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IGF-Messari Commitments

Consolidating Token Transparency and Reporting Standards Initiatives

Draft by: Miko Matsumura, Ryan Selkis, and Michael Golomb

Last Update: November 27, 2017


We are collaborating with some of crypto's leading transparency advocates* to build Messari, an open-source EDGAR database for cryptoassets. The project aims to create a much-needed, single source of truth for basic cryptoasset financial information that can be accessed by media, developers, investors, and regulators alike. We are currently recruiting non-financial supporters to agree upon a universal basic disclosure template for new token projects.

The ICO Governance Foundation (IGF), a new self-regulatory industry standards body, will provide and maintains an open voluntary public filing and registration protocol called Form IGF-1 as well as a public registration database, which performs collection, validation, indexing, acceptance, and forwarding of submissions. The IGF-1 protocol is designed to primarily to help investors understand basic token economic information: 1. Who gets paid; 2. By whom; 3. When and under what circumstances; 4. Why; 5. How do they get paid.

The IGF has proposed the filing of a token project's basic disclosure form, covering initially some 26 topics. Messari and the IGF, will centrally manage the registry initially, but its contents will be made immediately available via a GPL. Our plan is to later transfer oversight and maintenance of the registry to a decentralized network.

Our initial ask is simple. To start, we are collecting: 1) Project descriptions (missions, org structures, and verified web addresses), 2) "Cap table snapshots" that outline a project's anticipated initial and fully-diluted token distribution, and 3) "Token treasury" policies that specify how a project plans to manage its fundraising balances and reserved tokens.

Amidst the speculative fervor for cryptoassets, it is critical we develop better transparency and self-regulatory standards for the ecosystem, and that we ensure projects follow through on their promises to backers. From these modest five point disclosures, we can build a robust, self-regulating registry of projects that promotes data standardization and consumer protection.

Standards Body : The ICO Governance Foundation (Miko Matsumura, Michael Golomb)

Registry Manager : Messari (Ryan Selkis)

*Supporting Orgs : ConsenSys, Balanc3, Frontier, Token Filings, Token Foundry, TokenSoft, TruSet

[VERBAL/UNCONFIRMED - Aragon, Argon, Blockchain Capital, Blockstack, CoinFund, CoinList, Cosmos, Deloitte, Distributed Global, Libertus Capital, Polymath, PwC, Santiment, Token Alliance]

We have received tremendous interest and "philosophical" support for this project in a short period of time. Now we are ironing out the specific asks we would like to make of each project. The "one pager" below is an MVP on which we can build a universal token data library.

We estimate if will take ~1-2 hours to complete this initial disclosure document.

0) Project Overview (Optional)

Project Mission and Description

  • ++1000 characters (e.g. wikipedia intro) - no marketing, no jargon; Messari team approves

Corporate Legal Structure

  • ++Who are the primary issuing and supporting organizations for the project?

  • ++Where and how are these entities structured? Legal counsel contact info?

  • ++Who controls and governs these entities? (Officers & Board Members) Audit Committee? Compensation Committee? Org Charter?

Verified Project Web Assets

  • ++Project website, token sale site, github repo
  • ++Social media links (twitter, telegram, reddit, slack, etc) - prevent spamming/phishing

1) Envisioned Post-Token Issuance "Cap Table" Token Distribution "Snapshot"

  • ++Date of token distribution and total funding raised by funding type
  • ++Tokens authorized and outstanding by "class" (corporate reserves vs. foundation reserves, founder/ employee/ advisor, SAFT, public sale, etc.)
  • ++Associated vesting and lock-up schedules per class of token
  • ++Anticipated fully-diluted supply curves (e.g. Filecoin illustration)

2) Proceeds Management & Custody Chain

Operating Treasury Policies

  • ++ETH, BTC, Fiat balances, hedging instruments for BTC/ETH?
  • ++Liquidation plans to cover operating expenses

Token Treasury Policies

  • ++Secondary sales rules (e.g. XRP monthly liquidation windows)
  • ++Hedging instruments for reserved tokens?
  • ++Disclosure rules for insider sales or purchases?

Budgeted and Authorized Distribution Pools

  • ++Time frames, amounts, and type of distributions (periodic lockup release, one time lockup release, governed by smart contract, token vesting, milestone based, etc)
  • ++What mechanism assures that proceeds flow according to the distribution budget?

Custody chain (OPTIONAL for opsec and legal reasons)

  • ++Who controls the wallet that will receives funds? Who custodies reserve tokens?
  • ++Do you have a formal compensation committee at the board level? AA's Charter?

3) Governance of amendments

  • ++WP at token issuance + all historical versions (link to where updates are posted)
  • ++What is the mechanism used to file amendments to IGF-1 filing? (Voting? Quorum / majorities required for amendments?)

4) Post-ICO Commitment to Financial Reporting

  • ++How frequently will you plan on filing ongoing financial reports (if at all)?
  • ++Will these reports be filed into the Messari database? Where will they be posted?
  • ++Will you conduct an annual audit? Who will conduct the audit?
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