Back to Home

Bylaws of Steep

Article I: Strict Private Ownership & Control

Clause 1: Closed-Loop Entity

The Corporation is a closed-loop entity. No shares shall be issued to any non-employee or external entity. Any "phantom shares" or profit-sharing units issued to staff carry zero voting rights and must be sold back to the Corporation upon termination of engagement at the original book value. External investment, venture capital, or any form of equity participation by non-founders is strictly prohibited.

Clause 2: Single-Class Structure

The Corporation shall issue only Class A Common Stock (Founder Shares). The Founder holds 100% of all voting shares. No additional share classes may be created without the Founder's exclusive written consent.

Clause 3: Founder Veto

Notwithstanding any vote of the Board of Directors, the Founder retains absolute veto power over:

Clause 4: Permanent Directorship & Veto Right

The Founder holds a Permanent Veto Right that supersedes any collective decision. This right is perpetual and cannot be diluted by any capital increase, restructuring, or corporate action. This veto power survives any change in corporate structure and transfers to the Founder's designated successor upon incapacity or death.

Article II: Intellectual Property (IP)

Assignment of Rights

All inventions, software code, trade secrets, and designs developed by any employee, contractor, or founder during their tenure are the sole and exclusive property of the Corporation.

Non-Compete

Any shareholder exiting the company is prohibited from engaging in a competing business for a period of 5 (five) years globally.

Article III: Board of Directors

Permanent Seat

The Founder shall hold a permanent, non-removable seat on the Board of Directors as "Executive Chairman" as long as they hold at least 1% of Class A shares.

Article IV: Anti-Proxy & Anti-Takeover

Proxy Prohibition

No power of attorney or proxy voting is permitted under any circumstances. All corporate decisions, resolutions, and actions must be directly authorized and signed by the Founder's verified digital signature. Delegation of voting rights or decision-making authority to any third party is void and unenforceable.

Hostile Takeover Defense

Any attempt at a "Hostile Takeover," external capital infiltration, unauthorized acquisition of control, or coordinated effort to circumvent Founder authority results in the immediate "Freeze" of all corporate assets and a complete lockout of all non-founder access to systems, accounts, and intellectual property. Such freeze shall remain in effect until the Founder explicitly lifts it.

External Influence Prohibition

The Corporation shall not enter into any agreement, partnership, or arrangement that grants any external party influence over corporate governance, strategic direction, or operational decisions. Any such agreement is automatically void and the parties involved shall be permanently barred from any future engagement with the Corporation.