PINGLEWARE Smart Contracts for Solidity
The following is a collection of smart contracts for solidity that will help accelerate blockchain development and deployment.
Installation
npm install @pingleware/contracts
Usage
In your truffle project, import the appropriate smart contract in your new contract
imports "@pingleware/contracts/contracts/finance/debt/ExemptDebtOffering.sol";
contract MyExemptBond is ExemptDebtOffering {
constructor() public {
name = "My Exempt Bond";
symbol = "MYB";
}
}
When using remix.ethereum.org, you can import directly from github.com
imports "https://raw.githubusercontent.com/pingleware/pingleware-contracts/main/contracts/finance/debt/ExemptDebtOffering.sol";
contract MyExemptBond is ExemptDebtOfferingBond {
constructor() public {
name = "My Exempt Bond";
symbol = "MYB";
}
}
Ethereum Smart Contract Creator
An application is being developed to help developers and business owenrs fast track smart contract implementation using the pingleware-contracts framework for real blockchain scenarios.
The Ethereum Smart Contract Creator will also introduce using a NFT as software license, https://opensea.io/assets/matic/0x2953399124f0cbb46d2cbacd8a89cf0599974963/36333753202514414869774196218446368102124864803313914227828195910238651647648/
Where to Download?
Watch this repository for the release announcement of the Ethereum Smart Contract Creator.
Will a Manual be included?
There will be a comprehensive manual included at no charge since the application requires a paid license.
In the News
Why Blockchain Could Prevent Another Theranos
From: https://investorplace.com/2022/01/why-blockchain-could-prevent-another-theranos/
Before developing the Equity token smart contracts for exempt offerings, I research existing use cases and to my surprise, there were no existing use case. There were plenty of discussions without the implementation. The smart contract is open source, available for inspection by anyone. Also the smart contract can stay in compliance with the rules of an exempt offering by incorporating those restrictions whether timed or not, into the contract code. The most beneficial feature is the blockchain exempt equity token can offer liquidity of restricted securities when conditions have been satisfied to permit such transfers? The blockchain exempt equity token can also provide a future mechanism for exempt equity token conversion to public shares after an IPO/DPO has become effective. The blockchain exempt offering can be the first choice for unicorn startups, because the smart contract can be coded to restrict verified accredited investors ONLY from buying, selling and transferring the exempt equity tokens. Publishing an exempt equity token contract to the public blockchain does not violate the General Solicitation as long as no reference is made to solicitation of investors? A Defi DAPP is needed in conjunction with the exempt equity token contract to maintain the exemption of the offering through use restriction by accredited and qualified investors only! The Defi DAPP can be a mobile app which validates the investor one time on in a hosted environment and then adds their wallet to the authroized investor queue on the blockchain, further interaction is perform execlusively with the blockchain without any need to revisit the hosted environment unless changes and intervention are required?
REMIX Webapp
The remix desktop was rebuilt as a webapp because I found the straight-browser version to become slow and non-responsive. The webapp version can be downloaded from https://github.com/pingleware/remix-desktop. You should try installing the official desktop version from the Remix Team at https://github.com/ethereum/remix-desktop. If the application will no launch, then download the webapp version.
REMIXD
Use the following command to interface with remix,
> remixd -s ./ --remix-ide https://remix.ethereum.org
What's included?
I have search github.com for other smart contract implementations in various industries, and copied to this repository ensuring they compile cleanly without errors and warnings. There are prebuilt smart contracts
- Agriculture
- Aviation
- Education
- Energy
- Finance -
- Banking
- Credit
- Currency
- Debt
- ELMX
- Equity
- Utility
- Government
- Federal
- State
- County
- Municipal
- Healthcare
- Hospitality
- Insurance
- Legal
- Membership
- News
- NFT
- Non-Profit
- Real Estate
- Retail
- Supply Chain Management
- Social Network
- Technology
- Transportation
Before launching an exempt equity or debt offering you are required to submit the appropriate form to the Security and Exchange Commission as well as to have a Private Placement Memorandum. Using a DAPP or decentralized application on the IPFS or interplanetary file system, to maintain KYC, AML and accredited investor vetting compliance for your restricted securities.
