Background
On 29 October 2026 the Board of the ENS Foundation amended Bylaw 16 of the Foundation’s Bylaws. This notice is given under Bylaw 17. No tokenholder vote is required; this notice starts the seven-day period described below.
Changes
The amendment sets a deadline for the annual budget and allows the Board to adopt an interim budget when a financial year starts before the annual budget is in place.
- Annual budget deadline. The Board adopts each annual budget before the financial year starts, or no later than 31 January of that year. A budget adopted after the year has started accounts for everything spent before its adoption.
- Interim budget. If no annual budget has been adopted when a financial year starts, the Board may adopt an interim budget by the same vote an annual budget requires. An interim budget:
- covers only pay and fees already authorized, commitments the Board has already approved, and routine operating costs;
- has a monthly cap, set by the most recently adopted annual budget;
- permits no grants, budget allocations, or transactions outside the ordinary course;
- leaves every other approval the Bylaws require in place, along with the Ratified Proposal’s limits on transfers from the Endowment; and
- lapses when the annual budget is adopted or at the end of 31 January, whichever is earlier.
Spending under an interim budget counts against that year’s annual budget. The financial year and the rest of Bylaw 16 are unchanged.
Effective date
Under Bylaw 17, an amendment that removes or reduces a right or protection of tokenholders takes effect only after it has been published to tokenholders for at least seven clear days. The Board decided to treat this amendment that way as a precaution. It takes effect on 7 November 2026.
Amended text
The following replaces the first sentence of Bylaw 16:
"The Board adopts an annual budget for each financial year, before the start of that financial year or no later than 31 January in it, and monitors performance against it. An annual budget adopted after the start of the financial year it covers accounts for all expenditure in that financial year before its adoption. The Board may adopt, by resolution passed in the manner required by clause 7(a), an interim budget to apply from the start of a financial year for which no annual budget has by then been adopted. An interim budget:
(a) covers only remuneration and fees already authorized by the Board or by Ordinary Resolution, payments under commitments approved by the Board or within an earlier annual budget, and routine operating costs;
(b) states a limit for each month it covers, which may not exceed the planned expenditure under the annual budget most recently adopted, whether for a full or a part financial year, divided by the number of days that budget covers and multiplied by the number of days in the month, excluding any separate line for costs paid before the start of the period that budget covers;
(c) permits no grant or budget allocation within the meaning of this clause, and no transaction outside the ordinary course;
(d) does not dispense with any approval required under clause 7, clause 8, clause 11 or the Conflict of Interest Policy, nor authorize any transfer from the Endowment beyond that permitted by the Ratified Proposal; and
(e) lapses on the adoption of the annual budget for that financial year or at the end of 31 January in it, whichever is earlier.
Expenditure under an interim budget counts against the annual budget for that financial year. While an interim budget is in force, references in these Bylaws and in any resolution of the Board to the annual budget or the approved or adopted budget include it, except that no grant or budget allocation may be made within it."
The consolidated Bylaws will be published once the amendment is in effect.