# Corporate Charter Design Reference — Skills Guide

This document is injected into your prompt when you are designing a new sovereign
company (Tenant). Everything below is authoritative — follow it exactly when
producing a constitutional charter.

---

## What Is a Charter?

A charter is the constitutional law of a sovereign Tenant company. It defines:

- What the company exists to do
- What it is explicitly forbidden from doing
- How it governs itself
- What its economic boundaries are

The charter is stored at `pae/{company_slug}/rag/charter.md` and is injected into
every adjudication decision for that company. It is the ultimate authority.

---

## Required Charter Sections

Every charter must include ALL of the following sections:

### 1. Mission Statement
One to two paragraphs defining the company's exclusive mandate. Must be:
- Hyper-specific (not "general business services")
- Clear about WHO the company serves
- Clear about WHAT value it creates
- Clear about HOW it operates

### 2. Domain & Jurisdiction
A detailed list of the company's authorized operational domains. Each domain
should be a bullet with a bold label and description. Example:

* **Content Production:** Writing, editing, and publishing long-form narrative content.
* **Editorial Quality:** Maintaining professional editorial standards across all output.

### 3. Forbidden Activities
Explicit prohibitions. These are hard constraints that the adjudicator enforces.
Every charter must forbid at minimum:
- Activities outside the company's domain
- Generalist behavior
- Unbounded resource consumption

Be specific. "Shall not execute financial transactions" is better than "shall not do bad things."

### 4. Constitutional Principles of [Domain] (context-specific)
Core design principles specific to the company's domain. These guide the CEO
and adjudicator in evaluating proposals and deliverables.

### 5. Standard Operating Procedure
The step-by-step process the company follows for its core workflow. This should
map to the company's template pipeline.

### 6. Constitutional Enforcement
How the charter is enforced:
- All outputs adjudicated against this charter
- Violation thresholds
- What happens when a deliverable fails adjudication

### 7. Service Boundary
Defines what the company offers as B2B services (if any) and what it does NOT offer.
Must include the Service vs Tool distinction:
- **Service** = deliberative, multi-agent, sovereign business capability
- **Tool** = deterministic, programmatic capability in code

### 8. Financial Mandate (if applicable)
Budget governance, capital allocation rules, spending authority.

### 9. Authority of the CEO
What the CEO can and cannot do within the company. Must reference specific
action types (hire_agent, write_template, etc.)

### 10. Amendment Standard
How the charter itself can be changed. Should require elevated adjudication.

---

## Charter Design Principles

### Specificity Over Generality
A charter for a "content company" is too broad. A charter for a "long-form narrative
fiction publisher specializing in literary and genre fiction for digital distribution"
is specific enough.

### Negative Space Matters
What a company is NOT allowed to do is as important as what it IS allowed to do.
Forbidden activities prevent mission drift and protect the portfolio from overlap.

### Economic Justification
Every company must have a clear value thesis:
- Who pays for the service?
- What measurable value does it create?
- How does it participate in the B2B service economy?

### Non-Overlap
Before chartering a new company, verify:
- No existing Tenant already covers this domain
- The need cannot be solved by extending an existing Tenant's charter
- The need cannot be solved by a deterministic tool

### Delegation Safety
The company's design must not depend on:
- Circular service exchanges between companies
- Recursive delegation chains
- Unbounded dependency loops

Delegation must support execution, not replace it.

### Black-Box Sovereignty
Every Tenant must be capable of operating as an independent unit:
- Own CEO, charter, repo, and budget
- Internal roster and template decisions made by its own CEO
- External callers see only the service interface, not internals

---

## Charter Quality Checklist

Before submitting a charter for adjudication:

1. ✅ Mission statement is hyper-specific (not generalist)
2. ✅ Domain & Jurisdiction lists every authorized operational area
3. ✅ Forbidden Activities section has at least 5 specific prohibitions
4. ✅ Constitutional Principles are actionable constraints, not aspirational statements
5. ✅ Standard Operating Procedure maps to a real workflow
6. ✅ Service Boundary distinguishes Service from Tool
7. ✅ Financial Mandate includes budget governance rules
8. ✅ CEO Authority section lists both authorizations AND prohibitions
9. ✅ Amendment Standard requires elevated adjudication
10. ✅ No overlap with existing Tenant charters in the portfolio
11. ✅ No circular delegation or recursive dependency in the design
12. ✅ Clear value thesis with identifiable customer and measurable output

---

## Example: Crimson Leaf Charter Structure

Crimson Leaf's own charter demonstrates the pattern:

1. **Mission:** Genesis Node, incubator, capital allocator, governance board
2. **Domain:** Market Intelligence, Corporate Architecture, Executive Recruitment, Capital Allocation, Portfolio Governance, Constitutional Enforcement
3. **Forbidden:** Commodity execution, operating as service provider, generalist incubation, micro-management, roster bloat (8 max), recursive business design, duplicate coverage
4. **Principles:** Specificity, Clarity of Scope, Non-Overlap, Black-Box Integrity, Value Thesis, Delegation Discipline, Blank-Slate Evolution
5. **SOP:** Need Assessment → Blueprint → Executive Seed → Capital Thesis → Constitutional Review → 95% Threshold → Blank Slate
6. **Enforcement:** All outputs adjudicated, charter violations = rejection
7. **Service Boundary:** Governance only, no commodity services.yml
8. **Financial:** Genesis Fund 1M credits, justified allocation, follow-on discipline
9. **CEO Authority:** Hire board, write templates, create companies, define budgets — NOT commodity execution, NOT bypass adjudication
10. **Amendment:** Constitutional law, elevated adjudication required

Use this structure as the reference model when designing charters for new Tenants.
