1. Purpose
These Rules govern investor identity, wallet control and approval, investor and transfer eligibility for IDSX securities. They seek reliable identity and ownership, prevent transfers to unidentified or ineligible persons, verify wallets, enforce restrictions at account/wallet level, comply with law, trace securities to recognised holders and protect investors.
2. Application
Apply as relevant to investors, Brokers, Trading Participants, Custodians, Issuers, transfer agents, settlement and wallet providers, Sponsors, Underwriters and others involved in onboarding, wallet approval, transfer or ownership administration.
3. Core Principle
A Digital Security may transfer only where the wallet and person entitled to control or beneficially own it satisfy all applicable requirements. Distinguish Investor Identity, Wallet Ownership or Control, Investor Eligibility, Security-Specific Eligibility and Transfer Eligibility; one does not satisfy another automatically.
4. Investor Identity
Identify every investor to the extent required by law and IDSX Rules. Records should link investor, IDSX and Broker accounts, beneficial ownership, approved wallets, custody and positions.
5. Individual Investors
As appropriate, record legal name, birth date, address, relevant nationality/tax residency, government ID, contacts, investor classification and legally required information.
6. Entity Investors
As appropriate, record legal name, registration, jurisdiction and form, registered office, directors, representatives, ownership and beneficial owners, controllers, business and investor classification.
7. Beneficial Ownership
For companies, nominees, trusts, partnerships, custodians, omnibus accounts or intermediaries, maintain sufficient beneficial-owner records where required. An address alone is not beneficial ownership.
8. Investor Identifier
IDSX or an authorised Participant may assign a unique identifier linking investor, account, wallet, beneficial ownership and security position without publicly exposing unnecessary personal data.
9. Separation of Identity and Blockchain Address
Treat legal identity and blockchain address as separate. An address shows a technical destination; alone it proves neither identity, ownership nor eligibility.
10. Investor Status
IDSX may assign Pending, Verified, Enhanced Review, Restricted, Suspended, Rejected or another status. Do not deliver securities contrary to status restrictions.
11. Investor Eligibility Attributes
Attributes may include retail, wholesale, professional or institutional category, eligible/restricted jurisdiction, qualified/accredited status, product eligibility and other classifications.
12. KYC Approval Does Not Equal Product Eligibility
KYC alone does not permit every security. Jurisdiction, investor category, offering, foreign ownership, product, lock-up, sanctions, holder caps or security-specific limits may still disqualify.
13. Security-Specific Eligibility
A security may restrict jurisdictions, investor types, investment size, ownership percentage, holder count, qualification, exemption, holding/lock-up period or other legal conditions.
14. Investor Eligibility Record
For restricted securities, systems should determine Eligible, Conditionally Eligible, Restricted or Not Eligible status for each investor/security.
15. Wallet Requirement
Where holding or settlement is wallet-based, use a wallet approved under these Rules. Investor approval alone does not approve a wallet.
16. Wallet Ownership or Control
Take reasonable steps to establish control by investor, authorised Custodian or Broker, nominee for investor or another lawful beneficial-ownership arrangement.
17. Wallet Verification Methods
Verification may use cryptographic signatures, authenticated wallet connection, test transaction, signed declaration, Custodian/Broker confirmation, technical ownership verification or another IDSX-approved method.
18. Self-Custody Wallets
Self-custody may be permitted after eligibility and wallet verification. It does not remove KYC, sanctions, eligibility, transfer, ownership or market-rule duties.
19. Custodial Wallets
Custodians may hold for investors but must identify underlying beneficial owners where required.
20. Omnibus Wallets
IDSX may permit omnibus wallets representing multiple investors if beneficial ownership is maintained through approved records, reconciled, eligibility-enforceable and available to IDSX as required.
21. Wallet Whitelisting
IDSX may require a whitelist. Only approved wallets may receive the relevant security.
