Joined December 2021
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Mar 24
@CedarDAO Community:
NOTICE OF MATERIAL GOVERNANCE DISCLOSURE: EVERGROW FOUNDER AND TEAM TOKENS
Today I am publishing a disclosure to the DAO regarding information that may materially impact governance, voting power, and token classification.
The DAO’s legal counsel advised that this information may be material and that the DAO should be made aware promptly.
This issue arose independently as the Acting Committee was preparing to undertake a broader independent review and legal analysis of other governance matters (including prior proposals, asset conversions without formal agreements, intellectual property matters, and project ownership structure).
This disclosure is focused specifically on EverGrow founder and team tokens due to its potential materiality and lack of prior DAO knowledge, this matter was prioritized.
This notice has been prepared independently and in good faith as part of my fiduciary duty to the DAO as a United States citizen, to ensure the DAO is properly informed.
As a final note, while I rarely disable comments, comments have been turned off for this post due to the sensitivity of this subject matter and out of respect for the DAO and its governance processes.
To ensure questions are addressed clearly and consistently, please submit them via direct message as outlined in the closing section of the Notice. Responses will be compiled in writing so that the broader DAO remains informed.
Read the full document here: drive.google.com/file/d/1V4v…
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Shawnte V. Thompson retweeted
Apr 15
Hi Ant, after responding here I am going to mute myself from socials regarding the subject matter of all of this for a few days.
I agree, most business owners say “we.” I do the same.
But that’s exactly the point, using “we” is not a clear or sufficient way to disclose personal ownership of assets, especially where those assets were publicly represented for years after this tweet as team/project-related and community owned...
If that tweet is being relied on as the sole disclosure that Sam privately owns the founder tokens, team tokens, and that he privately owned EverGrow via a private company that he created and privately owned all alone, then it should have been stated plainly and unambiguously stated, not implied through general language that can reasonably be interpreted as referring to the community's company "our company".
I own my company by myself and I don't refer to it as our company. I say, "the company" or "my company". I've never referred to Brigadier Construction Services (thanks Steve, Nick, and Sam for doxxing me) as "our company". Never because I am the 100% owner...
Something along the lines of, “I personally own these assets through my private company, they are not community-owned, the LP and the token belongs to the community and I own the assets to include all of the taxes that is sitting in all of the wallets...”
That level of clarity matters when you’re talking about control, treasury characterization, and voting power.
Especially given the volume of public statements, posts, replies, comments, audio clips, and videos that you authored and said for years after the tweet.
Communications that framed those wallets as team/project-related and communications that framed EGC as the community's Project, and communications that framed Atlas Wallet as the community's wallet...
This isn’t about whether people say “we.” It’s about whether a reasonable holder would have understood, clearly and at the time, that these assets were privately owned and so from that point forward they were aware that if they bought anymore or bought for the first time that they were buying into a private project and that their taxes were going to an individual that could do whatever they desired with the funds because they belonged to him.
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Apr 15
Still only people that @SamCKx follows can reply. He doesn't follow anyone that doesn't agree with him. He unfollowed me a few weeks ago so that I can't respond to his bullshit.
Yes, Sam is just a holder CedarFam. He never owned Cedar, that's what he has told us. So many times, so many places, in so many spaces 👀 But now the story has changed🤔
And today he says that he told us at launch that he owned Cedar. 😲But he recently has been saying that he told us in 2022 🥴 Guess what Fam, he didn't tell you first. I told you first in November/December of last year which was 2025 and not 2022... 🤭
If you are a Cedar DAO token holder, then let me say this to you:
I am a Cedar DAO token holder. Our goals are 100% aligned.
I quit my job and have dedicated almost 5 years of my life to this project and community.
It has been the most toxic, damaging and stressful experience of my life.
I entered this project with a great career and a 20 year record of excellence and success in business; an impeccable reputation.
If Atlas/Cedar fails, that's my entire legacy destroyed and years of my life wasted.
