New coin THYMUS COIN.Need advice and comments.

Created a new coin THY THYMUS COIN. I want to spend in the near future ICO. Posting a "white paper" for criticism. I would like to hear recommendations and advice. I will answer questions. Briefly, the purpose of the project is buying gold and jewelry on the secondary market through the opening of buying shops and pawnshops in developing countries. Start with the countries of Africa. I also agree to a partnership in promoting the project on your terms.
Thymus Coin White Paper 1.1.1
1.INTRODUCTION
The Thymus Coin grants the holder direct ownership of a special basket of basket gold + diamonds , chosen for their unique commercial sale at market rates to banks or storage on metal accounts of commercial banks . The Thymus Coin is comprised of both a digital (crypto) and physical (gold + diamonds) component, where the link between the two is maintained by Thymus, but decentralized through the use of independent service providers. The holder of a token can take delivery of the underlying gold + diamonds, which supports the minimum price of the token and grants full transparency. The integrity of our network is maintained by rational economic principals, which are a consequence of using competing service providers, warehouses, and auditors. Put simply: our coin can never hit zero and we are decentralized. Our unique legal, technology, regulatory, and trading framework makes us the only provider to grant such transparent ownership and liquidity, which paves the way for Thymus to disrupt the global commodities trading industry. The Thymus Coin is only the first step, and a proof-of-concept, as we embark on a journey to revolutionize and disrupt commodities and trade finance – one of the largest industries in the world. We have a vision of truly democratizing commodities markets. Take the first step in profiting from the gold + diamonds markets being unlocked to the retail investor through the power of the blockchain. Like never before, tap into an exciting basket of gold + diamonds which have been uniquely selected to leverage strategic price of gold + diamonds crypto-financial hybrid.
The Thymus Coin. It sits at the intersection of cryptocurrencies and traditional financial markets, pioneering the realm of commodities-backed tokens. The Thymus Coin grants direct ownership of gold + diamonds which is held in Thymus custody on behalf of the token holder. The gold + diamonds can be physically delivered in exchange for the tokens, providing the Thymus Coin with an intrinsic value and therefore a price floor. An identical and static basket of gold + diamonds underlies each Thymus Coin - so each token is alike and equivalent (fungible).
II. The minting and issuance of a Thymus Coin
We are strictly in the business of selling gold + diamonds on the blockchain. Upon an initial purchase, as opposed to buying the token in the secondary market, Thymus will enter into a direct sales agreement for nothing other than the basket of gold + diamonds. The Thymus Coin token is only Issued afterward to enhance the customer experience and make the gold + diamonds more easily tradable. The real product is always the underlying gold + diamonds, whereas the Thymus Coin is nothing other than a digital identification tool. The old-world parallel would be the purchase of gold + diamonds from a smelter, and then asking a warehouse company to issue an identification paper upon the underlying product – something like a “warehouse receipt”. When you hold or re-sell the warehouse receipt you are still dealing with the underlying gold + diamonds directly, but in the form of paper. You’re not trading the warehouse receipt itself, but it will still be changing hands because it is the tool that accounts for the gold + diamonds. This is why Thymus is issuing and selling physical gold + diamonds, and not selling a Thymus Coin. The Thymus Coin is the accounting tool, similar to a warehouse receipt. We are minting the Thymus Coin later in order to apply the most cutting-edge technology to the old-world process. Welcome to the next step in the evolution of commodity markets.
III. The Thymus Coin basket of gold + diamonds
The Thymus Coin (“T-Coin”) is the first crypto-financial product which grants you direct ownership to our basket gold + diamonds. Our basket gold + diamonds is held and audited by independent warehouses, and available for delivery upon request. Every token can be thought of as a digital identification for the ownership of We only mint tokens after the underlying metal has been acquired and inspected by a third party, so you can trust that the token price can never hit zero. The Thymus Coin has all the upside of technology markets, but none of the downside of Bitcoin. This composition has been specified to optimize the risk profile, volatility, and the cost of carrying the underlying basket. We are conducting an Initial gold + diamonds Sale (“IMS”), and not an Initial Coin Offering (“ICO”). Unlike an ICO, we are not selling a product for far-dated delivery or crowdfunding on behalf of product development. We are selling metal within a fully developed legal, regulatory, and technological framework.