Release Schedule
Date Version
10/21/2023. 1.6.4 Added government, nft,non-profit, retail; refactor interface names
07/17/2022 1.6.3 Added finance/banking/SavingsAccount.sol, libs/DateTime.sol. and useful documents
04/30/2022 1.6.2 Added RideshareTrade contract under Transportation category
04/29/2022 1.6.1 Remove package.json dependencies not needed; added package keywords
04/29/2022 1.6.0 Added Government contracts; refactor Frozen to include selfdestruct while extending Owned;
03/09/2022 1.5.0 Added Aviation, Education, Hospitality and Blockchain arbitration; social network, newfeed, and token deployments;
02/27/2022 1.4.0 Added BAToken and Peer-to-Peer lending to finance/token and finance/banking, respectively
02/23/2022 1.3.0 Add RINS (Renewal Identification Number) contract
02/23/2022 1.2.2 Maintenance fixes and refactoring; added SimpleBond.sol under finance|debt
02/23/2022 1.2.1 Maintenance; merge fixes;
02/23/2022 1.2.0 Add News contract; example tokens under finance/token; Token Exchange contract; Added CommercialPaper in Debt financing;
Deployment of exempt offering token at https://ropsten.etherscan.io/address/0x39db214c0373eda0eeee10bbf3fdc49a7faec46d
02/23/2022 1.1.1 Fixed additional subdirectory files not being included during the packing.
02/17/2022 1.1.0 Refactor of contracts to permit sharing when deployed; add new contracts for:
agriculture, energy, finance.currency, healthcare, insurance, non-profit, real estate,
retail, scm and transportation
01/28/2022 1.0.7 Remove third-party dependencies; added placeholder contracts for insurance industry;
01/27/2022 1.0.6 Refactor equity, debt and membership; added additional industry smart contracts
12/25/2021 1.0.5 Refactoring credit, social and some equity contracts
12/21/2021 1.0.4 Fixes identified through remix debugging; added followers and friends;
12/19/2021 1.0.3 General fixes and compiler warnings cleanup
12/19/2021 1.0.2 Employee Benefit Plan contract implemented
12/19/2021 1.0.1 The remaining ExemptOffering contracts implemented with the exception of Employee Benefit Plan
12/19/2021 1.0.0 Initial release with only ExemptEquityOffering506C contract implemented
State of the Project
The project is currently in an alpha-beta state, which means that production use is not recommended. Production ready will be tagged as stable. NPMJS.COM repository permits the tagging of releases as stable. See the workflow.
BETA status indicates that the smart contracts compile cleanly. Functionality is subject to change and is not completely stable.
Auditing
Initial audits are conducted using ChatGPT
Workflow
Skip to step #5, if deploying on a DEX like polymath.network,
1. Create the contracts for each exempt offering in accordance with SEC rules; complete the Credit Report contract in compliance with the FCRA;
complete the Social Network contract that support community driven choice.
2. Test the contracts on remix.ethereum.org to fix implementation issues? To import a contract from github.com into remix, naivgate to the desired contract and press the view raw button, no copy and paste the URL of the raw file view.
3. Implement a DAPP using HTML, CSS, and JavaScript (jQuery and vanilla - no other JS frameworks) that connect to each contract deployed on a local truffle-ganache configuration.
