Resolution minutes
What the board adopted, and the conditions it attached
Internal. For CSAI’s board, officers and counsel. Not an offer of any security or token. Counsel has not opined. Harbor language is an assumption from 1 October 2026, not enacted text. The plan of record is v0.20, Listed · open, 11 September 2026.
The decision, in one sentence
Listings primary; USD bond; DFY only as a wrapper unit.
Ask stays $16.0M pre on a $2.0M priced preferred in the publisher. Method PV on the plan of record uses the listed path at the gate. Method PV on these levers $11.2M, inside $6.8M–$17.8M. v0.18 anchor $19.2M. Sensitivities follow the levers in this session and do not amend the plan.
Bonded · USD
$10.4M
Admission SKU · 14 hold
Bonded · DFY
$5.3M
Harbor on · 6 lines break
Listed · open
$11.6M
Plan of record · 14 hold
Because (under present levers)
- The live product is already a listed freeze with a bonded integrity layer and open readers. /invest sells that sentence.
- Publisher exclusion is cleaner when the SKU is a methodology licence at a USD list, not an admission fee and not a DFY rail.
- On the v0.18 method the listing path prints about $11.6M present value — inside the same 11–28M band, with less gate fragility than bonded-USD at zero named firms, and without the exclusion haircut bonded-DFY takes.
- A Q4 2026 harbor, if it lands, is upside on the listing path (tokenized wrappers) and is not a reason to convert the rail.
RefuseP5, a DFY fee rail, and treating lab keys as the gate.
Conditions of the round
- Form the publisher this week. Live F2 should already be its print.
- Five named firms by 23 November remain the integrity gate, not the sales motion.
- Drop the v0.17 SAFE. Park NetCo/W. Park DFY-as-rail.
- Charter the fourteen lines in the publisher, line 1 unamended.
| Bonded · USD | Bonded · DFY | Listed · open | |
|---|---|---|---|
| Print settlement | Identified 4-of-5, USD bond floor (I1, I2) | Identified 4-of-5; DFY bond breaks I2 unless a residual USD floor is kept | Same 4-of-5 as integrity, not as a SKU. USD floor kept. |
| Primary revenue | Freeze / desk / Read induced by admission | Same SKU mix, paid in DFY | Listing / methodology licence. Freeze residual. |
| Token | None (W, if any, earned and untouched) | DFY as rail. 86.8% insider. Not W. | Token only supports listings: DFY as wrapper unit, already live |
| Q4 2026 harbor | Not needed | Assumed. Covers wrappers, not the rail, not the insider test, not the USD floor | Helps wrappers list. Does not require CSAI to touch DFY. |
| Fourteen lines | 14 hold | 6 break (1, 2, 3, 9, 11, 14) | 14 hold |
| Publisher exclusion | Clean, with a franchise-shaped Freeze licence to explain | Lost. CSAI’s efforts drive DFY by construction. | Cleanest. Impersonal listed print at a USD list. |
| VASP / MSB | None (vasp_v0.17) | High. Accepting DFY for fees; DFY bond custody. | None. Venue’s listing, not CSAI’s rail. |
| Investable object | Publisher. Network is demand. | Publisher + DFY mark. Two theses, one cap table. | Publisher only. Network non-investable. |
| Live fit, 11 Sep 2026 | Bond pool is USD. Zero named firms. Flywheel has not started. | Wrapper /DFY is live. Bond and fees are not. This column is a conversion, not a description. | Matches /invest and /network. F2 listed now. Readers free. |
| What the method will not count | A Freeze flywheel with no named firms | A DFY premium, a harbor that has not been enacted, an insider holding marked to market | MutantDeFi / FloatNet current feed revenue (still unquantified) |
Harbor column is an assumption from 1 October 2026, not enacted text. Bonded-DFY is scored with the harbor on, which is the most generous reading of that path.
How to read DFY
Live, keep
Listed-wrapper numeraire of GM! Core · 1D. Bond, clerk ticket and NAV in USD. This is listing support. It is the third architecture.
Do not convert
DFY as the closed network’s bond and fee currency. Issuer-connected holding of 86.8% fails the mature-system 20% insider-supply test by more than four times (omeganet_v0.17 §4). A harbor does not rewrite I2 or line 1.