IV. Technology gold + diamonds: the most profitable step in the value chain
Everyone agrees that technology is unstoppable but investing in companies can be risky because competition means that a stock can go to zero. Even in cases where there is a clear commodity theme, like the inevitability of Electric Vehicles, how can you choose the right investment? There are so many companies competing in the space, even analysts on Wall Street find it impossible to predict which will be the clear winner. Stocks are a relatively risky way to get exposure to any trend. By their very nature, emerging technologies need to be better or cheaper in order to win market share. Profit margins shrink for investors in companies like Tesla due to the need to engineer some level of cost parity for Electric Vehicles relative to regular automobiles. In cases like this, it is the shareholder who takes the hit, not the consumer. Natural resource companies are also not the best way to benefit from technology growth trends. Mining companies are usually controlled by emerging market governments which are known to seize a large part of the profit margin. All the technology gold + diamonds in our basket have been chosen to benefit from a strategic commodity theme. The underlying metal basket can be delivered on requThe Thymus Coin will list under the ticker TIM. The exact price of the token at Initial gold + diamonds Sale depends on the price of the metal at that date, but the intrinsic value of the basket is close to $ US 0.70 at the time of writing. We believe the price of this basket will outperform over the medium and long term, driven by the implementation of new technologies such as robotics, drones, and wearable tech. Investors in cryptocurrencies are by their very nature forward-looking and would agree that the technology gold + diamonds’ growth story is a key driver of prices. Stability gold + diamonds have been chosen to lower the cost of carry and decrease volatility. The use of gold also provides enhanced liquidity and protection against currency and inflation risk.est, which creates aprice floor to the token.
2. THE THYMUS COIN SOLUTION
I. The problem with cryptocurrency markets
Cryptocurrencies may have no intrinsic value – so asset-backed coins make sense – but the main problem is that they’re just too volatile and highly correlated. It doesn’t matter how many different cryptocurrencies you own, when prices fall it is like you hold just one in your portfolio. Diversification is hard to find. The reason why all coins plummet together (correlation and volatility) is that there is simply not enough crypto-to-fiat liquidity during a market panic. You can trade Bitcoin, Ethereum, and a few other cryptocurrencies against only a handful of fiat currencies. When this happens, the panic selling is the same as being in a crowd where everyone is pushing to exit through the same door. This panic is called “illiquidity”. When you exchange the Thymus Coin for fiat currency you are really going through gold + diamonds markets as a hidden middle step. Gold + diamonds markets are large and liquid enough to soak up any volatility in cryptocurrency markets, providing a stable price floor – solving the illiquidity problem - but without capping any of the upside.
II. Benefits of the Thymus Coin
The Thymus Coin, in essence, boils down to having less price risk than other cryptocurrencies. Although our metal-backed cryptocurrency has multiple applications and users of varying background, the Thymus Coin begins and ends with being safer. Safety means both stability and security
More “stable”
Having less price risk during normal trading means that the Thymus Coin is (1) less volatile than other cryptocurrencies and (2) can only drop by a limited amount. The stability of the token is supported by the intrinsic value of the underlying gold + diamonds . Commodity markets are already much larger and more sophisticated than cryptocurrencies. You can tap into these growth markets through the Thymus Coin
More “secure”
Security means protection of your wealth through accountability and good practices. Your metal is held in-warehouse and inspected by independent parties. The underlying constant volume gold + diamonds is always 100% collateralized and thus has value protection, even in the case of a global melt-down or otherwise.