4. Deploy on an ethereum testnet for further testing and public preview.
5. Create a private placement memorandum with a qualified attorney review, https://theppmattorney.com/
6. Register with the SEC as an EDGAR filer, obtain a CIK number, https://www.sec.gov/edgar/filer-information/how-do-i
7. File the appropriate exempt offering with the Security and Exchange Commission (SEC) via EDGAR, https://www.portal.edgarfiling.sec.gov/Welcome/EDGAROnlineFormsLogin.htm
8. Register as a Transfer Agent with the SEC using https://www.sec.gov/about/forms/formta-1.pdf
9. Apply for a CUSIP at https://www.cusip.com/apply/index.html
10. Prepare most recent balance sheet, profit and loss and retained earnings statements, equivalent financial information for the two prior fiscal years
Balance sheet - https://www.investopedia.com/terms/b/balancesheet.asp
Profit and Loss - https://corporatefinanceinstitute.com/resources/knowledge/accounting/profit-and-loss-statement-pl/
Retained Earnings Statement - https://www.accountingformanagement.org/statement-of-retained-earnings
11. Apply for a Ticker Symbol from FINRA using https://www.finra.org/sites/default/files/p126234.pdf
12. Signup at polymath.network and reserve your symbol at https://eth-tokenstudio.polymath.network/ticker, finalized STO process on this network.
12-A. (alternative). Deploy on ethereum mainnet using the symbol assigned by FINRA, integrate with a custom DAPP.
13. Contact preselect accredited investors for participation.
14. Tag this project as stable.
- Initial DEX Offering at https://coinmarketcap.com/alexandria/glossary/initial-dex-offering
- CoinMarketCap listing criteria at https://support.coinmarketcap.com/hc/en-us/articles/360043659351-Listings-Criteria#section_b3
- Security Token Offerings (STO) at https://itsblockchain.com/security-token-offerings-stos/
- STO Market https://stomarket.com/market
Liquidity and the Blockchain
While a private placement has restricted liquidity, a public offering token using a S-1 filing does not have restricted liquidity, hence a CUSIP and ISIN numbers are both needed. The ideal method for unrestricted liquidity is to issue your public offering (S-1) on an established DEX, but I am discovering this to be more tedious and sometimes more costly than listing on NYSE, NASDAQ, AMEX, Pinksheets or any other brick and mortar exchange? The other option is create an alternative trading system (ATS) with an orderbook and order matching and register your ATS with the SEC. If your ATS is solely for your own company's securities, than FINRA, CFTC and NFA registration may not be needed? (check with your attorney)
Crowdfunding
Crowdfunding is an exempt offering and highly regulated meaning, to perform a successful equity crowdfund campaign, you must use a registered SEC funding portal. A funding portal is registered with the SEC and regulated by FINRA. The list of current and expired crowdfunding portals/platforms can be found at https://www.finra.org/about/firms-we-regulate/funding-portals-we-regulate.
One such funding portal, https://cryptolaunch.us/ offering crowd funding on the blockchain through an Security Token Offering (STO). They also offer a Mini-STO. See the difference between the two at https://cryptolaunch.us/help/article/44,
"It depends on your situation.
If a max total raise of $5 million USD is enough for your company to reach a meaningful milestone,
or if you do not have up to $100,000 to spend upfront or if you have to move fast with your
fundraising campaign, then Mini-STO is better. Otherwise and STO is better solution for your
situation.
Basically, the difference between the Mini-STO and STO boils down to the difference between
Reg CF and Reg A+. Simple like that. ", - cryptolaunch.us
CRYPTOLAUNCH.US is the easiest crowwdfunding platform for equity offerings.
See https://www.sec.gov/divisions/marketreg/tmcompliance/fpregistrationguide.htm
Online Token Builder
The following service, https://www.thetokenlauncher.com/buildtoken, a user can build a token, download the source code and launch through the platform (cost 0.1 ETH to launch)
The available tokens include,
- Asset Backed Currency
- Equity Token
- Fan Token
- Fund
- Game Token
- Utility Token
- Other Security Token
with an option to make any offering into an ICO crowdsale.
Asset Backed Currency
An Asset-backed currency would be considered as an Asset-back security (ABS) as defined by the SEC. See finance/debt/ABS.md
SEC Asset-backed securities disclosure rules at https://www.sec.gov/rules/final/2014/33-9638.pdf
ABS public registration uses form ABS-15G and ABS-EE ABS private registration uses form D
Equity Token
A Security Token represents an asset or an entitlement to an earning stream or dividends. In terms of their economic function, the tokens are comparable to equities, bonds or derivatives, and are expected to make a profit.
