.

Lastly, here’s a helpful video guide to walk you through all the information listed above.

If you still have questions, please go to the NEM Forums here https://forum.nem.io/t/2018-nem-foundation-elections/20277 and ask! The NEM team will answer questions as quickly as possible but not always immediately.

On behalf of the NEM Foundation, we want to thank you for your support, your participation and for helping us build a better and stronger Foundation. We couldn’t do it without you.

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