Owned by the village. Protected from capital.

The corporate structure.

NewBWS is incorporated as a Delaware Public Benefit Corporation (DPBC) — the same structure used by Patagonia, Kickstarter, Allbirds, and other mission-locked companies. A DPBC is legally required to balance shareholder interest against the public benefit written into its charter. In our case, that benefit is defined as: “building and operating digital infrastructure owned by and serving the Black capital ecosystem in North America.”

Unlike a C-Corp, the board is legally accountable to the mission, not just to shareholders. Directors who violate the public benefit requirement can be challenged in court.

The golden share.

Above the DPBC sits an LLC holding a single share with veto rights over specific corporate actions. This is the “golden share.” It is held by the founding team — Rasheid Scarlett and his wife — and cannot be bought out, diluted, or overridden by any amount of capital.

The golden share does not grant control over daily operations. It is not a management tool. It exists for one purpose: to block any action that would sell, dissolve, or redirect NewBWS against the interests of the community it serves. It is a legal kill switch for bad actors.

What the platform can never do.

The golden share is backed by a list of actions that are permanently prohibited. These are coded into the DPBC charter, reinforced by the golden share veto, and published here for public accountability:

• —Sell the platform or its data to a third party without community approval
• —Run programmatic or behavioral advertising of any kind
• —Sell, license, or broker member behavioral data
• —Use AI systems to target or manipulate members against their own interests
• —Accept venture capital equity investment
• —Implement dark patterns, manipulative design, or coercive retention mechanics
• —Share member data with law enforcement without a valid warrant

Who owns NewBWS.

Community investors — members of the Black capital ecosystem and allies who want to build alongside it — become equity holders through a Wefunder Regulation CF campaign opening June 19, 2026. Investment is structured as a SAFE (Simple Agreement for Future Equity) with profit-sharing dividends modeled on the Basecamp approach — no exit required for investors to see returns.

This is the ownership layer. The golden share is the protection layer. Both exist at once: investors have real economic upside, and the community has irrevocable protection from the platform ever being weaponized against it.

The Community Advisory Council.

Seven to ten founding members form the inaugural Community Advisory Council, which meets quarterly to review product priorities, moderation standards, and platform direction. The Council does not have formal governance power — that belongs to the DPBC board and the golden share. But its input shapes what gets built, in what order, and for whom. Council members rotate every two years.

How to challenge us.

If you believe NewBWS is operating in violation of its charter, the golden-share constraints, or its own published guidelines, you have standing — as a member, an investor, or a member of the public — to raise a formal challenge. Contact governance@newbws.com and your concern will be reviewed by the Advisory Council and, if warranted, escalated to the board and the golden-share holders. Responses are public unless the nature of the concern requires confidentiality.