III. Who uses the Thymus Coin
Investors
The Thymus Coin provides exposure to the cryptocurrency market and is designed to have a price floor which can never, and will never, go to zero.
Correlation protection when cryptocurrency markets crash
There is a huge bottleneck in liquidity between cryptocurrencies and fiat currencies. Only a few cryptocurrencies can be exchanged for fiat, driving huge price drops when these few crypto-to-fiat liquidity channels become distressed.
General cryptocurrency market hedge
The Thymus Coin is not only more stable in price, but it solves the biggest problem in the crypto market, namely crypto-to-fiat liquidity. The Thymus Coin is not only easily exchangeable for commodities, but the commodities themselves are uncorrelated to cryptocurrency markets.
Cryptocurrency market participation
We are in the midst of the legitimization of cryptocurrencies as an asset class, which means a huge inflow of institutional capital. The Thymus Coin risk profile perfectly lends itself as a means of participation for funds, family oces, and high net worth individuals. The Thymus Coin is an excellent sales pitch for the new entrant money manager desiring crypto exposure: an investor who has less trust in cryptocurrency markets than millennials but has a lot more capital to deploy.
Consumers: both retail and industrial
The Thymus Coin enables all the clever applications of the blockchain but is safer for consumer finance uses than conventional cryptocurrencies.
IV. A note on inflation.
Currency risk is one of the greatest issues associated with living in an emerging market nation. Not only is wealth disparity crippling low-income populations around the world, but serious issues surrounding wealth erosion compound low living standards and inequalityCommodities in consumer finance
A little inflation is healthy for the economy, it means that asset prices are rising. Inflation becomes a problem when prices are rising but wages aren’t. Commodities, and in particular gold + diamondss, have long been known to be an inflation hedge. gold + diamondss are traded in every currency, which means that the holder of a Thymus Coin – the owner of gold + diamonds – is never subject to the currency risks of any one nation. If one currency goes down, you can still exchange gold + diamonds for another which is going up. In reality, the Thymus Coin is protected as it will be tradable against multiple currencies (crypto and fiat).
Commodities as inflation protection
Commodities are, in their very essence, an inflation protection. The price of a gold + diamonds in the long run, simplistically, can be thought of as being close to the cost of production. When prices rise due to inflation, it drives up the costs of producing the commodities. As a result of higher wages, more expensive mining equipment, and the costs associated with digging minerals out of the earth, as per the definition of inflation, the price of the gold + diamonds increases. In the 23 emerging market countries which have annual inflation rates in excess of 10%, it is clear that it pays to hold the Thymus Coin. Thymus wants to help disrupt consumer finance for millions of people by combining the power of commodities and the blockchain as a savings tool.
Wealth management tool
As stated previously, the Thymus Coin provides exposure to a crypto-decorrelated, inflation-hedged, and currency hedged basket of gold + diamondss – perfectly combining commodity investment with blockchain consumer finance solutions.
Consumers of gold + diamonds
The Thymus Coin offers value for gold + diamonds traders and corporate consumers alike.
3. WHAT SUPPORTS THE INTEGRITY OF THE THYMUS COIN NETWORK?
The Thymus Coin, in its entirety, is made up of both physical ( gold + diamonds) and digital (crypto) components or assets. It is the job of Thymus to maintain the link between the two. We decentralize this responsibility through the use of competing independent service providers and auditors.
I. Decentralized digital assets (cryptocurrency)
We use the blockchain to maintain the integrity of the digital (cryptocurrency) assets. The consensus algorithm that supports our blockchain of choice enhances safety and mitigates the risk-of-theft. The Ethereum ERC-20 token standard used at the Initial gold + diamondss Sale (IMS) uses a Proof-of-Work (PoW) protocol
II. Decentralized physical assets ( gold + diamonds)
We use a diversified network of independent and competing service providers to support the physical ( gold + diamonds) assets. Our gold + diamonds is sourced from many locations globally, across a number of independent and competing companies. The decentralized nature of the network enhances safety and mitigates the risk-of-theft. Further, the gold + diamonds will be monitored and insured by an independent party.

