EX-10.1 2 ex10-1.htm

 

Exhibit 10.1

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

INVESTMENT AGREEMENT

 

This investment agreement (“Agreement”) is entered into as of 3 October 2023, by and between Security Matters PTY Ltd. (ACN 626 192 998) (“SMX”) and True Gold Consortium Pty Ltd ACN 641 483 374 (“TG”), (each of SMX and TG individually, a “Party”, and both collectively, the “Parties”).

 

Whereas, SMX is a shareholder of TG and also a supplier of services and TG has accumulated a debt to SMX in the amount of AUD 475K (approximate USD 307K) as at June 30, 2023 (“Debt”) and the Parties see to waive the debt against issuance to SMX of an additional equity in TG;

 

Whereas, the Parties wish to align SMX’s commitment, interests, and resources (R&D, Key Management), more closely with TG’s long-term success in R&D and revenue commercialization and allow continuous seeking of strategic fundamental investment and partnership and continue to commit to R&D services and commercialization similar to the services described in Annex B; and

 

Whereas, on July 26,2020, the Parties entered into that certain license agreement (“License Agreement”), which included in Schedule 1 thereto a list of intellectual property license to TG;

 

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereby agree as follows:

 

1.The Transaction
   
 SMX invests in TG, on AS-IS basis the amount of AUD 475,000 and additional services and licensing rights against the issuance of new shares bringing SMX’s holding in TG to 51.9% (“Shares”) as follows:
   
 1.1AUD 475,000 will be invested by way of waiver of the Debt; and
   
1.2Additionally, the License Agreement is hereby amended to include in Schedule 1 thereto the list of intellectual property included in Schedule B hereto.

 

Schedule A Additional intellectual property added to Schedule 1 of the License Agreement

 

1.3SMX will supply to TG a credit line for R&D work by its employees (similar to work done to date) of up to AUD 1 million, free of interest and collateral.

 

Schedule B Services of the type supplied by SMX to TG

 

TG shall have the right, within 12 months of the issuance of the Shares, to purchase the Shares from SMX for a purchase price to be decided by an external valuator to estimate the value of Schedule the consideration paid for the Shares B.

 

2. Closing
   
  The closing of this Agreement (“Closing”) and the issuance of the Shares will take place upon (and subject to) approval of this transaction by the board of directors of SMX and the shareholders of TG (which approval shall include waiver of any preemptive or other right), in the form attached hereto.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

At the Closing, the following transactions shall occur, which transactions shall be deemed to take place simultaneously and no transaction shall be deemed to have been completed or any document delivered until all such transactions have been completed and all required documents delivered.

 

3. Miscellaneous

 

  3.1 Dispute Resolution
     
    This Agreement shall be governed by and construed in accordance with the laws of Western Australia, without giving effect to the rules of conflict of laws thereof and any dispute shall be held in the Courts of Perth, Western Australia.
     
  3.2  Relationship of the Parties
     
    This Agreement shall not create an agency, partnership, employer-employee or joint venture relationship between the Parties or any employees of the Parties, and nothing hereunder shall be deemed to authorize any Party to act for, represent or bind the others except as expressly provided in this Agreement or to transfer (or license or give any other rights) and asset, including intellectual property, not specifically listed herein.
     
  3.3 No Benefit to Others
     
    This Agreement is for the sole benefit of the Parties and their successors and permitted assigns and shall not be construed as conferring any rights on any others.
     
  3.4 Integration of Terms
     
    This Agreement constitutes the entire agreement and understanding between the Parties with respect to the subject matter hereof, and supersedes any and all prior drafts, agreements, understandings, promises, representation, warrant and covenant, whether written or oral, between the Parties with respect to the subject matter hereof. Drafts exchanged during the negotiations of this Agreement shall not be used to construe the intentions of the Parties.
     
  3.5 Succession and Assignment
     
    This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors, permitted assigns, heirs, executors, and administrators and permitted assigns. No Party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party. Any purported assignment in violation of this § 3.5 shall be void and of no effect.
     
