[LDP-06] LifeVerse Incorporation Proposal Update

Note: (The previous vote for LDP-06 has been rescinded due to an internal error that did not allow for all votes to be counted.)

Summary

The LiveVerse Council is requesting the community to approve a proposal to move forward with formalizing the entity structuring of LifeVerse.

Rationale

A formal entity structure will provide the LifeVerse council to engage with web2 infrastructure in an official business capacity (e.g., open LifeVerse bank accounts, work with established agencies and consultants, memorialize certain governance policies (e.g., council nomination procedures) and procedures in constitutional documents. The LifeVerse Council has engaged with outside counsel to obtain a cost estimate and scope of work, which is outlined below in more detail.

Proposal

LifeVerse will form a Singapore Foundation (the “Foundation”) and any subsidiaries necessary required by regulation or law for the Foundation to carry out current and future business operations.

The Foundation will adopt a Foundation constitution that will memorialize the objectives and governance procedures of the Foundation. Management of the Foundation will be outsourced to the LifeVerse Council.

A local director will be appointed by the Foundation to ensure compliance with applicable laws and reporting obligations in Singapore.

Costs

Outlined below is the quote obtained for the initial setup of the Foundation and does not include ongoing reporting or compliance costs, which may require the appointment of third party service providers. Note that this is a cost estimate and actual costs may be higher or lower than those outlined below.

1. Structuring and Legal Advice (US$6,000)

• Advisory calls to determine the appropriate structure for the Foundation
• Engage with appropriate service providers and law firms that will manage the incorporation process for the Foundation
• Miscellaneous ad hoc calls with counsel

2. Drafting of documents and advice of arrangements (US$10,000)

• Drafting the constitution and other applicable governing documents of the Foundation
• Negotiating and drafting the service agreements for applicable service providers (e.g., local director, corporate services provider)
• Advice on legal arrangements for each

3. Incorporation management (US$4,000)

• Management of the Foundation’s incorporation with the corporate secretary
• Set up of bank accounts and other necessary corporate infrastructure

Total estimated cost to incorporate: $20,000

Service Providers

Corporate Secretary and Accounting: LifeVerse will engage Pivotal Business Solutions – the principal is a chartered accountant with over a decade of experience. Pivotal will be providing both corporate secretary and accounting services.

Law Firm

LifeVerse will engage international law firm Reed Smith to assist with legal matters related to the incorporation and ongoing management of the Foundation.

Independent Counsel

LifeVerse will engage Nathanel Lim to assist with general legal matters related to the Foundation and ongoing business operations.