The Thymus Coin network

Component Digital asset Physical asset
Exists in the form of Cryptocurrency gold + diamonds in-warehouse and in-vault
Decentralization scheme Distributed Ledger or DLT Warehouses globally
Specifications ETH ERC-20 Static basket of gold + diamonds
Auditing Proof-of-Work Proof-of-Reputation (PoR)
Rationale of auditing integrity Game theory principals Heuristic economic principals
Cheating mechanism 51% attacks Business fraud and collusion between competitors
Cost of cheating Loss of hypothetical investment, being too large to risk Destruction of legacy business, credibility, and lawsuit
Pay-off of cheating Much less than required investment Much less than the legacy business that would be risked
Probability of success of cheating Extremely low Extremely low

4. WHAT IS THE “INTRINSIC VALUE” AND “PRICE FLOOR”?
The “intrinsic value” refers to the market price of the basket of underlying gold + diamonds, which you own outright when you hold a Thymus Coin. The price of a Thymus Coin should not stay far below the intrinsic value because of economically rational incentives. Thymus and other market participants will always be willing to buy a Thymus Coin in the market for almost as much the underlying gold + diamonds can be sold for (i.e. the intrinsic value). When the Thymus Coin is too cheap you can buy the undervalued token in order to obtain the gold + diamonds, which can then be sold higher at a profit (this is called “arbitrage”). Free money doesn’t exist for long because traders will actively seek to make a risk-free profit by buying undervalued tokens. When the market decides upon the lowest fair value and price of the token, buying operations will support the price. The price floor strengthens as competition increases as traders compete to exploit risk-free profits from “cheap” tokens.
I. How do I exchange a token for physical gold + diamonds (the “cancelation” process)?
Delivery of the underlying gold + diamonds is done by “canceling” the token using the Thymus Coin app or website. Simple instructions, which are secured using the blockchain, instruct Thymus to make delivery of the gold + diamonds. The token is destroyed and will thus be removed from circulation as it is no longer collateralized (hence “cancelled”). The former holder of the token will now be entitled to receive the physical material but has forgone ownership of the token. This entire process is decentralized using smart contracts. Each token that is cancelled decreases the total number of circulating tokens and hence lowers the market cap of the Thymus Coin network, keeping the number of tokens in-line with the amount of gold + diamonds secured in-warehouse.
II. I can’t take delivery of gold + diamonds – so how does the price floor of the token apply to me?
Even if you can’t transport gold + diamonds there will always be an investor who can. It is the job of investors to keep markets e¬cient, not regular people. Investors support the price floor, not retail customers. If prices fall too much below the intrinsic value, there should always be an investor in the market who will be willing to buy the token for a higher price.
5. UNDERSTANDING THE MARKET PRICE
The market price of the TIM token can be thought of as: Token Price (TIM) = Intrinsic Value (IV) + Market Premium (MP)
Intrinsic value (IV)
IV is the total market value of the basket of gold + diamonds underpinning each token.
Market Premium (MP)
MP is the differential between the T-Coin market price (TIM) and the value of the underlying gold + diamonds, or intrinsic value (IV). The market premium (MP) is expected to be positive at most points in time, as market participants should pay a premium for the utility provided by the T-Coin. It is important to note that the market premium can go also negative, in cases where there is a broader market sell-off or when liquidity is thin. At any point in time, the basket of gold + diamonds which you own by holding each token will be disclosed to the public on the Thymus website, meaning that anyone is able to calculate the IV of each token and back-solve to find the MP.
I. Protecting the price floor through arbitrage
The price floor is based on economically rational arbitrage principles, which means market participants are incentivized to support the token price (and can expect to profit in doing so). This is done by buying cheap tokens and canceling them in order to receive the more valuable underlying physical gold + diamonds – aka arbitrage. As any T-Coin holder has the right to cancel a token, the free participation in this arbitrage activity provides the cornerstone for mitigating price risk. Retail investors still benefit from the liquidity that investors provide in protecting the price floor (buying undervalued tokens) because investors should always provide a bid (buy order to support prices) for fractions of tokens as they aggregate full units. The economic break-even to arbitrage the lower bound is determined by (i) the tradable T-Coin price (TIM), (ii) the estimated intrinsic value (IV*) of the basket inclusive of costs which is observable at any time (and can be reasonably estimated given basket composition and live prices), and (iii) and some risk premium (RISK) demanded by the investor.
The RISK will be a function of liquidity constraints and incorporates the volatility of the securities, market depth, and expected time required to sell the gold + diamonds on an exchange or otherwise. Investors, including Thymus, are incentivized to place a bid (buy order which support the market) at the given price: TXC ≤ IV* - RISKest
Thymus intends to work a “perpetual bid” (PB) in the market, such that at any time a seller is able to find liquidity and use it as a price floor. The transparent pricing of gold + diamonds exchanges, as well as the fact that some of the underlying gold + diamonds contracts can be sold on-exchange (without incurring costs of physical delivery), should increase investor participation and incentivize competition which improves the best bid in the market.
II. A detailed example of Thymus supporting the price floor (arbitrage of the lower bound)
1. Assume that market conditions are such that, according to Thymus, the T-Coin trades well below the estimated intrinsic value IV* (what US$ value Thymus expects to receive in the market per toke less the cost of execution, RISK) TIM ≤ PB << IV* - RISKest

2. Thymus works a bid (works to buy) at PBT=t. Over some interval of time TIMT = PBT such that Thymus has acquired, e.g. TIM 1,000,000 at an average cost of PBave

3. Thymus, the owner of TIM 1,000,000, uses the smart contract features of the token to trigger the cancelation procedure of a full basket. Thymus instructs the independent holder and auditor of all the gold + diamonds in the Thymus Coin network to break apart the global certificate and gather the gold + diamonds which corresponds to the amount of gold + diamonds owed to Thymus.

4. The independent holder and auditor of all the gold + diamonds in the Thymus Coin network now creates a new global certificate to hold all the gold + diamonds ownership contracts still in their custody.

