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CODIFYING
COMPLIANCE
Alice Henshaw, Fluidity
Codifying Compliance
What is a smart contract?
Immutable code on a distributed network
● Code that lives on a distributed network
● Once deployed it cannot be changed
● Legal agreements naturally translate
What is a token?
● A digital asset that’s ownable on-chain
● Encoded in a smart contract
● Transferable between owners
● Used for a multitude of reasons, including:
○ Payments
○ Staking
○ Ownership of real-world assets
A Simple Token Transfer
Alice wants to send Bob 10 AST token
A Simple Token Transfer
Does Alice own 10 AST?
Alice wants to send Bob 10 AST token
A Simple Token Transfer
Does Alice own 10 AST?
Transfer denied
N
Alice wants to send Bob 10 AST token
A Simple Token Transfer
Does Alice own 10 AST?
Alice’s balance: -10
Bob’s balance: +10
Transfer denied
Y N
Alice wants to send Bob 10 AST token
Security Tokens
Digital representation of real-world securities
● Tokenization represents securities as blockchain tokens
● Securities are subject to stringent regulation
● Current systems are outdated
● Codifying compliance enables adoption
A Security Token Transfer
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Is Bob approved to own the shares?
Y
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Is Bob approved to own the shares?
Y
N
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Is Bob approved to own the shares?
Would this leave us with too many shareholders?
Y
Y
N
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Y
Is Bob approved to own the shares?
Would this leave us with too many shareholders?
Y
Y
N
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Y
N
Is Bob approved to own the shares?
Would this leave us with too many shareholders?
Are the shares “frozen”?
Y
Y
N
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
TransferDenied
Y
N
Is Bob approved to own the shares?
Would this leave us with too many shareholders?
Are the shares “frozen”?
Y
Y
Y
N
N
Alice wants to send Bob 10 tokenized shares
A Security Token Transfer
Does Alice own 10 shares?
Alice’s balance: -10; Bob’s balance: +10
TransferDenied
Y
N
Is Bob approved to own the shares?
Would this leave us with too many shareholders?
Are the shares “frozen”?
Y
Y
Y
N
N
N
Alice wants to send Bob 10 tokenized shares
Know Your Customer
Codified Compliance
This process allows us to encode:
Holding Requirements
Anti-Money Laundering Bespoke Requirements
RegD
RegS
Beyond Compliance
Complex Transactions:
Multi-Tranche, Multi-Level Tokens
Secondary Marketplaces:
For Debt, Equity, Hybrids
Post-Issuance Administration:
Voting, Custody, Trustee
Automated payments:
Interest, Dividends
Adoptable unified framework for describing real-world assets digitally
Enabling a New Chapter in Capital Markets
@fluidityio /fluidity /fluidityio
Alice Henshaw
fluidity.io
"Codifying Compliance" by Alice Henshaw, Fluidity | Fluidity 2019

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"Codifying Compliance" by Alice Henshaw, Fluidity | Fluidity 2019

  • 1.
  • 4. What is a smart contract? Immutable code on a distributed network ● Code that lives on a distributed network ● Once deployed it cannot be changed ● Legal agreements naturally translate
  • 5. What is a token? ● A digital asset that’s ownable on-chain ● Encoded in a smart contract ● Transferable between owners ● Used for a multitude of reasons, including: ○ Payments ○ Staking ○ Ownership of real-world assets
  • 6. A Simple Token Transfer Alice wants to send Bob 10 AST token
  • 7. A Simple Token Transfer Does Alice own 10 AST? Alice wants to send Bob 10 AST token
  • 8. A Simple Token Transfer Does Alice own 10 AST? Transfer denied N Alice wants to send Bob 10 AST token
  • 9. A Simple Token Transfer Does Alice own 10 AST? Alice’s balance: -10 Bob’s balance: +10 Transfer denied Y N Alice wants to send Bob 10 AST token
  • 10. Security Tokens Digital representation of real-world securities ● Tokenization represents securities as blockchain tokens ● Securities are subject to stringent regulation ● Current systems are outdated ● Codifying compliance enables adoption
  • 11. A Security Token Transfer Alice wants to send Bob 10 tokenized shares
  • 12. A Security Token Transfer Does Alice own 10 shares? Alice wants to send Bob 10 tokenized shares
  • 13. A Security Token Transfer Does Alice own 10 shares? TransferDenied N Alice wants to send Bob 10 tokenized shares
  • 14. A Security Token Transfer Does Alice own 10 shares? TransferDenied Is Bob approved to own the shares? Y N Alice wants to send Bob 10 tokenized shares
  • 15. A Security Token Transfer Does Alice own 10 shares? TransferDenied Is Bob approved to own the shares? Y N N Alice wants to send Bob 10 tokenized shares
  • 16. A Security Token Transfer Does Alice own 10 shares? TransferDenied Is Bob approved to own the shares? Would this leave us with too many shareholders? Y Y N N Alice wants to send Bob 10 tokenized shares
  • 17. A Security Token Transfer Does Alice own 10 shares? TransferDenied Y Is Bob approved to own the shares? Would this leave us with too many shareholders? Y Y N N Alice wants to send Bob 10 tokenized shares
  • 18. A Security Token Transfer Does Alice own 10 shares? TransferDenied Y N Is Bob approved to own the shares? Would this leave us with too many shareholders? Are the shares “frozen”? Y Y N N Alice wants to send Bob 10 tokenized shares
  • 19. A Security Token Transfer Does Alice own 10 shares? TransferDenied Y N Is Bob approved to own the shares? Would this leave us with too many shareholders? Are the shares “frozen”? Y Y Y N N Alice wants to send Bob 10 tokenized shares
  • 20. A Security Token Transfer Does Alice own 10 shares? Alice’s balance: -10; Bob’s balance: +10 TransferDenied Y N Is Bob approved to own the shares? Would this leave us with too many shareholders? Are the shares “frozen”? Y Y Y N N N Alice wants to send Bob 10 tokenized shares
  • 21. Know Your Customer Codified Compliance This process allows us to encode: Holding Requirements Anti-Money Laundering Bespoke Requirements RegD RegS
  • 22. Beyond Compliance Complex Transactions: Multi-Tranche, Multi-Level Tokens Secondary Marketplaces: For Debt, Equity, Hybrids Post-Issuance Administration: Voting, Custody, Trustee Automated payments: Interest, Dividends Adoptable unified framework for describing real-world assets digitally
  • 23. Enabling a New Chapter in Capital Markets