  3.6 Construction

 

3.6.1The recitals and schedules hereto consist an integral part hereof. The Exhibits and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

 

3.6.2The headings in this Agreement and their associated numbers are included for ease of reference only and shall have no legal, constructive or interpretive effect.

 

3.6.3The word “including” shall mean including without limitation.

 

3.6.4The word “person” shall mean any legal entity, including an individual, a partnership, a corporation, an association, a joint stock company, a trust, a joint venture, an unincorporated organization, or a governmental body;

 

3.6.5This Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any of the provisions of this Agreement.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

  3.7 Amendments and Waivers
     
    This Agreement may not be amended, modified, released, or discharged in any manner except by an instrument in writing, referring to this Agreement, and signed by all Parties. No waiver of any right under this Agreement shall be deemed effective unless contained in writing and signed by the Party charged with such waiver, and no waiver of any right shall be deemed to be a waiver of any future right or any other right arising under this Agreement. No waiver by any Party of any default, misrepresentation, or breach of warranty or covenant hereunder, whether intentional or not, shall be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence.
     
  3.8 Expenses
     
    Each of the Parties shall bear their own expenses with regards to any of the transactions contemplated hereby.
     
  3.9 Notices
     
    All notices and other communications required or permitted hereunder to be given to a party to this Agreement shall be in writing and shall be serviced by a messenger to the official corporate address of the Party, with a company (which shall not by itself be deemed service of process but without which service of process will no be deemed to have taken place) to Doron Afik, Esq., 103 Hahashmonaim st., Tel Aviv, Israel.
     
  3.10 Delays or Omissions
     
    No delay or omission to exercise any right, power, or remedy accruing to any party upon any breach or default under this Agreement, shall be deemed a waiver of any other breach or default therefore or thereafter occurring. Any waiver, permit, consent, or approval of any kind or character on the part of any party of any breach or default under this Agreement, or any waiver on the part of any party of any provisions or conditions of this Agreement, must be in writing and shall be effective only to the extent specifically set forth in such writing.
     
  3.11 Severability
     
    If any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable under applicable law, then such provision shall be excluded from this Agreement and the remainder of this Agreement shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms, provided, however, that in such event this Agreement shall be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction.
     
  3.12 Counterparts
     
    This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and enforceable against the parties actually executing such counterpart and all of which together shall constitute one and the same instrument.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

 

Security Matters PTY Ltd.   True Gold Consortium Pty Ltd
                 
By: /s/ Amir Bader   /s/ Limor Lotker   By: /s/ Hugh Morgan   /s/ Zeren Browne
Title: Director   CFO   Title: Director   Director

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

Schedule A Additional intellectual property added to Schedule 1 of the License Agreement

 

Part A

 

Patent families:

 

PATENT FAMILY 12 (SCU-P-074150):

 

Management of Recyclable Goods and Their Source

 

Materials PCT Number: PCT/IL2020/051083

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 07 October 2020

 

Patent Applications in Family 12

 

Country   Official Number   Status
Australia   2020364429   Application Filed
Canada   3,157,639   Application Filed
China   TBD   Application Filed
Europe   20 873 772.6   Application Filed
Israel   292012   Application Filed
Japan   2022-521123   Application Filed
Korea   10-2022-7015225   Application Filed
US   17/766,874   Application Filed

 

PATENT FAMILY 13 (SCU-P-080489):

 

Systems and Methods for Supply Chain Management and Integrity Verification Via

 

Blockchain PCT Number: PCT/IL2019/050283

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date:14 March 2019

 

Patent Applications in Family 13

 

Country   Official Number   Status
Australia   2019234176   Application Filed
China   201980032104.1   Examination Requested
Europe   19767579.6   Awaiting Examination
Hong-Kong   62021035273.3   Published
Israel   277328   Awaiting Examination

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

Country   Official Number   Status
Japan   2020-548681   Awaiting Examination
Korea   10-2020-7029233   Awaiting Examination
US   16/980,693   Awaiting Examination

 

PATENT FAMILY 14 (SCU-P-080660):

 