Fan Token
Fan tokens are a form of cryptocurrency that gives holders access to a variety of fan-related membership perks like voting on club decisions, rewards, merchandise designs and unique experiences.
See more at https://coinmarketcap.com/alexandria/article/what-are-fan-tokens
Fan Tokens are typically an NFT. NFT is like a trading card or collectible, any gains made on the sale of the NFT is taxable. See https://www.romanolaw.com/2021/12/13/nfts-collectibles-or-securities/
Fund
A fund token would be a donation for a tax exempt non-profit organization, and a security for all others.
Game Token
An old incentive for the blockchain. User purchases a game token to be used in a game. As long as the game token is used for game play and redemption inside the game with no perceived financial gains, the game token would not be a security. See https://www.romanolaw.com/2021/12/13/nfts-collectibles-or-securities/
Utility Token
A Utility Token provides access to the goods and services that a project launched or will launch in the future, and can be used as a type of discount or premium access to the services. A lot of tokens tend to be used specifically as a funding mechanism for companies.
A Utility token would not be a security as long as trading/swapping with third parties is not provided. Utility token would be like a discount coupon book where you prepaid to get a future discount. See https://www.romanolaw.com/2021/12/13/nfts-collectibles-or-securities/
What is different between pingleware-contracts and other contract frameworks?
While the other contract frameworks provide templates to help you build contracts, they fall short from real world model implementation. pingleware-contracts provide a template for real world use of smart contracts across many industries, saving you development time and expense?
Getting Test Ether
The following network faucet(s) give the most and permit one request per twenty four hours,
https://faucet.egorfine.com/
Private Ethereum Network
See https://geth.ethereum.org/docs/interface/private-network for more information.
1. Create a unique chainID and symbol, see https://chainid.network to check for uniqueness. You chainID and networkID will be the same.
2. (optional) If you want credibility for your private network, then consider taking your cryptocurrency public through an S-1, where the asset class is cryptocurrency.
Then get a symbol assigned from FINRA (https://www.securitieslawyer101.com/2015/market-maker). Since you have a private network (private meaning separate from mainnet)
you will need to register the network as an ATS (alternative trading system), as well as the issuer of the cryptocurrency, register as a transfer agent. You will
also need to get a license as a Money Transmitter the jurisdictions that you conduct business. When you perform an S-1 the quantity is the maximum number of tokens that
will be issued. The fee for filing an S-1 is $92.70 per $1,000,000 (https://www.sec.gov/ofm/Article/feeamt.html), or
total offering = token initial price * number of tokens (if you have a par value, then the minimum price is the par value)
total_offering = $5 * 200,000 = $1,000,000
filing_fee = (total_offering / 1000000) * 92.70
You can have multiple offerings of S-1, the first S-1 makes your company a public company.
When you apply for a trading symbol from FINRA, requires a market maker (https://www.finra.org/about/firms-we-regulate/broker-dealer-firms-we-regulate), because they will handle the KYC and AML for your clients, buying your token at a discount or par value.
Command line option,
> geth --networkid`<chainID>`
List Private Network on chainid.network
1. Clone the project https://github.com/ethereum-lists/chains
2. Create a new file in ./_data/chains directory using the file convention of eip115-`<chainID>`.json
3. Create a logo for your private network
4. Copyright the logo.
5. Publish your logo to a publicly accessible IPFS network
6. Create a new file in ./_data/icons directory using the file convetion of `<symbol>`.json
7. Check in changes to your github.com account
8. Create a pull request.
9. Wait for your changes to be merged.
End-of-Life Doctrine
When a piece of software is useful, there should never be an EOL doctrine. The intention for this application is to achieve immoratlity ;). At some point of time in the future, this project may appear to be dead and abandon. The opposite will be true! When this project reaches that stage, this project has matured to a level where maintenance is minimal (mostly updating to latest version of Node).
Patrick O. Ingle
December 19, 2021