Concepts

Before jumping into the part in the reference manual that is of current interest to you, we strongly recommend familiarizing yourself with the core concepts around koos.io solution design.

What is our service about?

Our main goal is to assist companies in rewarding their stakeholders and community members for their support and contributions. Each company has its own business targets, strategy and community, which allows them to decide themselves which behaviour they want to motivate and reward.

On KOOS platform, we see this as follows: Issuer makes a Promise to a Recipient in return for a Behavior.

• Promise is an undertaking by the issuer towards the recipient to make a payment or delivery and such undertaking is issued in the form of a virtual share
• Virtual Share is an electronic record of the recipient’s right towards the issuer
• Issuer is a company making the promise and issuing virtual shares to the recipients
• Recipient is an individual or company to whom the promise is made and virtual share granted
• Behavior is an action performed by the recipient that issuer is rewarding by making the promise

KOOS does not set limitations on behavior that can be rewarded with virtual shares, except that they must always be lawful. For example, rewarding public sector employees in order to win a tender is considered a bribe.

What is the virtual share?

Through KOOS platform, issuers can make a promise that relates closely to the rights that the shareholders of the issuer have. For example, the virtual share may carry the following rights:

• Information right – the issuer will provide the recipient regular updates on their business and achievements.
• Dividend-like payments – the issuer make a payment if the shareholders receive dividend on their common shares.
• Milestone payments - if and when the issuer reaches certain financial milestones, it promises make the recipient a payment in the agreed amount. The milestone may relate to level of gross merchandise value reached or another financial metric of the issuer.
• Company sale payment – the issuer will make a payment if the shareholders sell the company/shares and receive cash for their common shares.
• Liquidation payment – issuer will make payment if the company is liquidated and the shareholders receive liquidation proceeds in cash for their common shares.

It is up to the issuer to design the catalogue of these rights.

The above rights mirror the rights of a common shareholder in a company and therefore the promise made by the issuer is an equity-like instrument. Hence the term we use on the platform – virtual share. There are also other types of promises registered on KOOS platform. We previously called them ‘tokens’ and the promises made by the issuers may vary from promises to grant a share upon a future event, make a milestone-related payment, grant access to a service or grant a product or discount (a utility type of instrument), or to simple badges of appreciates or accomplishment without any specific undertakings by the issuer. In this manual we only use the term ‘virtual share’, which also covers tokens unless otherwise specified in the text.

What is the role of KOOS?

KOOS operates a web-based platform through which issuers can keep the register of the virtual shares. More specifically, the application allows the issuer to use the following functionalities:

1. maintaining records of contributors for whom the issuer has reserved the right to receive a virtual share,
2. collecting information from the entitled contributors and verification of their eligibility against the criteria set out in the terms of virtual shares,
3. recording the issue of virtual shares and registering contributors as virtual shareholders,
4. maintaining the register and granting contributors access to the register,
5. arranging the pay-out to the entitled persons.

The terms and conditions of the KOOS service are set out in the Terms of Service for Issuers. KOOS is not a party to the legal relationship created between the issuer and recipients through terms of virtual shares.

KOOS is trade name of Programmable Equity OÜ, a company registered and operating in Estonia (registration code 16320994). We are a software company.