System and Method for Detection and Identification of Foreign Elements In A Substance PCT

 

Number: PCT/IB2019/00114

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 18 October 2019

 

Patent Applications in Family 14

 

Country   Official Number   Status
Australia   2019361327   Application Filed
Azerbaijan   2021 0031   Awaiting Examination
Brazil   11 2021 007205 5   Awaiting Examination
Canada   3,115,154   Examination Requested
China   112955734 A   Published/ Examination Requested
Europe   19809605.9   Awaiting Examination
Hong-Kong   62021040034.2   Await Publication
Indonesia   P-00202103098   Awaiting Examination
Israel   282186   Awaiting Examination
Japan   2021-521394   Awaiting Examination
Korea   10-2021-7014197   Awaiting Examination
Malaysia   PI 2021002089   Awaiting Examination
Singapore   11202103927W   Awaiting Examination
US   17/285,167   Awaiting Examination
Uzbekistan   IAP 20210187   Awaiting Examination

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

PATENT FAMILY 15 (SCU-P-080846):

 

Method and System for Classification of

 

Samples PCT Number: PCT/IL2020/050409

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date:

 

Patent Applications in Family 15

 

Country   Official Number   Status
Australia   2020259413   Application Filed
Canada   3,136,899   Examination Requested
Europe   20 791 992.9   Awaiting Examination
Israel   287180   Published
Japan   2021 - 560551   Awaiting Examination
Korea   10-2021-7036810   Awaiting Examination
US   17/594,406   Awaiting Examination

 

PATENT FAMILY 16 (SCU-P-081011):

 

Traceable Composite Polymers and Preparation Methods Thereof Traceable Composite Polymers and Preparation Methods Thereof for Providing Transparency In Production Value Chains

 

PCT Number: PCT/IL2020/050794

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 15 July 2020

 

Patent Applications in Family 16

 

Country   Official Number   Status
Australia   2020312862   Application Filed
Canada   3,147,406   Application Filed
Europe   20 746 728.3   Application Filed
Israel   289853   Application Filed
Japan   2022-502255   Application Filed
Korea   10-2022-7004602   Application Filed
US   17/626,916   Application Filed

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

PATENT FAMILY 17 (SCU-P-081011/1):

 

Traceable Composite Polymers and Preparation Methods Thereof Traceable Composite Polymers and Preparation Methods Thereof for Providing Transparency In Production Value Chains

 

PCI Number: PCT/IL2020/050793

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 15 July 2020

 

Patent Applications in Family 17

 

Country   Official Number   Status
Australia   2020312861   Application Filed
Canada   3,146,513   Application Filed
Europe   20 746 727.5   Application Filed
Israel   289852   Application Filed
Japan   2022 - 502253   Application Filed
Korea   10-2022-7004634   Application Filed
US   17/626,923   Application Filed

 

PATENT FAMILY 18 (SCU-P-081076):

 

Traceable Composite for Marking Seeds and

 

Plants PCT Number: PCT/IL2020/050956

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 02 September 2020

 

Patent Applications in Family 18

 

Country   Official Number   Status
Australia   2020343939   Application Filed
Canada   3,152,940   Application Filed
Europe   20 771 633.3   Application Filed
Israel   291015   Application Filed
Japan   2022-511248   Application Filed
Korea   10-2022-7009508   Application Filed

 

Country   Official Number   Status
US   177639,397   Application Filed

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

PATENT FAMILY 19 (SCU-P-081117):

 

Management of Recyclable Goods and Their Source

 

Materials PCT Number: PCT/IL2020/051099

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 15 October 2020

 

Patent Applications in Family 19

 

Country   Official Number   Status
Australia   2020367051   Application Filed
Canada   3,158,026   Application Filed
China   202080072015.2   Application Filed
Europe   20 877 539.5   Application Filed
Israel   292013   Application Filed
Japan   2022-521124   Application Filed
Korea   10-2022-7015221   Application Filed
US   17/769,175   Application Filed

 

PATENT FAMILY 20 (SCU-P-081328):

 

Device and Method for Detection of Viruses By XRF

 