22. Wallet Eligibility Status
Wallet status may be Pending, Approved, Restricted, Suspended, Revoked, Rejected or another status. Do not receive securities where status disallows receipt.
23. Security-Level Wallet Eligibility
General wallet approval does not necessarily make it eligible for every security. Assess restrictions at security level.
24. Transfer Eligibility Check
Before transfer, systems should verify sender and recipient identity, wallet and investor status, jurisdiction, sanctions, beneficial ownership, limits, lock-up and transfer restrictions and other applicable conditions.
25. Transfer Decision
The process may check sender, recipient and wallets; KYC; investor and security eligibility; ownership limits; sanctions; then approve or reject.
26. Same Beneficial Owner Transfers
Transfers between verified wallets of one beneficial owner may be simplified where ownership does not change, no legal, sanctions or custody block exists and the transfer remains recorded.
27. Change of Beneficial Ownership
A transfer between beneficial owners requires the recipient to satisfy all applicable requirements before proceeding.
28. Third-Party Transfers
Transfer to an unrelated wallet only after recipient identity, wallet approval, investor eligibility, restrictions and records are in order.
29. No Unidentified Recipient Transfers
Eligibility-controlled securities must not go to an unidentified external wallet merely because the chain technically allows it.
30. Off-Market Transfers
Lawful transfers may include gifts, inheritance, intra-group or family transfers, court orders, trusts, nominee changes, custody transfers or other permitted transfers.
31. Off-Market Transfer Approval
Review identity, ownership, wallet and eligibility; request legal/tax papers as appropriate; obtain transfer-agent or Issuer consent where needed; and report to IDSX.
32. Inheritance
Evidence may include death certificate, probate, court order, executor authority, inheritance documents and recipient eligibility.
33. Court-Ordered Transfers
Support valid court or regulator orders through forced transfer, wallet reassignment, register correction, token cancellation/reissue or another lawful mechanism.
34. Wallet Change
Verify a replacement or additional wallet before it becomes eligible.
35. Enhanced Review for Wallet Changes
Enhanced verification may be required before significant transfer, for rapid changes, unusual logins, suspected compromise, elevated wallet risk or activity inconsistent with normal patterns.
36. Lost Private Keys
Key loss alone does not extinguish legal ownership. Where ownership is established, recovery may transfer or reissue to a replacement wallet.
37. Lost-Key Recovery
Recovery may include identity and ownership checks, loss declaration, security review and waiting period, freezing the prior wallet, approving replacement and transferring/reissuing securities.
38. Stolen or Compromised Wallets
For suspected compromise, IDSX or authorised Participants may suspend eligibility, block incoming/outgoing transfers, reverify, freeze where lawful, move holdings where authorised or otherwise protect.
39. Suspended Wallets
Suspend where identity is unconfirmed, sanctions/fraud/compromise concerns arise, ownership is disputed, orders apply, KYC is materially stale or another material compliance issue exists.
40. Revocation of Wallet Approval
IDSX or an authorised Participant may revoke a non-compliant wallet. Revocation alone does not extinguish legal ownership.
41. Sanctions
Wallet approval must satisfy applicable sanctions law; do not approve where unlawful.
42. Restricted Jurisdictions
A wallet may be ineligible based on investor residence, domicile, relevant citizenship, incorporation, distribution restrictions or other factors.
43. Ownership Limits
Before transfer, systems may need to determine whether resulting beneficial ownership exceeds a security limit.
44. Aggregation of Related Holdings
Where limits apply, aggregate across wallets, Broker or Custodian accounts, related/controlled entities and other common beneficial ownership or control.
45. Lock-Up Restrictions
During lock-up, transfers are prohibited except as allowed by terms, IDSX, law or valid exemption.
46. Investor-Type Restrictions
Where a security is limited to wholesale, professional, institutional, qualified or other categories, prevent transfer to persons who do not qualify.
