给RWA创业者的建议：法律工程至关重要
Original author: prestonbyrne
Original compilation: Luffy, Foresight News
Before we start discussing boring legal issues, let me tell you a story from ten years ago.
It was June 2014, and I co-founded the first permissioned blockchain company with two other people. (Yes, this was supposed to be the first permissioned blockchain company, as Mike Casey wrote about us in the Wall Street Journal a year laterarticle) We have three co-founders: Iraq war hero and legal hacker Casey Kuhlman, Dr. Tyler Jackson, a brilliant quantum mathematician and LLL smart contract coder from the University of Guelph, and myself.
The project originated as a competition, specifically a prize, announced by Bitcoin enthusiast and Hoppist anarchist Olivier Janssens shortly after the 2014 Bitcoin conference in Amsterdam. Around the same time, Brock Pierce, then famous for the Mighty Ducks and now famous for his work with industry-leading firm Blockchain Capital, was elected to the Bitcoin Foundation board of directors. In some circles, this was considered a controversial move. Opponents of Pierce’s youth, which he spent time hanging around with some of Hollywood’s bad guys, point to these experiences as grounds for opposition to his involvement in the management of the Bitcoin Foundation.
I was not involved in that fight. However, for the purposes of this story, what you should know is that Pierces rival, Janssens, was involved. In fact, he was so angry about Pierces election that he announced a $100,000 reward for trying to replace the Bitcoin Foundation with computer code. Casey, Tyler, and I quickly assembled a team to design, code, and publish a white paper explaining the first Ethereum DAO, which we called Eris, which would allow users to perform the following functions: Running non-profits and crowdfunding on new, yet-to-be-launched platforms, specifically on Ethereum’s proof-of-concept version 3.
Janssens was not impressed that we were using a new blockchain platform that was not Bitcoin, and he awarded then-Bitcoin Core developer Mike Hearn a grand prize of $50,000 (instead of $100,000) for the slide deck he created. (Hearn famously angrily quit Bitcoin two years later during the 2016 bear market.) Janssens also generously gave our team a second prize of $10,000 to ease our woes.
This prototype went on to become the first permissioned blockchain client and eventually led to things like automating the R3 banking consortium’s first commercial paper application and the first bond prototype deployed by Deutsche Bank.
In other words: we set out to merge the crypto world with the real world. We failed, and frankly, most other similar experiments over the next decade largely failed as well.
While we were fairly unsuccessful at selling the software, our small shop of ten was very successful in convincing banks that our prototype worked. And we were successful over the years competing against companies that stole our ideas. They call and pretend they want to invest, then use their status as traditional finance guru to raise millions of dollars in an attempt to steal our thunder, like Blythe Masters Digital Asset Holdings and R 3. They are not original and trying to imitate us is not a good idea because we are too early.
I tell you this story now because I see it rekindling controversy in two areas: First, in the DAO world, where experiments with new types of organizations often confuse the organizations software. Secondly, in the so-called RWA (i.e. “real world assets”) space, I see new entrepreneurs eager to follow the huge rise in cryptocurrencies in the form of ETF approval by creating more bridges between our industry and traditional finance. victory.
Weve learned some lessons in the past and you have to relearn them, hopefully the easy way rather than the hard way. One of the lessons is…
The combination of RWA and blockchain requires legal engineering.
If you read our Eris white paper, we wrote 10 years ago:
“One of our primary design goals is to continue to design and build the DAO so that it fully complies with legal and regulatory obligations. Listed below are the types of functionality included in the Eris 0.1 release, which we compare to real-world legal entities (preferably non- for-profit organizations) so that these organizations can benefit from the significant efficiencies brought by blockchain and cryptography while still complying with the laws of the jurisdictions in which they operate.”
Keep in mind that it was 2014 when we wrote this article, before Ethereum and DeFi came along.
After ETF, I think the era of on-chain RWA may be coming. Some smart young people will figure it out, most wont. I have seen and continue to see many projects calling themselves “DAOs” that ignore the legal structural part of the puzzle, create a token, and hope it solves everything. For example, the first big DAO, the DAO of 2016, everyone called it The DAO, it came out two years after our DAO, but it completely messed up the legal structure, even without reentrancy bugs, It is also doomed to fail.
Algorithmic stablecoins such as Basis and the Luna clone are other projects that have failed to comply with the law. I read their white paper and only saw cargo worship (Note: Cargo worship is a form of religion that appears among some isolated and backward indigenous people. When cargo worshipers see foreign advanced technological items, they will The authors understanding of basic financial law and economics is roughly equivalent to that of a freshman in business studies at a bottom-ranked university.
Many of these twenty-something project founders come from Stanford, Princeton, Google, Jane Street, etc., but in real life they are as stupid as a mallet. Look at how Basis and Luna in particular deal with things like bonds, stocks, the Fed, taxes, and the promise of predictable returns under all economic conditions. Unsurprisingly, these projects failed.
When we start another cryptocurrency boom, I expect to see, and have already seen, many developers building and deploying incomplete new asset protocols or immature DAOs that are missing something very basic on the legal side, hopefully Bulls are able to solve problems that their code doesnt. Hear me out: a bull market wont fix your incomplete project, it will only exacerbate the consequences of the mistake.
You can avoid these mistakes. The lesson, of course, is that when you want to build a product for people other than shitcoin degen (which I consider myself one of at certain times of the day), you have to do a lot more upfront design work and take RWA into account ” of the “real world” part, leaving nothing out.
To blockchain developers exploring the RWA space, my advice is: remember that RWA on the blockchain is a permissioned system on a permissionless system, a permissioned smart contract on a permissionless chain. Assets must have their own rulebook that is separate and distinct from the chain on which the asset resides.
The rulebook is always a legal rulebook. Smart contracts must respond to court orders, so will almost certainly require an administrative revocation/master key, which can rewrite the assets ownership or any aspect of its behavior as needed (without of course deleting asset state changes, as this is impossible ). Compliance with legal formalities, including repeal, is a necessary condition for the application to be accepted by the market.
When youre building these things, make sure you have a lawyer around you who knows the asset class youre working with very well, understands the rulebook for that asset class, and instead of putting them in the legal department, place them in the business functions . In other words, integrate this lawyer into your development team early to ensure your specs meet real-world requirements.
By doing so, youll have a better chance of building an application that revolutionizes the way these assets are owned and traded.
