Guild Structure & Governance
Last updated 13th July 2026 | Link to live document
1. Purpose & Scope
This policy sets out Dragon Gaming’s legal and organisational structure: what a guild is, how guild and HQ governance is constituted, where decision-making authority sits, and how the two connect. It applies to every guild, every Guild Council, and Dragon Gaming’s directors.
This policy sits alongside the Guild Charter and the Financial Transparency Policy. Where the three overlap, this policy and the Financial Transparency Policy take precedence on detail; the Charter is the practical, day-to-day reference for how guilds are actually run.
2. Legal Structure
Dragon Gaming CIC is a Community Interest Company registered in England & Wales (Company No. 17309356, incorporated 30 June 2026). As a CIC, Dragon Gaming exists to benefit the community it serves, tabletop roleplaying players in South Wales, rather than to generate profit for owners or shareholders, and this purpose is locked in by law, not just by intention.
Asset lock
Dragon Gaming’s assets are subject to a statutory asset lock. If Dragon Gaming were ever wound up, or transferred assets outside the ordinary course of business, any remaining assets would pass to SpecialEffect (Charity No. 1121004), a charity chosen as Dragon Gaming’s asset-lock beneficiary. This is a one-off, company-wide safeguard required by CIC law; it is not something guilds interact with day to day, and it is distinct from the guild-level community benefit activity described in Section 7.
Regulation
As a CIC, Dragon Gaming is regulated by the CIC Regulator in addition to Companies House, and reports on its community benefit activity annually as part of its statutory filings.
Guilds are not separate legal entities
A guild is an operating unit within Dragon Gaming CIC, not a company, charity or unincorporated association in its own right. Guild Councils act on behalf of, and within the policies of, Dragon Gaming CIC; they do not hold assets, sign contracts, or take on liabilities independently of it (see Section 6).
3. What a Guild Is
A guild is a local Dragon Gaming community, typically built around a single regular venue, run by its own elected Guild Council within the structure and policies set out here. Guilds operate independently of one another (see Section 8), but share the same platform, financial systems, and policy framework.
The formation of a new guild is a Board decision, based on demonstrated local interest and, over time, the guild reaching financial self-sufficiency; the detailed criteria and process are set out in the Guild Charter, Section 6.
Closure
A guild that has not reached self-sufficiency within its first 12 months, or that becomes non-viable at any later point (for example, through sustained loss of members or a Council that cannot be filled), may be closed by the Board. Where possible, members are given advance notice and supported in joining a neighbouring guild.
4. Guild Governance
Each guild is run by a three-person elected Guild Council. Three seats, an odd number, is deliberate: it avoids the deadlock a two-person or evenly-numbered council could reach on a genuinely split decision.
The three roles are:
- Guildmaster: Operations and finances at guild level
- Player Envoy: Member welfare and complaints
- Games Warden: Games and equipment
Full role responsibilities are set out in the Guild Charter, Section 2. This policy establishes the roles as a matter of structure: changing the number of seats, renaming a role, or altering what a role covers is a governance change and needs Board approval, not something a guild or Council can vary locally.
Elections and terms
Each guild’s Council is elected annually by that guild’s members. Election timing within the season and the handover between an outgoing and incoming Council are set out in the Guild Charter, Section 7. Mid-term vacancies are handled as described there too.
5. HQ Governance
Board of Directors
The Board holds ultimate legal responsibility for Dragon Gaming: its regulatory compliance, its finances at company level, and this policy framework. Directors are appointed and removed in line with the company’s Articles of Association and Companies House requirements.
HQ
‘HQ’ refers to the directors acting in their operational capacity through the HQ Admin area of the platform: approving expenses, setting DGM rates, running elections, and providing the platform and reporting tools guilds rely on. HQ and the Board are the same people; the distinction is about the capacity they are acting in (day-to-day oversight versus formal governance decisions), not two separate bodies.
Nominated Directors
Each guild has a nominated director: a specific director acting as that guild’s direct point of contact for anything needing HQ or Board-level input, including emergencies. This gives every guild a clear line to a named individual, rather than ‘the Board’ in the abstract.
Head Envoy
An independent, non-director HQ volunteer who acts as an Arbiter for welfare and complaints matters that reach Stage 2 or Stage 3 (see the Complaints & Grievance Policy), playing the same role at HQ level that a Player Envoy plays at guild level. The Head Envoy sits deliberately outside the Board, so that a complaint about a director can be looked into independently.
6. Decision-Making Authority
The table below summarises where each type of decision sits. Full process detail for each is in the Guild Charter or the Financial Transparency Policy, as referenced.
| Decision | Decided by |
|---|---|
| Day-to-day session running, GM scheduling, guild admin | Guild Council |
| Guild expense requests, within approved categories | Guild Council submits; HQ approves (Financial Transparency Policy) |
| Welfare and complaints, Stage 1 | Player Envoy / Guild Council (Complaints & Grievance Policy) |
| Contracts, including venue hire agreements | HQ / the directors only, never the guild (Guild Charter, Section 10) |
| DGM price and redemption rate | HQ, within Board-set governance (Guild Charter, Section 9) |
| New guild formation and closure | Board (Section 3) |
| Changes to Guild Council structure (seats, roles) | Board (Section 4) |
| Changes to this policy or the Guild Charter | Board (Section 9) |
Guild Councils are never able to make or vary a decision listed here as HQ- or Board-level, even by unanimous local agreement.
7. Community Benefit
Dragon Gaming’s community benefit works at two distinct levels, which are easy to conflate but serve different purposes:
- The asset lock (Section 2) is a company-wide, statutory safeguard. It only becomes relevant if Dragon Gaming is wound up or transfers assets outside the ordinary course of business, and it exists to satisfy CIC law, not as an ongoing activity.
- Each guild’s nominated charity is an ongoing, local community benefit activity. The Guild Council decides the guild’s nominated charity each year, normally by putting it to a public vote of guild members via the platform’s voting system, so the choice reflects the community that guild actually serves. Guild funds can then be directed to it through the Charitable Donation expense category (Financial Transparency Policy). The nomination is reviewed, and can be renewed or changed, every year alongside the guild’s election cycle.
8. Guild Independence & Accountability
- Guild Council members are accountable to their guild’s members, via election and the transparency the platform provides, and to HQ, for financial conduct and compliance with policy
- HQ is accountable to the Board of Directors, and, through the CIC structure, to the CIC Regulator and to members via the transparency model
- The Board is accountable to Companies House, the CIC Regulator, and the asset lock to SpecialEffect
No guild is accountable to another guild’s Council. Guilds are run independently within the same platform and policy framework, and no guild’s Council has authority over another’s.
9. Amending This Policy
Because this policy sets out Dragon Gaming’s fundamental structure, changes to it require Board approval. Changes to the Guild Charter that are purely operational, procedure, timing, templates and the like, can be approved by the Board more informally, but any Charter change that would conflict with this policy needs this policy amended first, or in step, so the two stay consistent (see Section 1).
10. Review
This policy is reviewed annually by the Board, or sooner if Dragon Gaming’s company structure, CIC status, or the Guild Council model changes.