Assay Foundation
How independence is protected
In one paragraph
The Foundation is designed as a not-for-profit body whose board no single commercial interest controls. It does not assess engagements, deliver implementation work, engage Practitioners or compete with its members. Independent Assayers assess; the Foundation keeps the standard and the Register.
Incorporation pending — the design below will be fixed in the constitutional documents.
No owner who profits from the mark
The Foundation is intended to have no shareholders and no distributable profit, with any surplus applied to its purpose and its assets protected from distribution to members.
The effect is that no one has a financial incentive to lower the standard in order to issue more Hallmarks — the motive that would compromise a commercial certifier.
A weighted board
The board is designed so that no single commercial interest holds a majority, with seats intended for independent and public-interest members. No member, delivery firm, Assayer or founder should be able to carry a decision on its own. Once appointed, the board’s composition will be published and changes recorded as Notices.
Weighting the board keeps stewardship of the standard in the public interest rather than in the interest of any participant. The intention is to make it a constitutional constraint, not a policy a future board could set aside.
Conflict-of-interest rules
A board member with an interest in a matter declares it and does not vote on it. The same rule is written into the scheme: an Assayer may not assess an engagement in which it holds a commercial interest, and accreditation is subject to audit against that rule.
The Foundation does not assess engagements or deliver implementation work. It stewards the IDEA standard, accredits independent Assayers and maintains the Register. Separating stewardship from delivery is what lets a Hallmark mean the same thing for every engagement.
The OAI Limited founder arrangement
The IDEA standard was developed in enterprise procurement by OAI Limited and contributed to the Foundation. Rather than conceal the founder relationship, the Foundation discloses it: a disclosed dependency can be tested and bounded, a concealed one cannot.
The intended limits are these. OAI Limited will not hold a majority on the board and will not be able to carry a decision on its own. It does not assess engagements, will not act as an Assayer and does not decide which engagements are Hallmarked. Where OAI Limited or a connected party has an interest in a matter before the board, the conflict rules apply and its representative does not vote.
These terms will be recorded in the constitutional documents, which will be published in full on incorporation and are available on request in draft.