5. The independent holder and auditor of all the gold + diamonds in the Thymus Coin network delivers the ownership documents owed to Thymus, which correspond to the tokens which were cancelled earlier.

6. The full basket of gold + diamonds is received by Thymus. Thymus assumes the costs of the cancelation process, which include a 2% fee owed to Thymus Technology Ventures AG and is relative the value of the underlying gold + diamonds benchmarked against the day of cancelation’s LME cash price for base gold + diamondss and either LBMA daily fixing for gold + diamonds at the discretion of Thymus Technology Ventures AG. In this case, Thymus is trading with itself. Thymus now has two possibilities:

i. Thymus can sell the exchange-cleared products directly on liquid gold + diamonds exchanges. This is the quickest and least risky method of liquidation and can be done in USD, EUR, or JPY.
ii. ii. Thymus could further instruct delivery of the underlying gold + diamondss from the warehouses and vaults.
iii. If Thymus were to need specific gold + diamondss, such as in the case of consumers, they could also sell additional contracts on an exchange while taking physical delivery of others.
7. Regardless of the chosen method of liquidation of the basket, it can be assumed that Thymus receives some sale price net of costs (SALE) in the form of fiat currency. For Thymus Pay-off = SALE – PBaverage – RISKrealised
So, Thymus makes money if SALE > PBaverage + RISKrealised
8. Thymus will cancel the coin to reduce the total supply of tokens.
9. This will support the price of each TIM token, therefore protecting the price floor.
III. An example of cancelation, from the perspective of the consumer
1. An investor holds tokens which are tradable on the Thymus in-house wallet such that these tokens grant the investor direct ownership of an entire basket of gold + diamonds. One entire basket of gold + diamonds corresponds to 1,000,000 TIM tokens
2. The investor wants to cancel 1,000,000 tokens in order to receive the physical gold + diamonds corresponding to one basket, so they visit the website or the Thymus Coin app.
3. There are two requirements for the holder to be able to cancel the tokens and exchange them for gold + diamonds or cash.
3.i. As the investor has 1,000,000 TIM tokens in their in-house wallet, which amounts to one full basket, when they go onto the website/app they see the "cancel basket" button active and not greyed out as it would be if they held less than a full basket worth of tokens in their in-house wallet. 3.ii. As there is a KYC/Anti-Money Laundering protocol all users need to go through before they can actually cancel tokens, they would need to submit some documents and sign some digital agreements as well as disclose some personal details and recipient information before they would be able to cancel tokens. The button would also be greyed out until this is completed.

4. The investor clicks "cancel basket" as it is not greyed out and is prompted to confirm completion of the process via 2FA. The investor confirms they require delivery of the gold + diamonds and digitally confirms and agrees to the conditions. This occurs on either the website or the app.
5. The 1,000,000 (1mil) TIM tokens corresponding to one full basket are pulled from the holder's wallet by smart contracts. The token holder is no longer a holder of the 1mil tokens. Thymus will then have the independent auditor remove the gold + diamonds pertaining to this customer from the global certificate, which contains all the gold + diamonds of the Thymus Coin network as part of the legal structure. The legal structure means that the holder of the tokens is always the direct owner of the gold + diamonds although the gold + diamonds was simply held in the global certificate, was audited and held in the custody of a third party as Thymus waited for the owner of the gold + diamonds (i.e. the token holder) to cancel their tokens and request delivery of the bearer ownership documents that entitles them to the underlying gold + diamonds.
6. The global certificate is broken and the ownership documents for 1 basket are retrieved.
7. Thymus delivers the documents to the rightful owner. These documents mean the owner can then instruct delivery for the gold + diamonds directly from the warehousing company as Thymus is no longer involved in the process. The owner could also go to a broker for an exchange like the LME and request to sell the gold + diamonds directly to them, such that the owner will receive cash in their bank. This would entail forwarding the ownership documents to this broker.
8. There will be a 2% cancelation fee which needs to be paid to Thymus Technology Ventures AG. This is 2% of the total value of the basket of gold + diamonds, benchmarked against the LME o cial cash prices for base gold + diamondss and either of the LBMA daily fixings for precious gold + diamonds on the day that cancelation was instructed. These legally binding terms will be included in the cancelation agreement which was signed upon cancelation agreement in step 4. The fee needs to be paid to Thymus Technology Ventures AG in cash.