47. Jurisdiction-Specific Restrictions
Eligibility may differ between securities due to offering and securities laws; assess security by security.
48. Product-Specific Eligibility
Additional conditions may include experience, minimum investment, financial status, regulatory class, investor type, local law or other requirements.
49. Eligibility Expiry
Status may expire when KYC refreshes, investor classification expires or changes, jurisdiction changes, law changes or supporting information becomes stale.
50. Ongoing Eligibility Monitoring
Review material address/residency, beneficial ownership, sanctions, control, investor category, wallet compromise or legal changes.
51. Broker Responsibilities
Brokers handling investors must maintain identity and category verification, wallet checks, eligibility decisions, Client communications, updates and transfer controls.
52. Custodian Responsibilities
Custodians must maintain records of legal holder as relevant, beneficial owner, entitlement, wallet/sub-account, transfers and restrictions.
53. Transfer Agent Responsibilities
Transfer agents must accurately reflect ownership changes in the applicable securities register.
54. Issuer Responsibilities
Issuers must provide information needed to implement security-specific restrictions and notify IDSX of material changes.
55. IDSX Shared Eligibility Infrastructure
IDSX may maintain central investor identifiers, KYC and investor categories, jurisdictions, wallet approval, security eligibility, ownership limits and other compliance attributes.
56. Reliance on Participant Data
IDSX may rely on authorised Participant data absent reason to question accuracy and may request supporting evidence at any time.
57. Shared KYC Does Not Remove Responsibility
Central IDSX infrastructure does not remove independent legal duties of Brokers, Custodians or other Participants.
58. Privacy
Protect identity data under Applicable Law and avoid placing unnecessary personal data on public blockchains.
59. On-Chain Data Minimisation
Record only data reasonably needed for operation and compliance; generally keep personal identity off-chain absent lawful and appropriate reason.
60. Wallet Address Visibility
An address may be public, but that does not authorise public disclosure of associated identity.
61. Identity-to-Wallet Mapping
Maintain person-wallet mappings in controlled systems with appropriate access restrictions.
62. Access Controls
Limit identity and mapping access to legitimate operational, compliance or regulatory need.
63. Record Keeping
Maintain identity, ownership, eligibility, wallet verification/status, approvals and rejections, changes, restrictions, ownership limits and decisions.
64. Audit Trail
Record wallet approvals, approver, verification method, eligibility and status changes, attempted/failed transfers, restrictions and administration.
65. Reconciliation
Where applicable, reconcile investor, beneficial owner, Broker/Custodian, approved wallet, security position and authoritative register.
66. Conflicting Records
Legally authoritative records prevail over conflicting blockchain data to the extent required by law. Investigate and correct discrepancies.
67. Transfer Rejection
Reject where wallet or identity is unapproved/unverified, eligibility fails, sanctions or jurisdiction restrictions apply, limits/lock-up are breached, wallet is suspended, law is breached or another IDSX Rule bars it.
68. Transfer Hold
Hold for unclear ownership/control, unusual activity, limit review, potential sanctions match or incomplete legal documents.
69. No Guarantee of Transfer Approval
Ownership does not guarantee unrestricted transfer. Law, security terms, eligibility, IDSX Rules and technical controls apply.
70. Administrative Override
Where authorised by law, IDSX or an administrator may freeze, revoke, correct records, implement orders/sanctions, recover from key loss, reverse invalid transfer or protect integrity.
71. Administrative Powers Must Be Controlled
Use role-based access, dual approval, logs, segregation of duties, audit and privileged-access monitoring as appropriate.
72. Suspicious Activity
Eligibility systems may produce AML, surveillance, fraud, sanctions, cyber or ownership-investigation information. Share internally where lawful.
73. Market Surveillance Integration
Identity data may support analysis of self/wash/related trading, coordination, circular transfers, concentration and unusual activity.