PCT Number: PCT/IL2021/050325

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 24 March 2021

 

Patent Applications in Family 20

 

Country   Official Number   Status
PCT   PCT/IL2021/050325   National Phase due by September 26, 2022

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

PATENT FAMILY 22 (SCU-P-081504):

 

Marking and Tracing of Silk

 

PCT Number: PCT/IL2021/050938

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 03 August 2021

 

Patent Applications in Family 22

 

Country   Official Number   Status
PCT   PCT/IL2021/050938   National Phase due by February 6, 2023

 

PATENT FAMILY 23 (SCU-P-081525):

 

Marking and Tracing the Origin of Hide and Leather for Supply Chain Transparency and Liability

 

PCT Number: PCT/IL2021/050939

 

Applicant: SECURITY MATTERS LTD.

 

International Filing Date: 03 August 2021

 

Patent Applications in Family 23

 

Country   Official Number   Status
PCT   PCT/IL2021/050939   National Phase due by February 3, 2023

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

Part B

 

Latest development of SMX’s Blockchain Technology (as extracted from SMX/TG’s LBMA RFP)

 

1. Executive summary

 

The document presents a proposal from SMX, trueGold Consortium and their partners to the Request for Proposal launched by LBMA. The trueGold consortium proposes, a digital platform composed of multiple technologies that offer end-to-end traceability of the gold, gold-related, and other metals throughout the entire lifecycle - from Mine to Refinery to trading, recycling, and future reuse. The digital platform leverages a proprietary Physical Security Feature from SMX and Distributed Ledger Technology (DLT) to store in a digital ledger the memory of gold provenance that can be verified and authenticated at each phase, even if it has been remelted or reformed into a new product by a seamless integration, enabling credible ESG reporting in real-time.

 

trueGold aims to create an industry standard for the gold value chain by introducing a technology-based solution to provide transparency, security, and authenticity.

 

SMX and trueGold, as its subsidiary, is the first company worldwide to introduce and integrate an innovative tech platform specializing in digital tracking for gold from mine to finished & recycled products for the gold industry, this is in continuous collaboration with The Perth Mint and its cliental that uses gold in their finished products. By this platform, the LBMA and its members are presented with the ability to identify and verify ethical sourcing of gold from each refinery and to demonstrate a higher level of responsibility and certification of premium gold products, which trueGold believes can enable a smarter gold recycling & reuse capabilities to enhance sustainability and circular economy approach. SMX is continuously extending its metals business with precious metals (e.g., silver, platinum) and non-ferrous Metals, along with the successful filing of patents pertaining to gold, aluminum, steel, and cobalt in 2023.

 

The offering presented in this document focuses on supporting LBMA’s goals of creating a central global platform for its accredited members (i.e., refineries and custodians) to share information with LBMA and comply with all LBMA-accredited Security Features. The focus will be to support the uploading of reports and data from approximately 77 members (i.e., 32 refineries, 2 custodians, and 43 banks) covering the Loco London inventory. The central platform/repository will act as a ‘store’ with dashboards allowing controlled access to the data. This data will be held securely and made available to LBMA members per the data owners’ specific instructions. The platform will be GDPR and PDPA-compliant. In the next phase, trueGold will work with LBMA and third-party stakeholders to securely upload inventory and approved data from London, New York, and Zurich. The aim is to support EU importation requirements and regulations while giving access to the market participants to enable them to report, update, trade, and source gold ethically and in a transparent and auditable manner.

 

The solution is based on Distributed Ledger Technology as for its distinctive features that set it apart from traditional databases and centralized systems. Tamper proofing, immutability, Proof of provenance and traceability are supported by the highly secured and permission-based digital platform protecting valuable assets from threats of data tampering. The key benefit is the ability to physically protect the gold and gold- related products from being tampered with or involved with fraudulent activities, enhancing the ESG compliance as well as ethical sourcing of precious metals.