There is a concerted campaign right now to drive a wedge between us holders. To try to make you believe that I can somehow personally benefit from all this at the cost of other holders. That simply does not hold up to scrutiny. It is a logical fallacy. If we fail, we fail together. If we succeed, this becomes one of the most remarkable stories in DeFi.
Right now, the most important thing we can do is stand firm. The external toxicity we have dealt with for so long has now seeped inside, and it is more dangerous than ever.
The only way we get through this is together. We stay united, and we keep moving forward.
We are Cedar.
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Apr 15
Uh oh... @SamCKx thanks. Thanks for acknowledging that you didn't tell us about all of this privately held shit in 2022... Yep, the Cedar launch and YOU didn't tell the community anything about OWNERSHIP openly from launch...
Instead, a committee member copied and pasted your internal message about FOUNDER AND TEAM TOKENS that you have decided that you privately hold. I told the community sometime in November/December of last year that you are now saying you owned EGC privately not YOU and not at launch. Get your stories together Sam Kelly.
Respectfully,
Shawnte V. Thompson
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Apr 15
Let's breakdown Sam's 3 points in 3 comments below. Ignore the 4th, he now realizes that I was speaking accurately.
See below:
Shawnte's MO is always the same. She writes posts like this laced with countless misrepresentations and lies, then it gets retweeted and liked by the 15 or so anonymous accounts who have hated our community for years, and it makes her feel like she got a win. So let's go through this:
1) Absolutely LOADS of early stage startups issue non-voting shares. I am literally in an M&A situation right now with one of my companies I am a VC for, where ALL our shares are non-voting apart from the CEO. This is very normal for early stage startups. Even more typical for crowd-funded companies, whose holders almost never have voting rights. This is not intended to hurt the company, it's intended to benefit ALL shareholders. Shawnte thinks if she just says stuff, even if it's untrue, enough people will believe it.
2) If you listen to the Spaces, rather than Shawnte, you will hear that we openly discussed the timing of the funding - I need financial records for Atlas, officially under the company, to prove efficient financial management to prospective VCS. I have 1 year of those now. Ideally I would have more.
3) Are we asking VCs to invest in the DAO?! No we are not. We are asking them to invest in a tech company, where if you guys had voting shares, you would control every single vote. A group of anonymous people controlling the governance of a company we will be asking VCs to invest millions in. Utterly unrealistic. I know this world, I am part of it, and I would never touch a company at an early stage knowing I had effectively zero voting rights - the DAO would have total control over every vote. Look how much Shawnte is objecting to knowing I have a few percent in voting rights over Cedar - she is saying that is highly damaging for you all and that with that modest percent I can control votes - how does she reconcile that contradiction?
4) Look at the way she openly lies to you all - where on earth does she get a "$600k salary" from? Who is getting paid $600k? She just says stuff, she knows it's a lie (she previously said I somehow own 25% of Cedar!!!). She just makes stuff up to mislead you all and she doesn't give a damn. Then she says I am the one full of poopy?! Lol
Anyway, back to my day.
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Apr 15
2) That’s revisionist. There was no clear timeline communicated. There was no statement that this would take multiple years to build a financial track record before pursuing VC. What was communicated was forward momentum toward funding and launch.
We’re now over a year removed from those statements. The beta has been offline for roughly seven months. Those are objective facts.
If the position is now “this always required more time and more records,” then that should have been stated clearly at the time. It wasn’t.
Instead, what we’re seeing is a pattern of explanations being introduced after the fact to reconcile outcomes that don’t align with how this was originally framed.
We also did not pass the March 2025 proposal under the assumption that a year later the beta would be offline. The expectation at the time was that we were supporting something much closer to launch, not an indefinite timeline with shifting requirements.
At what point does the community have to ask whether it invested in something that is not being delivered as represented?
And what is a reasonable timeframe to expect a functional product before questions around capital use and accountability become unavoidable?
Especially when the narrative appears to have shifted from “we just need a bank account to demonstrate capital to VCs” to now requiring extended periods of financial track records.
Let’s get specific:
- When is the beta going back online?
- What concrete milestones need to be met before that happens?
- What is the actual, current timeline, not implied, not retrospective, but stated plainly?