6. COST STRUCTURE

No one likes fees, we understand that. It’s also not an easy task to place a product subject to fees into a fee-free environment. Thymus Coin is still the cheapest way to gain exposure to the given basket of gold + diamondss and is the cheapest competitor in the market. The Thymus Coin grants direct ownership of gold + diamonds and most importantly acts as an ownership identifier of the “asset” which is held in the custody of a third party. These assets need to be bought first. Keep in mind, our token grants ownership over a basket of gold + diamondss. The moment the gold + diamonds leaves the warehouse, we need to make sure that the coin is destroyed. The token supply is thus continually adjusted to correspond to the amount of gold + diamonds held in the custody of Thymus. Protecting our investors and ensuring the price of the coin and the price of the underpinning gold + diamonds moves in synch requires oversight by someone in the background. Thymus Coin holders don’t need to worry about this and they shouldn’t have to. As you can imagine, there is a lot that needs to be done in the background to guarantee that the coin maintains these attributes. This leads to the following cost structure:
One time issuance cost of 9,00% can be broken down into:
3,00 % Legal and Compliance
• Due diligence of the gold + diamonds, warehouse receipts, bank account statements and the whole company on a quarterly basis
• Lawyers to conduct and approve the due diligence
• Management of the global certificate together with external lawyers
• KYC and AML execution and verification processes

2,50 % Liquidity Premium

• Acquiring the gold + diamonds (bid/ask spread)
• Execution of our best price policy and assumed price risk
• Managing the cash/basket quota (Most investors won’t buy 1.000.000 coins, i.e. a full basket) We have to own and manage a certain part of a basket to be able to issue e.g. only 1 coin.

1,50 % Management Fees

• Hedging. We need to lock-in prices once we receive money, especially if it’s not enough to acquire a full basked
• Arbitrage. This will protect our investors and makes sure that the Thymus Coin price and the gold + diamondss basket price stays as close as possible together
• Accounting and booking all positions. Fill out all necessary reports and collect all bank statements

1,00 % Brokerage Fees ( gold + diamonds Broker)

• Costs related when you trade with brokers

1,00 % Exchange Fees ( gold + diamondss Exchange)

• Costs related when you trade with an exchange. Essentially the broker will pass these costs over to us

0,00 % Warehouse Fees (only for the first 12 months)

• For the first twelve month we’ll not collect warehouse fees
• After 12 months, warehouse fees will be collected on a daily basis for the total amount of Thymus Coin you own
• The fees amount to around 2.5% per year and are used to pay the rent for the warehouses holding your gold + diamonds

7. LEGAL OVRVIEW
I. Thymus Coin in a nutshell

The purchase of the Thymus Coin is equivalent to the purchase of physical gold + diamonds. The purchaser of the gold + diamondss instructs at the same time Thymus Technology Ventures Ltd. (“TIC”) to leave the gold + diamonds in custody with a warehouse. The warehouse then issues a warehouse receipt that represents the underlying commodity. The individual warehouse receipts are held in custody by TIC which replaces the individual warehouse receipts with a global certificate. The initial purchaser then gets “dynamic co-ownershipin the global certificate equivalent to its share in the aggregate of the underlying warehouse receipts. The Thymus Coin represents this co-ownership share and grants in addition also a claim to the warehouse receipts that are the underlyings of the global certificate. The Thymus Coin is thus a security. It is however not a derivative, because the transaction envisioned is a spot transaction . The purchase of the gold + diamondss is settled within the ordinary settlement periods of the underlying gold + diamondss. The Thymus Coin is also not a book entry security, because it is not issued by a depository and is neither a claim to the gold + diamonds nor a membership right. TIC will create an uncertificated securities register . The initial purchaser explicitly instructs TIC to subscribe the Thymus Coin on behalf of the buyer and to assign them subsequently in blank to the Buyer. The Thymus Coin is also a means of identification that will ensure that the warehouse receipts representing the underlying gold + diamondss will only be delivered to the rightful owner who identifies itself as the holder of the required amount of Thymus Coins.