 

trueGold digital system is comprised from infrastructure, which serves as a foundation layer to record and retrieve data from value chain stakeholders (i.e., mining companies, refineries, vaults, Jewellery brands etc.) perform processes utilizing the SMX technology and operational systems. This core infrastructure of the platform provides the basic services required for developing customized applications for the gold value chain stakeholders.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

Based on the infrastructure, trueGold designed and integrated into the digital system software tools to utilize the gathered data and information from the trueGold Platform, to serve various business requirements and needs to enhance the gold value chain.

 

Implementation of technology and digital platform is designed to be the most seamless and convenient to the involved key stakeholders. trueGold is accountable to entire aspects of delivery, deployment, training, and support of each user. Regarding data governance, the trueGold solution will account for differing levels of data sensitivity, ensuring that appropriate measures are taken for each data category (i.e., restricted, controlled, public), both in terms of data security and data privacy. Data privacy requirements are met according to GDPR. Additionally, the platform is ISO compliant by conforming to industry standards best practices in line with ISO 27001/27017, including access management, endpoint security, regular penetration testing, and security assessments. In terms of risk management processes, these are undertaken in advance of live deployment according to SOX guidelines and will accompany the ongoing lifecycle of the solution as an integrated process.

 

SMX technology has the exclusivity providing the gold industry true valued key benefits:

 

☒ A digital solution for the entire gold life cycle
   
  One-stop shop for an industry - all technologies are owned and integrated by SMX/trueGold.
   
☒ Scalable platform that enables customers to evolve from gold provenance and traceability to gold tokenization.
   
☒ A physical solution for the entire gold life cycle that can be Integrated with the digital solution in future phases.
   
☒ trueGold’s physical Security Feature (i.e., in-situ) is resilient to remelting, recasting and physical modifications.
   
☒ Multi-layer flexibility of the physical Security Features - in-situ & topical (can be applied to the same product several times along the value chain)

 

The trueGold technology features along with the highly secured digital platform, based on R3 Corda immutable DLT (blockchain) technology, represent a transformative leap forward for the gold industry. By harnessing the intelligence of the platform together with the power of blockchain, trueGold elevates integrity, traceability and security to unprecedented levels but also unlocked new efficiencies and transparency across the entire gold supply chain.

 

Furthermore, it is important to mention that this project will receive valuable guidance and support from leading cybersecurity Israeli figures - Major General Ami Shafran, formerly in charge of the Israeli Defense Force C41 corps, specializing in electronic warfare and cyber defense. Additionally, Yigal Unna, the former Director General of the Israel National Cyber Directorate, overseeing all aspects of cybersecurity, including policy and technological capabilities for critical infrastructure defense, will play a crucial role. The project will also benefit from the insights of Boon Hui Khoo, former President of INTERPOL, and Chairman of the Minister for Cybersecurity’s Advisory Group, who advises the National Cybersecurity R&D Programme in Singapore.

 

trueGold remain unwavering, to provide the industry with a trusted, resilient, and technologically advanced platform that empowers stakeholders, safeguards assets, and fosters a new era of integrity in the gold and gold related products market. Together, looking forward to embarking on a journey towards a brighter, more secure future for all participants in this vital and dynamic industry.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

2. Introduction

 

In the current value chain systems, there is no effortless way to track an asset’s authenticity and provenance. Different attempts to build complex centralized systems with user barcodes, unique electronic product codes, and radio-frequency identification technology to track items through the supply chain. However, these systems relied on centralized authorities and databases and were fundamentally insecure since they had single points of failure that made them exposed to cyberattacks and insider fraud. Low traceability and a fragmented system can result in safety issues, counterfeited goods, and inconsistent data. At the same time, there is a growing need for greater transparency regarding quality and origin of products in the value chain.

 

Leveraging Distributed Ledger Technology (DLT) provides a better way of solving such problems. Blockchain-based solutions allow tracking and tracing items on an immutable, tamper-proof, non- repudiable, distributed digital ledger. Each transaction indicating a change or a movement of assets within the value chain is recorded in the distributed ledger.