Do not substitute
DFY is not W. W was a clean-history work token, 0% insider, never sold. Putting DFY in W’s place is how the fourteen lines fail in a single meeting.
The gate is still the gate
Five named firms, no two affiliates, live by 23 November 2026. Supermajority signs each print. Bond $25k / $50k / $100k, held for the node’s account, in USD. Today: 0 named, 5 simulated, pool $275.0k USD. Lab keys do not satisfy it. A DFY incentive does not satisfy it. If it fails, F2 remains a funding mark; the administrator packet is not complete; the second tranche does not close.
Board decisions — adopted
Business Plan v0.20 is adopted as the plan of record for the index publisher. Each item below is the recommendation the board adopted with v0.20.
01 · Week 1 (now)
AdoptedForm the index publisher as a Delaware C-corp, wholly owned by CSAI; contribute the rule, the record, the Read and the feeds under §351.
Resolved Form now. Live F2 is already settling — the first print should be the publisher’s.
02 · Week 1
AdoptedPrimary commercial SKU: listing / methodology licence, not Freeze licence.
Resolved Adopt. Publish F2 funding-mark terms at a USD list. Freeze remains an integrity condition, not a demand engine.
03 · Week 1
AdoptedDFY: wrapper numeraire, or closed-network rail.
Resolved Keep what is live: /DFY as the unit of listed wrappers. Do not convert the USD bond or CSAI’s fees into DFY, even if a Q4 2026 harbor is assumed. That conversion breaks six of the fourteen lines and is P5 by another name.
04 · Week 2
AdoptedData agreements in the publisher’s name (standing condition 5).
Resolved Instruct now; signed by week 7. Late relative to live F2.
05 · Week 2
Adoptedv0.17 SAFE.
Resolved Drop. The invest page is already a priced preferred round on the publisher.
06 · Week 2
AdoptedWhether to pursue v0.19 NetCo / W, or a DFY rail, in parallel.
Resolved Park both. Reopen NetCo only if a listed product needs cover after the first money line, and only as a separate offering. Do not reopen DFY-as-rail.
07 · Week 2
AdoptedIndependent directors; amendment threshold for the fourteen lines.
Resolved Two independents at formation; supermajority of preferred and a majority of independents to amend.
08 · 23 November 2026
AdoptedWeek-12 gate: five unrelated named firms live, counsel’s pre-deployment opinion.
Resolved Hold the gate. Lab seats do not satisfy it. If it fails, the listed path still has F2 as a data/funding mark; do not pretend the administrator packet is complete. Do not fill empty seats with a DFY incentive.
09 · Week 20
AdoptedPublish the list-price schedule, including the listing licence, in USD.
Resolved Read $12k; Freeze/desk/channel $24k (residual); listing/methodology licence at a published USD figure; royalty on the v0.17 form. No DFY column on the schedule.
10 · 8 February 2027
AdoptedP3 first dated money line.
Resolved Proceed on the listed-wing terms. The harbor, if it exists by then, is a listing convenience. Do not wait to sell Freeze licences first, and do not wait to make DFY the rail.
Charter language, unamended
The fourteen lines go into the publisher’s certificate as a purpose-and-limitation clause. Line 1 stands in its v0.17 strength at the publisher: it sells, issues, prices, accepts, references and holds no token. DFY as a listed-wrapper unit lives at the venue, not in that sentence. A DFY rail would require amending line 1 at the publisher — which entity_structure_v0.19 existed to avoid. Amendment threshold: supermajority of the preferred and a majority of the independent directors. CSAI as controlling stockholder is bound by the same policy in the stockholders’ agreement.
What this pack does not do
- It does not opine that a Q4 2026 tokenization harbor exists, will exist, or covers any named activity.
- It does not price DFY or W, or name a venue for either.
- It does not amend the v0.17 design of record. v0.17/v0.18 remain the fallback if the listed conversion does not sell.
- It does not put a token in the quorum, the settlement value, the fallback, or the bond floor.
- It does not treat lab seats, paper books, or /DFY quotes as evidence that a Freeze-licence flywheel or a DFY rail has started.