Dr. Avtar Sehra | Email: [email protected] | Twitter: @avtarsehra
About N i vau ra
Token i zed Secur i t i es
Fu tu re o f Cap i ta l Marke ts
About N i vau ra
4 Confidential – for emailed recipients only, please do not distribute
Philip Smith, Board MemberSenior partner at Allen & Overy advising both lead managers and issuers on international debt capital markets transactions
Alan Morgan, Chairman Senior partner at McKinsey & Co as head of the financial services practice in UK, Europe and the Middle East; and founder of MMC ventures.
Peter Walker, Board MemberBoard Director of Debt & Banking solutions in Capita (now Link) Asset Services
Dr. Avtar Sehra, CEOPhD in Theoretical Particle Physics, and over ten years in investment banking and consulting as a quantitative analyst and risk manager.
Marcello Fiori, CTOComputer scientist and over 18 years experience in design and development of financial technology.
Spencer Lake, Board Member &Commercial AdvisorFormer HSBC Capital Markets Vice Chairman.
Executive board is made of highly experienced leaders, and the core product development team has over 100 years of combined experience in capital markets
Trustee /Fiscal Agent
Registrar / Depositry
(Asset Allocation)
Custody / Paying Agent
(Investment, Coupons and Redemption)
Primary issuance and administration involves a complex set of interconnected manual activities with multiple intermediaries that add to cost and time inefficiencies
Issuing Advisor
Legal Advisor
Company Investors
Broker(Transferable)
= +5 Confidential – for emailed recipients only, please do not distribute
Credit
Communications
Onboarding Documentation Structuring
Term Coordination and Subscriptions
Registry and Settlement
Events and Payments
User Management
Instrument Management
Transaction Management
POWERED BY
KYC/AML TrusteeLegal Clearing
Agent or Bank
The Nivaura platform is a compliant end-to-end automation tool for the Issuance and Administration of financial instruments
Company Investors
SaaS : Secure / compliant cloud based offeringMiFID : Arranging of retail and institutional dealsCASS : Safekeeping of client assets and money
6 Confidential – for emailed recipients only, please do not distribute
Financial Instruments
Legal Contracts
Formation Performance Enforcement
Deep understanding of the “atomic” structure of financial instruments underpins the workflow solution for the issuance and administration life-cycle
Formation of the Deal Structure
LML based legally compliant documents generated, frictionless pricing, distribution and signing
Enforcement by Trusted Parties
Frictionless management of events and triggers that requires independent third party services
Performance to Agreed Terms
Efficient settlement and registration of instruments and ongoing cashflow management
Confidential – for emailed recipients only, please do not distribute7
World firsts using Nivaura’s automated issuance and administration system
Token i sed Secur i t i es
Issuer NomineeInvestors
Custody
Bond legalownership
under Nominee
Bond Beneficialownership held by
Custodian
Investors hold beneficial ownership
of assets
Registrar
Record of Money Held for Clients
Record of Assets Held for Clients
Client Money
Account
Bond legal ownership independently recorded with Registrar
Money / Asset allocation
Money / Asset Reconciliation
Current model for client asset and money custody
10 Confidential – for emailed recipients only, please do not distribute
Investors
11 Confidential – for emailed recipients only, please do not distribute
IssuerCustody
Client Assets and Keys
Bond Legal &Beneficial ownership
allocated on Blockchain
Investors hold legal and beneficial
ownership of assets
Client Money
Account
Blockchain
Total Issued Assets Recorded on Blockchain
BlockchainTokenised money
ownership allocated on Blockchain for on-chain clearing and settlement
Money / Asset Allocation
Money / Asset Reconciliation
Fiat currency tokenised on blockchain for client asset and money custody
12 Confidential – for emailed recipients only, please do not distribute
Issuer Blockchain
Total Issued Assets Recorded
on Blockchain
Bond Legal & Beneficialownership allocated on Blockchain settled in Cryptocurrency owned
by Investors
CustodyClient Assets
and Keys
Role of the custodian is to onboard users, assign and manage Keys, and ensure consistency of client’s executions and money / assets held i.e. assets / cryptocurrency held by investors’ private Keys aligns with expectations
Investors
Blockchain
Money / Asset Allocation
Money / Asset Reconciliation
Cryptocurrency denominated issuance, fully cleared and settled on Blockchain
Agent & Custody Bank
International Central Securities Depository
Global Bearer Note Immobilised
Banking Frankfurt
Common Depository Fiat Currency
Dematerialised Note
Fiat Currency
Fiat Currency
Fiat currency
Allocated Note
Dematerialised Note
Issuance and Administration Platform
Structuring and Issuance
Fiat Currency Money Withdrawal
NotesIssued
Fiat Currency
Global Bearer Note
ISIN Allocation
Money and Asset Accounts and Custody
Clearing, Settlement and Custody Service