Because at this point, it’s not unreasonable for the community to expect clarity. Reframing prior statements after the fact doesn’t build confidence, it raises questions about whether expectations were ever accurately set in the first place
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Apr 15
3) That’s another mischaracterization...
I did not say VCs “invest in DAOs.” I said there are examples of VCs investing in structures where DAOs are involved, which is materially different. The point was that DAO participation and VC investment are not mutually exclusive.
Governance can be structured appropriately. No one is arguing that a DAO should control every single vote. I’ve explicitly stated the opposite, governance can be shared and structured in a way that accommodates both investors and the DAO.
What doesn’t make sense is the standard you’re applying.
You’re saying no serious investor would deploy capital into a structure where they have effectively zero voting rights, yet that is exactly the position the DAO was put in by you and you alone haha.
- The DAO deployed essentially all of its capital.
- The DAO has no meaningful governance rights at the company level.
- The DAO has no board representation.
- The DAO has no visibility into how funds have been used past seeing our funds get off ramped to the same Binance account that you off ramped to in your Chairman of EverGrow days yet you say that you have a Wallet Enterprises business account. Sounds like you have made yourself the business...
You can’t argue that this structure is “utterly unrealistic” for VCs while simultaneously expecting the DAO to accept those exact terms. Stop pissing on us.
That’s the contradiction. We are tired of your contradictions that you think we should forget when you delete your posts.
And the “anonymous DAO” point doesn’t hold here either. The DAO is represented through a Foundation with a named Director that you've been trying to get your hands on for the longest so that you can start threatening him and see about discrediting him. He is a legal professional that is fully capable of participating in governance structures, including board level interaction alongside VCs.
This is standard in many setups where decentralized communities interface with traditional entities.
As for the comparison you’re trying to draw there’s a fundamental difference between:
- A disclosed, quantified percentage of voting power within a known governance system
VS
- The complete absence of defined governance rights, oversight, and accountability after capital has been deployed.
Those are not remotely the same thing.
So the issue isn’t whether governance should be structured. The issue is that the DAO was asked to commit significant capital under one set of expectations, and is now being told that having any meaningful governance role at all is “unrealistic.”
That doesn’t reconcile like most things that you've been saying since last year. Make it make sense.
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Apr 10
Is Sam Kelly really going to continue to lie to the CedarDAO community that he didn't author a written proposal not calling the committee interim and pretend as though the written words on his self authored proposal do not supercede his other references?
Yes, I have been honest in that I was the Sam fan amongst others that never bothered to perform my own due diligence and just went with whatever Sam said and so yes, I hooked on to the word interim like everyone else did and continues to do. Then I decided to read the proposal and compare it to the one before that he had to scrap. They are vastly different. Period point blank.
Is he not going to tell you all that's he's already posted about this and that I replied to this?
Unfortunately for Sam and fortunate for us, Sam is not the intellect that he lead us all to believe that he is and Sam is of the belief that the language in a written proposal is superceded by everything else. He is of the belief that he understands the law better than legal professionals and he has still yet to have his attorney reach out to the DAO's attorney. He believes himself so intelligent that he doesn't need an attorney and that between his lies, his followers, and them all doxxing me that I will take Sam up on his deal and resign with grace via a full public statement in support of my efforts and to top it off Sam will enter into a non disagreement agreement with me. Sure Sam, where do I sign 😃 and thank you for being so gracious 🙏🏼
x.com/i/status/2042548256228…
Is Shawnte Thompson really going to continue to lie to the Cedar DAO community that the committee was not created on an interim basis to deliver a very specific mandate?
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Apr 10
RT @RealShawnte: @SamCKx Yep! That "interim measure" committee vote that you ran on this same day of these screenshots that you pulled offl…
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Sam... it's looking like you potentially stole 78.9M Cedar tokens from your beloved community.
You should put our minds at ease and at least prove your alleged personal ownership and then we will just have to focus on the failure to disclose and the representations made since 2022 because all of your words since then do matter and are admissible in the very court of law that you have a habitual habit of talking about.
