Public programme terms · pilot version
The important details, in plain language.
This page explains the rules shared by everyone considering the Contributor Pie. Your own agreement will contain the terms specific to your role.
What this page is
This is the public summary of the Contributor Pie pilot. It explains the common rules we intend to use, but it is not your individual contributor agreement and is not legal, accounting, tax or investment advice. Participation only begins after Button Factory and the contributor have signed a separate agreement covering that person’s role and circumstances.
Who this round is for
The first round is invitation-only and intended for a small group taking ongoing responsibility for helping build The Button Factory. Completing an application does not guarantee acceptance. Short-term suppliers, casual volunteers and ordinary contractors are handled separately unless Button Factory expressly agrees otherwise in writing.
What must be agreed first
Before any work can earn Pie points, both sides must agree in writing on the role, responsibilities, market rate, cash rate, expected contribution, start date, approval process, minimum commitment, and what happens if the role changes or ends. A rate written in an application is provisional until that agreement is signed.
How points are recorded
Points recognise the agreed value of approved work that is not paid in cash at the time. The standard calculation is: (agreed market rate − cash rate) × approved hours × 2. Expected or scheduled hours do not earn points by themselves. Work must be completed, logged and approved, and incorrect entries can be corrected through the audit record.
The 20% Contributor Pie
The initial Contributor Pie is a fixed pool equal to 20% of the company. Each contributor’s portion is calculated from their approved points as a share of all approved contributor points when the Pie bakes. Before that point, any percentage shown in the portal is an estimate that can move as the team’s total changes.
When points become ownership
Points are an internal contribution record, not shares. Shares are only created or transferred after the Pie has baked, the final totals have been confirmed and the legal allocation has been completed. The rights attached to those shares will be governed by the Companies Act 1993, the company’s constitution, any shareholder agreement and the terms of issue.
Profit share, value and selling shares
Once legally issued, shares represent ownership in the company. A shareholder may receive a dividend if the company has distributable profit and the directors lawfully declare one; dividends are not automatic. Shares may gain or lose value. A contributor may retain their shares, but any transfer or sale will be subject to the company’s constitution, shareholder agreement, required approvals and New Zealand law. There may be no ready buyer or public market.
If someone leaves or the role changes
The individual agreement will set out how approved points, any settling-in or vesting period, departure circumstances and any future buyback rights are handled. The public guide does not erase approved contributions or create an automatic entitlement; the signed agreement is the source of truth for that contributor.
Approvals, records and privacy
Contributors record their own work and another authorised person reviews it. Button Factory keeps an audit history, monthly confirmations and backups. Application and contribution information is used to assess participation, administer the programme, maintain company records and obtain professional advice where needed. Personal rates, work entries and individual estimates are not intended for public display.
Tax, employment and professional advice
Receiving shares or benefits connected with work can have tax, accounting and employment consequences. Button Factory will make required records and reports, but each contributor should obtain independent advice about their own position. Nothing in this programme changes a person’s legal working status by label alone.
Pilot changes and precedence
This is a testing phase. Button Factory may refine the application, portal or general process, but a change will not silently rewrite approved entries or a signed agreement. If this page conflicts with an individual agreement, company constitution, shareholder agreement or applicable law, those documents and the law take precedence.
Official information
Useful New Zealand references
These external pages explain general shareholder, dividend and tax obligations. They do not replace advice about this programme.
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Your application begins the conversation. It does not activate an agreement.