74. Cybersecurity
Protect identity-wallet links against unauthorised changes, identity theft, takeover, wallet substitution, insider abuse, data loss and other threats.
75. Wallet Substitution Fraud
Treat address-change requests as security-sensitive and prevent replacement of a legitimate wallet with a fraudulent one.
76. Notifications
Investors may be notified of wallet approval/removal, restriction, suspension, eligibility change and significant transfer requests.
77. Cross-Border Investors
Determine whether cross-border investors may acquire, hold, transfer and dispose of the relevant security under all applicable regimes.
78. Overseas Brokers and Custodians
IDSX may recognise overseas verification based on regulatory status, jurisdiction, control quality, record availability, enforceability and approval.
79. Equivalent Verification
IDSX may accept methods providing substantially equivalent identity or wallet assurance.
80. Technical Standards
IDSX may set wallet checks, whitelist APIs, identifier and status formats, transfer approvals, restriction interfaces, limit calculations, logs and other controls.
81. Security Eligibility Matrix
IDSX may record permitted/prohibited jurisdictions and categories, ownership limits, lock-ups, minimum investment and other security restrictions.
82. Eligibility Decision Must Be Determinable
Where practicable, systems should determine transfer eligibility before execution.
83. No Circumvention
Do not evade Rules using another’s wallet, improper nominee, split holdings, multiple accounts, related-party routing, unapproved bridges, wrapped tokens or concealed ownership.
84. Prohibited Wallet Sharing
Do not knowingly share an individual investor wallet in a way that obscures beneficial ownership or control.
85. Multiple Wallets
Investors may hold multiple approved wallets. Aggregate where necessary for limits, corporate actions, disclosure, compliance, surveillance and other IDSX purposes.
86. Corporate Actions
Apply investor and wallet eligibility to corporate-action distributions of Digital Securities or restricted assets.
87. Voting
Wallet structures must not enable duplicate votes; entitlement follows legal ownership or applicable rights.
88. Delisting
Delisting does not automatically terminate identity or ownership records; preserve appropriate records.
89. Transfer Following Delisting
Post-delisting transfers may differ from trading-period rules. Issuers must establish lawful continued ownership and transfer procedures.
90. IDSX Information Requests
IDSX may request identity, beneficial ownership, wallet ownership and verification, eligibility, transfer history, custody and other relevant information.
91. Cooperation
Participants must cooperate with reasonable IDSX identity and wallet-eligibility requests.
92. Restrictions by IDSX
IDSX may require enhanced checks, wallet or investor restrictions, transfer suspension, removal of eligibility, record correction or other lawful protective measures.
93. Breach
Breaches include unidentified investors or unverified wallets, transfers to ineligible persons, circumvention, concealed ownership, false wallet claims, failure to enforce limits, improper overrides or missing records.
94. Enforcement
IDSX may warn, enhance supervision, restrict wallets, investors, transfers or Participants, suspend or terminate status, or refer to an authority.
95. Relationship with KYC / AML Requirements
Read with KYC / AML Requirements: those assess identification and financial-crime risk; these Rules determine person and wallet eligibility for each security.
96. Relationship with Digital Securities Rules
Read with Digital Securities Rules, which govern security design/operation; these Rules govern eligible persons and wallets interacting with it.
97. Relationship with Broker Rules
Brokers retain Client-level duties under Broker Rules.
98. Relationship with Corporate Actions Rules
Eligibility may continue to apply to securities or rights distributed through corporate actions.
99. Relationship with Market Surveillance Framework
Identity and wallet data may support surveillance as permitted by law.
100. Applicable Law
Nothing authorises unlawful conduct. Additional or stricter legal requirements continue to apply.
101. Amendments
IDSX may amend these Rules for legal, market, Digital Security, wallet-technology, cyber, regulatory or operational developments.
102. Effective Date
These Rules take effect on the date determined and published by IDSX.
IDSX · Investor Identity & Wallet Eligibility Rules — Version 1.0