 

The trueGold platform provides a ledger that represents a chain of events and assets that allows tracking of an asset throughout its lifecycle (from mine to vault), passing through the stage of a product used by an end customer. The DLT helps ensure a transparent and secure way of tracing assets in a shared ecosystem. Different network participants, from custodians to refiners, from market makers to end customers, collaborate on the blockchain platform to create an immutable chain of custody. A tamper-proof and auditable ledger can be created to provide complete traceability of goods across the value chain of gold, silver, and other assets. Specific asset-trusted quality certificates can be generated due to immutable property of Blockchain.

 

This document presents the trueGold solution, an out-of-the-shelf solution for transparently trace assets through all value chain stages. The solution covers most of the requirements listed in the Request for Proposal launched by LBMA about supply chain integrity.

 

Proprietary SMX’s technology or other accredited technologies can be used to mark the asset with a marker to enable identification, proof of authenticity, and traceability that, in collaboration with the platform, allows for visualization and retrieval of reports about the lifecycle of one or more assets.

 

Overall, our proposal provides a solution to a technological platform to track & trace any asset to identify its provenance, prove its authenticity, and trace its path across its lifecycle.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

3. The Proposed Digital Solution

 

trueGold is a digital platform that provides a secure, safe, and stable way for sharing information with and between LBMA and its members.

 

The solution is a combination of state-of-the-art technologies, such as,

 

●Gold Bar (and other materials) Security Feature accredited by GBI initiative: unique identification of the material allowing for tracking and tracing of any gold (or other metal) product. The digital platform supports data submission from any LBMA-accredited Security Features through customization.

 

●Distributed Ledger Technologies: utilization of R3 Corda technology, offering an immutable, non-repudiable, tampering-proof, secure digital ledger allowing for provenance and history of the material and a secure and efficient way of sharing sensitive data on a need-to-know basis (confidential and permissioned). The properties offered by DLT, like non-repudiation, immutability, and tampering-proof, prevent fraud and data tampering.

 

●Lastly, the tokenization aspect offered by DLT allows for the creation of other potential business models and market opportunities (e.g., change of ownership).

 

●Cloud-native solution: easy deployment in multiple cloud providers, allowing for an intuitive User Interface (Ul), allowing for data visualization, reporting, and consultation accessible through a web browser. By following a cloud-focused approach, the solution offers the possibility to scale and be resilient as the business demands.

 

●Shared Web Application: an accessible way to share information through organizations, allowing for simple and secure connectivity across all members (e.g., use of encrypted and secure protocols).

 

●REST API: Allows to integrate the platform with other stakeholder systems (e.g., ERR and such). The REST API can be used to send and/receive information from these systems.

 

The trueGold platform offers the following high-level features:

 

●On-demand submission (one-by-one or bulk) of materials to track and trace in the platform. The data can be submitted through a user interface or API, using                          a pre                 defined/customized/structured dataset, as described in Annex 2 of the RFP. Given that the system will always be accessible, the frequency of data submission depends on the participants, allowing for real-time analysis of the data. The data submitted in the platform will be validated from the data type and formal point-of-view.

 

●Support for materials lifecycle operations such as transformation, splitting, merging (conversion), and decommissioning (termination) of materials. It means that the system offers ways to track the full history of the operations executed on the material, trace the origination of any product, and keep the history after the termination of its lifecycle.

 

●Authentication (Auth) & Authorization (Authz) mechanisms offer authenticated and controlled access to the platform’s features. The platform supports defining roles across network participants (e.g., custodian, refinery, superuser), allowing them to execute the operations available for such personas.

 

●Live reporting of the materials submitted on the platform. TrueGold offers an intuitive user interface for visualization of the materials’ origin and lifecycle (e.g., gold, silver), and consultation of data related to the materials visible to a certain user. Customized reports will be available for the end users.

 

●Highly flexible infrastructure and platform that can be easily tailored to specific customer’s requirements, capable of spanning the entire gold and other metals life cycle.

 

 
 

 

Certain Identified Information Has Been Excluded From The Exhibit Because It Is Both (I)

Not Material And (Ii) Would Be Competitively Harmful If Publicly Disclosed

 

Schedule B Services of the type supplied by SMX to TG

 

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