You owe us at least this, let's be frank...
With this, I bid you a good night and a good rest of the week.
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Can't reply to you either @PaulTreffx either your lying or ignorant and no one else besides you two is going to come out publicly in support of what you are saying. No one...
It's in writing, Paul. Perhaps this is your attempt to put some space between yourself and all of this seeing as though we have anonymous sources one of which could be you and I'm just playing this game with you to protect your identity...
You go and chill somewhere and work on getting that thing released back from X prison and pump it to 1B. Rooting for you.
Sam I think is a big boy, got himself into this before you came along and remains in it after you've sold, been MIA, and have returned with your popcorn and a new token.
This needs not involve you but if you want to put yourself in the middle of this feel free. If there is ever litigation I'm sure it can involve you as well.
Apr 8
Let me provide everyone with an example of how us three knew these were Sam's tokens:
When bonus time came, Sam determined what Cody, Rocket, and I got. We would always say "Thank you, because he owned them. Then he would say to us, "you three figure out many tokens the staff members should get based on what you guys got" It was this way b/c we work closer with everyone and knew who deserved what plus it was more fair. Us three would sit around and talk about this and always try and get the staff as much as possible. We knew that he paid for these so he wasn't going to just throw tokens around however, he was very fair. I talked with the guys about Sam owning the tokens but he used them as "Team wallets" for anything EGC related that required tokens.
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Being last compensated genius. That means anyone not named that was being compensated would no longer be compensated which means all of the TG guys outside of Marios and Nikola that stopped getting paid.... None of those was me. I think you had worked with one or two of those guys recently for calling them servants or something no?? The last time you joined TG and got shut down yet again 😃🤔😔🤭
Only the Samarmy guys will push this one....
Don't you have some kind of elite education or something??
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RT @RealShawnte: @SamCKx @SamCKx why do you think the person on the committee at the time copied and pasted your words and never spoke on i…
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RT @RealShawnte: @SamCKx Heyyyy, a copy and paste of your words internally to the incoming acting committee!!
Would've been awesome had yo…
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Status update on the rewards claimpad.
Cedar Rewards Announcement:
The Rewards Claimpad is just about ready for audit! While finalizing some minor security measures, auditors have been contacted to schedule scope reviews of the code so that they can provide the DAO with feedback and quotes. We hope to complete these reviews and receive quotes over the course of the next 2 weeks, take a few days to discuss and make clarifications if necessary, and then enter into a formal agreement.
Internal testing will continue, simultaneous to this audit process.
We will return with an update in a couple of weeks!
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RT @SamCKx: Atlas Wallet Financial Update
Hi all,
I thought it would be helpful to share a clear update on the financial position at Wall…
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Feb 10
Securities fraud is real folks!
Feb 10
🚨JOHN KARONY, CEO OF SAFEMOON GETS 8 YEARS (100 MONTHS) IN PRISON.
Reported on this 3 years ago.
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Jan 10
Since Sam has turned off commenting, please see the response that I provided to Sam in the thread regarding this matter. As I said this morning in my pinned post with the Grok response, I will not speak on this matter any longer until I have published my report and I will actually do what I said:
Sam - If you reread, I never said that OGC OG was a member in September when all of this first began. Its become a trend and pattern of your failure to respond to the matters that are being said and instead twist and add things that have not been said. What I actually did say was that EGC OG was in the communication group with legal and that he knows that we had a confidential group. My point in saying that was that we discussed all legal matters there openly and transparently so that all members could be in the know and so that no one ever acted unilaterally. So he stands with me because just as we communicated with all members transparently when he was a member, he has no reason to believe that our internal policy of transparency has not continued. The whole point to our confidential group with our attorney was so that all members would be in the know and so that no one could act unilaterally. My stating that this was happening when OGC OG was a member well before all of this started happening is my way of establishing the precedence that I have not acted unilaterally and made decisions on my own without the advise of Counsel. As I said this morning in my post with the Grok response, I will not speak on this matter any longer until I have published my report and I will actually do what I said. This concludes my comments on the matter across all socials.
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