Investor Management and Execution
Invested Notes
Fiat Currency Money Deposit
Fiat Currency Allocation
Management
Sub-Allocated Notes
Primary Issuance of Structured Note Using Legacy Infrastructure - Control Issuance
Legal Services and Documentation
13 Confidential – for emailed recipients only, please do not distribute
Structuring and Issuance Investor Management and Execution
Fiat Currency Money Withdrawal
NotesIssued
Invested Notes
Fiat Currency Money Deposit
Fiat Currency Tracking
Note Tokenisation
Fiat Currency Deposit and Tokenisation
Allocated Note Tracking
Tokenised Fiat Payment
Signed Tokenised Note Transaction
Tokenised Note Transfer
Signed Tokenised Fiat Transaction
Gross or Net Fiat Currency TransferThis step can be eliminated when payment method is native to
blockchain e.g. cryptocurrency or fiat based settlement coin Client Money Deposit
and Key Custody
Primary Issuance of Structured Note Using Blockchain - Experimental Issuance
Private or Public Blockchain : Decentralised Securities Depositary
Issuance and Administration PlatformLegal Services and Documentation
Client Money Deposit and Key Custody
14 Confidential – for emailed recipients only, please do not distribute
Issuance and Administration Platform
Structuring and Issuance Investor Management and Execution
Fiat Currency Money Withdrawal
NotesIssued
Invested Notes
Fiat Currency Money Deposit
Nivaura’s Platform is About Compliance, Efficiency and Complexity Abstraction
• Operational Data Flow: Tracking all key data at every touch point from the front to back process
• Money and Asset Flow: Tracking and managing allocation of money and assets
• Legal Structuring: Executing deal in a manner that is legally viable for performance and enforcements
• Regulatory Compliance: Alignment of execution with regulatory requirements for arranging and custody
• Commercial Viability: Executions are commercial deals that make sense for issuers, investors and arrangers
Legal Services and Documentation
15 Confidential – for emailed recipients only, please do not distribute
Futu re o f Cap i ta l Marke ts
Separation of legal and beneficial titles and chain of custody
Issuer
Common Depository
Clearstream
Local Custody Local Custody
Investors Investors Investors InvestorsInvestors Investors
Global Note
Dematerialised Note
Investors hold interest in the Notes through a custody chain
Custody chain using traditional clearing system
Direct ownership of assets on the blockchain
Issuer
InvestorsInvestors InvestorsInvestorsInvestors Investors
Legal and Beneficial Title United
Title to assets recorded on the blockchain
Key Custody
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Blockchain Infrastructure
Creation of Tokenized Securities and Whitelisting Users
Nivaura Key Custody Engine
Operated by Custodians
Signing
Broadcasting
Nivaura Key Custody Engine
Operated by Custodians
Signing
Broadcasting
18
Nivaura
Platform
Operated by
Dealer/Broker
Primary Issuance Orders Primary Buy Orders
BuyersIssuer
Regulated Trading Venues,
MTF’s, OTF’s or other Dealer
Networks
Sellers Buyers
Secondary Sell Orders Secondary Buy Orders
Nivaura Transaction Engine
Operated by CSD
Matched Order
What could the future of capital markets look like using Blockchain technology?
• The information provided by Nivaura in this document (Response) is proprietary and confidential to Nivaura.• Without Nivaura’s prior written permission, our Response, either in whole or in part, must not be reproduced in any form or by any means or disclosed to others or used for purposes other than its evaluation by the intended party. It may not be disclosedto any third party even for the purposes of evaluation, except as expressly authorised by Nivaura in each case.
• Where we have mentioned other Clients or Partners by name we stipulate that no contact be made with any such Client or Partners without the prior approval of Nivaura in each case.• Where this Response makes reference to trademarks that may be owned by others, the use of such trademarks herein is not an assertion of ownership of such trademarks by Nivaura and is not intended to represent or imply the existence of anassociation between Nivaura and the lawful owners of such trademarks.
• This Response and any document to which it is attached is subject to (i) completion of each party’s internal review process and; (ii) subject to contract, where applicable.• Whilst care and attention has been exercised in the preparation of this Response, Nivaura do not accept responsibility for any inaccuracy or error or any action taken in reliance on the information. This Response remains subject to contract and allwarranties whether express or implied by statute, law or otherwise are hereby disclaimed and excluded to the extent permitted at law.
• Any pricing or valuation information provided in this document is provided on a budgetary basis for evaluation purposes only. Any final agreement by the parties on pricing or valuations shall be agreed via an appropriate contract (to be agreed).
© Nivaura 2018
Dr. Avtar Sehra
Email: [email protected]
Tel: +44(0)791 287 4903
Twitter: @avtarsehra