III. Contractual situation related to the Thymus Coin
Purchase Agreement
The initial purchaser of the Thymus Coin is entering into three contractual agreements with TIC, the issuer of the Thymus Coin. The first is a purchase agreement of a basket of gold + diamondss. An additional clause in the purchase agreement is the obligation to put the gold + diamondss in a bonded warehouse for storage. The initial purchaser will buy the gold + diamonds from TIC which will buy gold + diamondss in the market or from other companies. The initial buyer purchases a fixed gold + diamonds allocation at the time T, when the purchase price is deposited on the accounts of TIC. Purchases of Thymus Coins will be settled on a rolling basis, meaning that the Thymus Coins will be bought each time the purchase price will be debited on the account of TIC and in such a way aggregated amounts will allow the purchase of an entire basket of gold + diamondss which amounts to approx. USD 42 000. The risk of fluctuating prices between the purchase and the settlement is borne by TIC. The number of Thymus Coins the initial investor gets, will thus be different depending upon the market price fluctuations of the fixed allocation of the gold + diamondss. The ongoing settlement eliminates the risk to engage in a collective investment schemes activity by pooling cash for the purchase of gold + diamondss. The Thymus Coin serves also as a means of identification in case of redemption of the physical gold + diamonds. Each warehouse receipt represents a standardized quantity of the underlying basket of gold + diamondss (e.g. installments of USD 5’000 per warehouse receipt). The warehouse receipts are issued in the form of instruments payable to the order endorsed in blank. The endorsement in blank allows the initial holder of the warehouse receipts to transfer the warehouse receipt like a bearer security. The initial holder of the warehouse receipts will be TIC. Each warehouse receipt represents a certain quantity/basket of base gold + diamondss/precious gold + diamondss with a fixed allocation and which are priced at the point in time the Thymus Coin has been issued. The gold + diamonds is held in allocated form at the warehouse. The warehouses are bonded warehouses. The underlying physical gold + diamondss are therefore not subject to VAT (if at all).

Custody Agreement

The second agreement is a custody agreement. The custody agreement entered into between the initial purchaser and TIC sets forth that the warehouse receipts will be held in custody by TIC. TIC will replace the individual warehouse receipts with a global certificate. The certificates will be kept by TIC in a safe of a reputable bank. Each initial purchaser will get shared ownership in the global certificate representing the underlying warehouse receipts. This ownership share corresponds to the share of each purchaser in the total amount of warehouse receipts held in custody This share is an uncertificated security . TIC will hold the global certificate and the underlying individual warehouse receipts in custody for the benefit of the holder of the Thymus Coin. The initial purchaser can transfer its share in the global certificate. He can transfer its ownership to third parties by selling the share in the ownership and transferring the Thymus Coin which is a blank endorsed uncertificated security. The custody agreement entitles a third party – which must itself identify with the required amount of Thymus Coins - to request the delivery of the warehouse receipts which are the underlyings of the global certificate. The custody agreement will automatically be terminated in case someone requests the delivery of the underlying warehouse receipts. The underlying warehouse receipt will only be delivered to a holder of the required amount of Thymus Coin for requesting physical delivery of the underlying gold + diamondss.

Agreement to hold possession on behalf of the Thymus Coin holder

The third agreement is an agreement that the custodian of the warehouse receipts/global certificate shall hold possession in these securities for each future holder of the Thymus Coin. TIC has agreed to hold the global certificate and the underlying warehouse receipts in possession for any potential future purchaser of a share in the ownership of the global certificate. The transfer of the ownership is thus done based on a sales agreement and the agreement that the custodian will possess the securities for any future owner to whom the shared ownership will be transferred. The transfer of the ownership in the security is the transfer of the underlying gold + diamonds itself. The initial purchaser agrees however that the Thymus Coin is in this context a means of identification of the owner of the dynamic ownership in the global certificate respectively the underlying warehouse receipts.

III. Exit scenarios
Investor
A holder of the Thymus Coin will have two main exit scenarios. The first will be a sale and the second a redemption of its Thymus Coins for delivery of the actual underlying gold + diamondss. A holder of the Thymus Coin will request from TIC the warehouse receipts that are the underlyings of the global certificate. The global certificate will thus be amended and reflects the altered number of underlying warehouse receipts. The warehouse receipts will then entitle the holder to claim the physical gold + diamondss. It is likely that a holder of the warehouse receipts will not have sucient receipts to match completely the different quantities the gold + diamondss are stored. The terms and conditions of the Thymus Coin sets forth that physical delivery can only be requested if a certain amount of Thymus Coins has been presented to the warehouse. Any “odd lots” can only request physical delivery if they pay the price of the efforts required to provide the physical gold + diamonds. Another alternative to get physical delivery will be a repurchase of the Thymus Coins in the sole discretion of TIC. These exit scenarios are compliant with applicable rules and regulations to the extent these features are disclosed in the terms and conditions of the Thymus Coin- Thymus Technology Ventures Limited.
TIC will also be entitled to “cancel” a token and to call off the initial coin issuance under certain clearly defined circumstances. These conditions will be defined in the terms and conditions of the Thymus Coin. TIC will have a right to cancel a Thymus Coin if:
• A Thymus Coin is used for illicit activities or has been involved in illicit activities, unless the current holder has received it in good faith (in such a case the holder has no right to the underlying warehouse certificates)
• Thymus Coins have been repurchased by TIC with own funds in compliance with the terms and conditions of the Thymus Coin (in such a case the holder has no right to the underlying warehouse certificates)
• Changes in laws and regulations as well as case law require TIC to cancel some or all of the Thymus Coins (in such a case the holders will receive the underlying warehouse certificates)
TIC has also the right to call off the initial coin issuance or to limit the issuance of Thymus Coins to a certain amount if:
• Not more than USD 42 mio. will be raised during the initial coin issuance
• The investor base will consist of a majority of investors that are domiciled in jurisdictions that are very restrictive for coin offerings or forbid initial coin offerings altogether
• It will be impossible to execute the planned structure of the Thymus Coin for reasons that are not attributable to TIC
TIC will also reserve the right not to accept certain investors and not to issue Thymus Coins if there are “odd lots”.
IV. Financial market regulatory considerations
Classification of the Thymus Coin
The Thymus Coin is a security in the form of an uncertificated security. It is not a derivative, because it is not a financial instrument that derives its value from an underlying. The Thymus Coin is a means of transfer of the underlying commodity itself. Thymus Coin is an asset token. At least for now the Thymus Coin does however not have any characteristics as payment token. This might however change as time progresses and/or the necessary regulatory framework mutates.
Thymus Technology Ventures Limited - TIC is issuing the Thymus Coin. The issuance of own securities in the form of uncertificated securities is not subject to AML-requirements. Thymus Technology Ventures will however nevertheless identify all initial purchasers and beneficial owners according to the identification rules under AML-legislations and will be in compliance with all the AML-obligations. The warehouse receipts and global certificate will be held in custody by TIC. The securities are held in custody in a safe of a bank and are segregated from the other assets of TIC. They are thus not deposits in the sense of the Banking Act. The holder of Thymus Coins can at all times require the delivery of the underlying warehouse receipts according to TIC. Holding securities in custody is an activity of a financial intermediary subject to AML-requirements according AMLO. The warehouse receipts are securities, the global certificate however not, because it is not apt for mass trading. There will only be one global certificate. TIC will identify the contractual partners to the custody agreement and the beneficial owner of the contractual partner at the time of sale of the warehouse receipts and will in addition also comply with the other AML-duties, such as PEP identification, sanctions/embargo check, and suspicious transaction reporting. It has however according to FINMA practice not to identify the owners and beneficial owners of the global certificate which might change over time assuming that the initial purchaser will sell its shared ownership. This view has been confirmed by FINMA.
Holding securities in custody does not require a securities dealer license. There are thus no legal consequences under the securities dealer act. TIC will however identify anyone requesting physical delivery of the warehouse receipts according to the AML-identification requirements. It will not deliver the warehouse certificate in case of suspicion of money laundering activities and will require additional evidence of the background of the purchase of the Thymus Coins.
Bonded warehouse
The bonded warehouse is not subject to AML-requirements. It will issue warehouse receipts that are instruments payable to the order of TIC. These warehouse certificates will be endorsed in blank. They will be issued in a certain installment or multiples therefrom (e.g. for each USD 100,00) representing a certain quantity of a gold + diamonds or a gold + diamonds basket at the time of purchase. The warehouse receipts will be endorsed in blank and are thus transferable like a bearer instrument. The warehouse will deliver the gold + diamonds to the person that presents the warehouse receipt. The warehouse is not subject to other regulatory obligations.
Prospectus requirements
The Thymus Coin will be accompanied with a white paper which will explain the working and mechanics of the Thymus Coin.
Subsequent issuances of Thymus Coins
TIC is planning to issue additional coins after the sale. The gold + diamonds will be purchased at the prevailing market price at the time of the second issuance in the same allocation of the gold + diamondss determined at the time of issuance of the Thymus Coins at the initial coin offering. The variable element will thus be the amount of tokens. This means in other words that all Thymus Coins will have the same gold + diamonds content. TIC reserves the right to purchase gold + diamondss only in the allocation determined at the first issuance of the Thymus Coin. TIC will thus reserve the right not to issue new Thymus Coin will also happen to accommodate the surplus settlement, because the second installment can only be purchased in certain pre-defined quantities.

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Topic: New coin THYMUS COIN.Need advice and comments. (Read 243 times)